Horizon Securities : The Company’s Board of Directors resolved to conduct private placement of common shares through cash capital increase.

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Provided by: HORIZON SECURITIES CO., LTD.
SEQ_NO	1	Date of announcement	2022/04/14	Time of announcement	17:10:23
Subject	The Company's Board of Directors resolved to conduct private placement of common shares through cash capital increase.
Date of events	2022/04/14	To which item it meets	paragraph 11
Statement	1.Date of the board of directors resolution:2022/04/14 2.Types of securities privately placed:Common shares 3.Counterparties for private placement and their relationship with the Company: The counterparties for this private placement shall meet the qualifications for specific persons listed in Article 43-6 of the Securities and Exchange Act and Financial Supervisory Commission's letter Tai-Cai-Zheng(One)-Zi No.0910003455 dated June 13, 2002, and prioritizing those strategic investors who could benefit the Company's long-term development and rights of existing shareholders. 4.Number of shares or bonds privately placed:Less than 50,000,000 shares. 5.Amount limit of the private placement:Less than 50,000,000 shares. 6.Pricing basis of private placement and its reasonableness: (1)The subscription price for common shares of this private placement shall be no less than 80% of the reference price. The reference price will be the higher one between the below two benchmark prices: a.The simple arithmetic average of the closing price of the common shares either on the first, third, or fifth business day immediately prior to the price determination date, after adjustment for any distribution of stock dividends, cash dividends or capital reduction. b.The simple arithmetic average of the closing price of the common shares 30 business days prior to the price determination date, after adjustment for any distribution of stock dividends, cash dividends or capital reduction. (2)The actual price determination date and issue price are proposed to for the shareholders' meeting to authorize the Board of Directors to determine the actual price no lower than within the range approved by the shareholders'meeting, depending on the status of specific persons contacted and market conditions in the future. (3)The subscription price for common shares of this private placement shall be determined with reference to the Company's present operating condition, future development prospect, the non-transfer restriction in three years for the common shares of the private placement, and the Company's recent trading price. Thus, the price should be reasonable. 7.Use of the funds raised in the private placement: The funds raised hereby shall serve to future demands for business development, enrich operating capital, and strengthen financial structure. The fund raising will be processed at appropriate time once or twice within one year from the date of the resolution of the shareholders' meeting depending on the market environment and the company's requirement. 8.Reasons for conducting non-public offering: With consideration to time effectiveness, issuance costs, and the actual demand to bring in strategic investors, plus the non-transfer restriction in three years for shares of the private placement can ensure the long-term relationship between the company and strategic investors, the capital raising is conducted through private placement instead of public offering. 9.Objections or qualified opinions from independent Board of Directors:None. 10.Actual price determination date:N/A 11.Reference price:N/A 12.Actual private placement price, and conversion or subscription price:N/A 13.Rights and obligations of these new shares privately placed: The private placement and subsequent distribution common shares are not allowed to sell within three years from delivery date of the private common shares, except pursuant in Article 43-8 of the Securities and Exchange Act. The remaining rights and obligations are the same as those for original common shares. After three years from delivery date of the private common shares, the company shall apply for an approval letter of compliance with listing standards with TPEx, and then report retrospective public offering and apply with the competent authority for TPEx listing and trading. 14.Reference date for any additional share exchange, stock swap, or subscription:N/A 15.Possible dilution of equity in case of any additional share exchange, stock swap, or subscription:N/A 16.For additional share exchange or subscription, possible influence of change in shareholding ratio of TPEx -listed common shares if all privately placed corporate bonds are converted and shares subscribed for (no.of TPEx -listed common shares (a), (a) / outstanding common shares):N/A 17.Please explain any countermeasures for lower circulation in shareholding if the aforesaid estimated no.of TPEx -listed common shares does not reach 5 million and the ratio does not reach 25%:N/A 18.Any other matters that need to be specified: (1)In addition to the percentage of the private placement price that is not less than 80% of the reference price, if there are amendments in the future due to regulatory changes, opinions from the competent authority, changes in objective environmental factors, or other matters not covered herein, it is proposed to request the shareholders' meeting to authorize the Board of Directors to fully handle the private placement for new shares, including but not limited to the actual share number, actual price, actual amount, the choice of the applicants, the reference date, the private placement conditions, the use and progress of funds, and the expected benefits possible. (2)In addition to the above authorization, it is proposed to request the shareholders' meeting to authorize the chairman on behalf of the Company to sign, negotiate, and change the contracts and documents related to the private placement common shares, and to handle other related matters.