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

AcerAnnouncement

07/11/2024 10:00

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RNS Number : 3640L  Acer Incorporated  07 November 2024

No:1

Subject: Board of Directors approved 2024 Q3 consolidated results

Date of events:2024/11/07

Contents:

1.Date of submission to the board of directors or approval by the board of
 directors:2024/11/07

2.Date of approval by the audit committee:2024/11/07

3.Start and end dates of financial reports or annual self-assessed financial
information of the reporting period
(XXXX/XX/XX~XXXX/XX/XX):2024/01/01~2024/09/30

4.Operating revenue accumulated from 1/1 to end of the period (thousand
NTD):198,661,047

5.Gross profit (loss) from operations accumulated from 1/1 to end of the
period (thousand NTD):21,049,831

6.Net operating income (loss) accumulated from 1/1 to end of the period
(thousand NTD):3,852,306

7.Profit (loss) before tax accumulated from 1/1 to end of the period
 (thousand NTD):6,534,486

8.Profit (loss) accumulated from 1/1 to end of the period  (thousand
NTD):4,625,099

9.Profit (loss) during the period attributable to owners of parent accumulated
from 1/1 to end of the period (thousand NTD):4,110,840

10.Basic earnings (loss) per share accumulated from 1/1 to end of the period
(NTD):1.37

11.Total assets end of the period (thousand NTD):223,770,287

12.Total liabilities end of the period (thousand NTD):142,693,500

13.Equity attributable to owners of parent end of the period (thousand
NTD):75,307,413

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

 

 

No:2

Subject: The Company's board passed a resolution to subscribe the new shares
issued by Acer Cyber Security Inc. for its capital increase in cash

Date of events:2024/11/07

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 Acer Cyber Security Inc. ("ACSI")

2.Date of occurrence of the event:2024/11/07

3.Amount, unit price, and total monetary amount of the transaction: The
Company will participate in ACSI's cash capital increase in proportion to its
shareholding. If ACSI employees and other shareholders do not fully subscribe
their allotted quota, the Company or an appropriate subsidiary will subscribe
the outstanding shares. The estimated total transaction amount is expected to
exceed the public announcement threshold of NTD300 million, and further
information will be disclosed upon confirmation.

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):ACSI is the Company's subsidiary.

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:To participate in the subsidiary's capital increase in cash.

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: Lump-sum payment within the period announced by ACSI.

Restrictive covenants in the contract, and other important terms and
conditions: N/A

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: Based on the Company's     board resolution.

(2)The reference basis for the decision on price: The subscription price  for
the capital increase as determined by ACSI.

(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:

NTD60.82

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:  Cumulative volume: 17,144
thousands shares Holding ratio: 56.93%

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: 61.53%

Current ratio to the shareholder's equity: 123.94%

Operating capital: NT$-7,186,227 thousands

14.Broker and broker's fee:

None.

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

Maintaining the shareholding ratio of the subsidiary

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

17.Whether the counterparty of the current transaction is a related party:Yes

18.Date of the board of directors resolution:2024/11/07

19.Date of ratification by supervisors or approval by

the Audit Committee:2024/11/07

20.Whether the CPA issued an unreasonable opinion regarding the
current transaction:N/A

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:None.

 

 

No:3

Subject: Announcement for the change of Corporate Governance Officer

Date of events:2024/11/07

Contents:

1.Type of personnel changed (please enter: spokesperson, acting
  spokesperson, important personnel (CEO, COO, CMO, CSO, etc.) ,financial
officer, accounting officer, corporate governance officer, chief information
security officer, research and development officer,

chief internal auditor, or designated and non-designated representatives):

Corporate Governance Officer

2.Date of occurrence of the change:2024/11/07

3.Name, title, and resume of the previous position holder:

Lydia Wu/Corporate Governance Officer/ General Counsel of ACER

4.Name, title, and resume of the new position holder:

Mercury Kuo/ Corporate Governance Officer/ Deputy General Counsel of ACER

5.Type of the change (please enter: "resignation", "position " , adjustment",
"retirement", "death","new replacement" or "dismissal"): Retirement

6.Reason for the change: Retirement

7.Effective date:2025/01/17

8.Any other matters that need to be specified: NA

 

No:4

Subject: Released Non-Compete Restrictions on the Managerial Officer

Date of events:2024/11/07

Contents:

1.Date of the board of directors resolution:2024/11/07

2.Name and title of the managerial officer with permission to engage in
competitive conduct:

Sophia Chen/Accounting Officer and AVP, Global Accounting & Financial
Analysis

3.Items of competitive conduct in which the officer is permitted to engage:

Corporate Governance Officer of Acer's subsidiary, AOPEN INC.

4.Period of permission to engage in the competitive conduct:

During the term of AOPEN INC. Corporate Governance Officer.

5.Circumstances of the resolution (please describe the results of voting in
accordance with Article 32 of the Company Act):

Approved by all directors present without objection.

6.If the permitted competitive conduct belongs to the operator of a mainland
China area enterprise, the name and title of the managerial officer (if it is
not the operator of a mainland China area enterprise, please enter "N/A"
below):N/A

7.Company name of the mainland China area enterprise and the officer's
position in the enterprise:N/A

8.Address of the mainland China area enterprise:N/A

9.Operations of the mainland China area enterprise:N/A

10.Impact on the company's finance and business:None.

