REG - Acer Incorporated Acer Inc. - ACIA - To announce the Company's information

AcerAnnouncement

27/12/2023 07:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20231227:nRSa8462Xa&default-theme=true

RNS Number : 8462X  Acer Incorporated  26 December 2023

No:1

Subject: Acer's (the Company's) board made a resolution to acquire Enrich
Investment Inc. common shares.

Date of events:2023/12/26

Contents:

1.Name and nature of the underlying assets (if preferred shares, the terms and
conditions of issuance shall also be indicated, e.g., dividend yield, etc.):

Common shares of Enrich Investment Inc. ("Enrich")

2.Date of occurrence of the event:2023/12/26

3.Amount, unit price, and total monetary amount of the transaction:

No more than NTD 1.177 billion to acquire 74.352% of Enrich's common shares

4.Trading counterparty and its relationship with the Company (if the trading
counterparty is a natural person and furthermore is not a related party of the
Company, the name of the trading counterparty is not required to be
disclosed):

Shareholders of Enrich, including Edgarce, Inc. and other natural person, who
are not related parties

5.Where the trading counterparty is a related party, announcement shall also
be made of the reason for choosing the related party as trading counterparty
and the identity of the previous owner, its relationship with the Company and
the trading counterparty, and the previous date and monetary amount of
transfer:

Previous transfer information: N/A

6.Where an owner of the underlying assets within the past five years has been
a related party of the Company, the announcement shall also include the date
and price of acquisition and disposal by the related party, and its
relationship with the Company at the time of the transaction: N/A

7.Matters related to the current disposal of creditors' rights (including
types of collaterals of the disposed creditor's rights; if creditor's rights
over a related party, announcement shall be made of the name of the related
party and the book amount of the creditor's rights, currently being disposed
of, over such related party): N/A

8.Profit or loss from the disposal (not applicable in cases of acquisition of
securities) (those with deferral should provide a table explaining
recognition): N/A

9.Terms of delivery or payment (including payment period and monetary amount),
restrictive covenants in the contract, and other important terms and
conditions:

Payment Term: one-time cash payment subject to agreement.

Restrictive covenants in the contract, and other important terms and
conditions: Confidentiality

10.The manner of deciding on this transaction (such as invitation to tender,
price comparison, or price negotiation), the reference basis for the decision
on price, and the decision-making unit:

(1)The manner of deciding on this transaction: the Company's board resolution.

(2)The reference basis for the decision on price: the Independent Experts'
Opinions on the Reasonableness of the Price provided by the Company's engaged
CPA.

(3)The decision-making unit: The Company's Board of Directors.

11.Net worth per share of the Company's underlying securities acquired or
disposed of:

NT$325.84

12.Cumulative no.of shares held (including the current transaction), their
monetary amount, shareholding percentage, and status of any restriction of
rights (e.g., pledges), as of the present moment:

Current cumulatively hold 74.352% of Enrich issued common shares, total amount
is no more than NTD 1.177 billion; no pledges or other restriction on the
shares.

13.Current ratio of securities investment (including the current trade, as
listed in article 3 of Regulations Governing the Acquisition and Disposal of
Assets by Public Companies) to the total assets and equity attributable to
owners of the parent as shown in the most recent financial statement and
working capital as shown in the most recent financial statement as of the
present:

Current ratio to the total assets: 62.48%

Current ratio to the shareholder's equity: 113.73%

Operating capital: NT$-10,465,642 thousand

14.Broker and broker's fee: None

15.Concrete purpose or use of the acquisition or disposal:

Financial investment and strategic footprint into AIOT industry

16.Any dissenting opinions of directors to the present transaction: None

17.Whether the counterparty of the current transaction is a related party: No

18.Date of the board of directors resolution: NA

19.Date of ratification by supervisors or approval by the Audit Committee: NA

20.Whether the CPA issued an unreasonable opinion regarding the current
transaction: No

21.Name of the CPA firm: Evertrust CPA Firm

22.Name of the CPA: Paul Lin

23.Practice certificate number of the CPA: Taipei Province CPA No. 3875.

