Ennostar Inc.

03/24/2022 | Press release | Distributed by Public on 03/24/2022 03:28

Acquiring the plant of Lextar Electronics Corporation in Hsinchu Science Park, on behalf of the Company's subsidiary,Epistar Corporation.

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Provided by: ENNOSTAR Inc.
SEQ_NO 2 Date of announcement 2022/03/24 Time of announcement 17:19:46
Subject
 Acquiring the plant of Lextar Electronics Corporation
in Hsinchu Science Park, on behalf of the Company's
subsidiary,Epistar Corporation.
Date of events 2022/03/24 To which item it meets paragraph 20
Statement
1.Name and nature of the underlying asset (e.g., land located at Sublot XX,
Lot XX, North District, Taichung City):
 The building is located at No. 3, Gongye E. 3rd Road,
 Hsinchu City 300091, Taiwan.
2.Date of occurrence of the event:2022/03/24
3.Transaction unit amount (e.g.XX square meters, equivalent to XX ping),
unit price, and total transaction price:
 (1) Building area:47,457.06 square meters,
     equivalent to 14,355.76 Ping.
 (2) Total transaction price is NTD 710,802 thousand.
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):Lextar Electronics Corporation/
 the wholly-owned subsidiary of Ennostar.
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:
 This case is to realize the group's professional specialization and the
 integration of resources of its various businesses. The plant in Hsinchu
 Science Park transferred by Lextar Group was originally acquired form AU
 Optronics Corporation, the related parties of Epistar or Lextar.
 The Previous Transfer Date: May 21, 2010
 NTD 883,810 thousand
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:
 Not applicable.
7.Projected gain (or loss) through disposal (not applicable for
acquisition of assets; those with deferral should provide a table
explaining recognition):
 Not applicable.
8.Terms of delivery or payment (including payment period and
monetary amount), restrictive covenants in the contract,
and other important terms and conditions:
 According to the transaction agreement.
9.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 in which the transaction was decided :
    Negotiated price.
 (2)The reference basis for the decision on price :
    Appraisal report price and market price.
 (3)Decision maker: The Board of Directors.In accordance with the
    management of responsibility and authority toward  the subsidiary
    this case would proceed after granted approval from the Board of
    Directors of Ennostar.
10.Name of the professional appraisal firm or company and
its appraisal price:
 PRUDENTIAL CROSS-STRAIT REAL ESTATE APPRAISERS FIRM
 NT$ 838,444 thousand
11.Name of the professional appraiser:
 Lin,Jin-Sheng
12.Practice certificate number of the professional appraiser:
 (2005) Taipei City No. 0060
13.The appraisal report has a limited price, specific price,
or special price:Not applicable.
14.An appraisal report has not yet been obtained:Already Obtained.
15.Reason for an appraisal report not being obtained:Not applicable.
16.Reason for any significant discrepancy with the appraisal reports
and opinion of the CPA:Not applicable.
17.Name of the CPA firm:Not applicable.
18.Name of the CPA:Not applicable.
19.Practice certificate number of the CPA:Not applicable.
20.Broker and broker's fee:Not applicable.
21.Concrete purpose or use of the acquisition or disposal:
 To fulfill the professional specialization and strategy
 requirements between subgroups of Ennostar by transferring
 front-end operations and production equipment from Lextar to Epistar.
22.Any dissenting opinions of directors to the present transaction:None.
23.Whether the counterparty of the current transaction is a
related party:Yes
24.Date of the board of directors resolution:2022/03/24
25.Date of ratification by supervisors or approval by
the audit committee:2022/03/24
26.The transaction is to acquire a real property or right-of-use
asset from a related party:Yes
27.The price assessed in accordance with the Article 16 of the
Regulations Governing the Acquisition and Disposal of Assets
by Public Companies:Not applicable.
28.Where the above assessed price is lower than the transaction price,
the price assessed in accordance with the Article 17 of the same
regulations:Not applicable.
29.Any other matters that need to be specified:
 The transfer of property rights would be executed after Hsinchu
 Science Park Bureau (HSPB) grants approval.