11.If the managerial officer has invested in the mainland China area
enterprise, the monetary amount of the investment and the officer's
shareholding ratio:None.

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

 

 

No:5

Subject: The Company makes a donation to Acer Foundation

Date of events:2024/11/07

Contents:

1.Date of occurrence of the event:2024/11/07

2.Reason for the donation:

The donation is intended to enhance research and development in information
technology with the mission of achieving industrial modernization and
internationalization. Furthermore, this foundation has long been engaged in
various public welfare activities on behalf of Acer to continuously promote
sustainable and international development.

3.Total amount of the donation:no more than NT$12 million

4.Counterparty to the donation:Acer Foundation

5.Relationship with the Company:This Foundation was endowed by the Company

6.Name and resume of independent director(s) that expressed an objection or
qualified opinion:None

7.Objection or qualified opinion by the aforementioned independent
director(s):None

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

 

 

No:6

Subject: Announcement pursuant to Article 25 I (4) of the Regulations
Governing Loaning of Funds and Making of Endorsements/Guarantees by Public
Companies"

Date of events:2024/11/07

Contents:

1.Date of occurrence of the event:2024/11/07

2.For the company for whom the endorsements/guarantees were made, please
specify name of endorsed/guaranteed company, its relationship with the Company
providing endorsements/guarantees, the ceiling on the endorsements/guarantees
(thousand NTD), the original amount of endorsements/guarantees (thousand NTD),
the amount of the current additional endorsements/guarantees (thousand NTD),
the amount of ndorsements/guarantees as of the date of occurrence (thousand
NTD), the actual loaned amount of the company for whom endorsements/guarantees
were made (thousand NTD), and the reason for the current additional
endorsements/guarantees:

#1 Acer Computer Australia Pty. Limited; The Company's subsidiary;

15,061,483K;79,128K;94,953K;174,081K;174,081K;

For performance guarantee required by the subsidiary

#2 Altos Computing Inc.; The Company's subsidiary;

15,061,483K;200,000K;110,000K;310,000K;0;

For bank facility required by the subsidiary's operation (if necessary)

#3 Acer Japan Corporation; The Company's subsidiary;

15,061,483K;0;661,094K;661,094K;0;

For bank facility required by the subsidiary operation (if necessary)

#4 Gateway Inc., Acer America Corporation, Acer Computec Mexico, S.A.

DE C.V., Boardwalk Capital Holdings Limited, AGP TECNOLOGIA EM

INFORMATICA DO BRASIL LTDA, Acer Service Corporation, Acer American

Holdings Corp.; The Company's subsidiary;

15,061,483K;0;5,380,670K;5,380,670K;579,693K;

For bank facility required by the subsidiary operation (if necessary)

3.For collaterals provided by the company for whom the

endorsements/guarantees were made, the content and the value (thousand NTD):

None;0

4.For the latest financial statements of the company for whom the
endorsements/guarantees were made, the Capital (thousand NTD) and Cumulative
gains/losses (thousand NTD):

45,059,343K; (15,107,927K)

5.For termination of endorsement/guarantee obligations, the condition
and  the date:

Expiry of guaranty agreement or termination conditions are met.

Item 4 is an open-ended guarantee, while the other guarantees are valid for
one year from the effective date of the guaranty agreement.

6.The total amount of the ceiling on endorsements/guarantees (thousand NTD):

75,307,413K

7.The total amount of endorsements/guarantees as of the date of occurrence
(thousand NTD):

30,617,616K

8.The amount of endorsements/guarantees as a percentage of the public
company's net worth on the latest financial report as of the date of
occurrence:40.66%

9.The aggregate amount of equity method investments, endorsements/guarantees,
and monetary loans extended to others as a percentage of the public company's
net worth on the latest financial statements:46.72%

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

 

 

No:7

Subject: ACER is invited to participate in the investor conference held by
HSBC Securities

Date of events: 2024/11/12

Contents:

1.Date of institutional investor conference:2024/11/12~2024/11/13

2.Time of institutional investor conference:9:00

3.Location of institutional investor conference: New York

4.Outline of institutional investor conference:

The Company will attend the 13th Annual Asia Investor Forum hosted by HSBC
Securities to explain the disclosed financial results and operational
performances.

The presentation material for investor conference is available at MOPS.

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

 

 

No:8

Subject: ACER is invited to participate in the investor conference held by
Citi Securities

Date of events: 2024/11/25

Contents:

1.Date of institutional investor conference:2024/11/25~2024/11/26

2.Time of institutional investor conference:9:00

3.Location of institutional investor conference: Shangri-La Far Eastern Hotel,
Taipei

4.Outline of institutional investor conference:

The Company will attend the Citi 2024 Taiwan Conference hosted by Citi
Securities to explain the disclosed financial results and operational
performances.

The presentation material for investor conference is available at MOPS.

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

 

 

No:9

 

ACER INC. AND SUBSIDIARIES

Consolidated Financial Statements of 2024 Q3

 

The above documents have been uploaded to MOPS, the regulatory system of
Taiwan Stock Exchange, and can be viewed at or downloaded from website of Acer
Inc. at: https://www.acer-group.com/ag/en/TW/content/quarterly-reports
(https://www.acer-group.com/ag/en/TW/content/quarterly-reports)

 

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