24.Whether the transaction involved in change of business model: No

25.Details on change of business model: N/A

26.Details on transactions with the counterparty for the past year and the
expected coming year: N/A

27.Source of funds: N/A

28.Any other matters that need to be specified: None

 

No:2

Subject: The Company's board approved the investment of grid energy storage

Date of events:2023/12/26

Contents:

1.Name and nature of the underlying assets (if preferred shares, the terms and
conditions of issuance shall also be indicated, e.g., dividend yield, etc.):

Common shares of the SPVs ("the Companies") for energy storage.

2.Date of occurrence of the event:2023/12/26

3.Amount, unit price, and total monetary amount of the transaction:

No more than NTD 4 billion. The details of investment objective, shares
numbers and amount will be further disclosed when it's confirmed.

4.Trading counterparty and its relationship with the Company (if the trading
counterparty is a natural person and furthermore is not a related party of the
Company, the name of the trading counterparty is not required to be
disclosed):

The counterparty is not a related party of the Company.

5.Where the trading counterparty is a related party, announcement shall also
be made of the reason for choosing the related party as trading counterparty
and the identity of the previous owner, its relationship with the Company and
the trading counterparty, and the previous date and monetary amount of
transfer:

Previous transfer information: N/A

6.Where an owner of the underlying assets within the past five years has been
a related party of the Company, the announcement shall also include the date
and price of acquisition and disposal by the related party, and its
relationship with the Company at the time of the transaction: N/A

7.Matters related to the current disposal of creditors' rights (including
types of collaterals of the disposed creditor's rights; if creditor's rights
over a related party, announcement shall be made of the name of the related
party and the book amount of the creditor's rights, currently being disposed
of, over such related party): N/A

8.Profit or loss from the disposal (not applicable in cases of acquisition of
securities) (those with deferral should provide a table explaining
recognition): N/A

9.Terms of delivery or payment (including payment period and monetary amount),
restrictive covenants in the contract, and other important terms and
conditions:

Payment Term: it will be further disclosed upon confirmation.

Restrictive covenants in the contract, and other important terms and
conditions: it will be further disclosed upon confirmation.

10.The manner of deciding on this transaction (such as invitation to tender,
price comparison, or price negotiation), the reference basis for the decision
on price, and the decision-making unit:

(1)The manner of deciding on this transaction: the Company's board resolution.

(2)The reference basis for the decision on price: it will be further disclosed
upon confirmation.

(3)The decision-making unit: The Company's Board of Directors.

11.Net worth per share of the Company's underlying securities acquired or
disposed of: N/A

12.Cumulative no.of shares held (including the current transaction), their
monetary amount, shareholding percentage, and status of any restriction of
rights (e.g., pledges), as of the present moment:

No more than NTD 4 billion. The details of investment objective, shares
numbers and amount will be further disclosed when it's confirmed.

13.Current ratio of securities investment (including the current trade, as
listed in article 3 of Regulations Governing the Acquisition and Disposal of
Assets by Public Companies) to the total assets and equity attributable to
owners of the parent as shown in the most recent financial statement and
working capital as shown in the most recent financial statement as of the
present:

Current ratio to the total assets: 64.53%

Current ratio to the shareholder's equity: 117.47%

Operating capital: NT$-13,288,731 thousand

14.Broker and broker's fee: None

15.Concrete purpose or use of the acquisition or disposal:

Participate in energy storages related industry.

16.Any dissenting opinions of directors to the present transaction: None

17.Whether the counterparty of the current transaction is a related party: No

18.Date of the board of directors resolution: NA

19.Date of ratification by supervisors or approval by the Audit Committee: NA

20.Whether the CPA issued an unreasonable opinion regarding the current
transaction: No

21.Name of the CPA firm: N/A

22.Name of the CPA: N/A

23.Practice certificate number of the CPA: N/A

24.Whether the transaction involved in change of business model: No

25.Details on change of business model: N/A

26.Details on transactions with the counterparty for the past year and the
expected coming year: N/A

27.Source of funds: N/A

28.Any other matters that need to be specified:

The details of this transaction will be disclosed upon confirmation.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  MSCFLFIIFSLRFIV