Announcement on behalf of subsidiary, Universal Scientific Industrial (Shanghai) Co., Ltd the resolution of merging Asteelflash Group into Financiere AFG

 Announcement on behalf of subsidiary, Universal
Scientific Industrial (Shanghai) Co., Ltd the resolution
of merging Asteelflash Group into Financiere AFG

1.Type of merger and acquisition (e.g.merger, spin-off, acquisition,
or share transfer):short-form merger
2.Date of occurrence of the event:2021/12/14
3.Names of companies participating in the merger and acquisition (e.g., name
of the other company participating in the merger, newly established company
in a spin-off, acquired company, or company whose shares are transferred):
Surviving company: Financiere AFG (��FAFG��)
Dissolved company: Asteelflash Group (��AFG��)
4.Trading counterparty (e.g., name of the other company participating in the
merger, company spinning off, or trading counterparty to the acquisition or
share transfer):Asteelflash Group
5.Whether the counterparty of the current transaction is a related party:Yes
6.Relationship between the trading counterparty and the Company (investee
company in which the Company has re-invested and has shareholding of XX%),
explanation of the reasons for the decision to acquire from or transfer
shares to an affiliated enterprise or related party, and whether it will
affect shareholders�� equity:
The counter party AFG is a 100% owned subsidiary of FAFG. FAFG is going to
proceed a short-form merge with AFG and FAFG is going to be the surviving
company. There is no impact to ASE Inc.'s shareholders' equity.
7.Purpose of the merger and acquisition: To consolidate the resources
within the group and enhance the operational efficiency.
8.Anticipated benefits of the merger and acquisition: To consolidate the
resources within the group and enhance the operational efficiency.
9.Effect of the merger and acquisition on net worth per share and earnings
per share:
As FAFG is going to proceed a short-form merge with its wholly
owned subsidiary, the merger would not affect ASE Inc.'s net
worth per share and earnings per share.
10.Follow-up procedures for mergers and acquisitions, including
the time and method of payment of the consideration for mergers
and acquisitions, etc.: It��s short-form merger between FAFG and AFG.
The record date is 2022/01/01.
11.Types of consideration for mergers and acquisitions
and sources of funds:NA
12.Share exchange ratio and calculation assumptions:NA
13.Whether the CPA, lawyer or securities underwriter issued
an unreasonable
opinion regarding the transaction:NA
14.Name of accounting, law or securities firm:NA
15.Name of CPA or lawyer:NA
16.Practice certificate number of the CPA:NA
17.The content of the independent expert opinion on the reasonableness
of the share exchange ratio, cash or other assets allotted to
shareholders  in this merger and acquisition:NA
18.Estimated date of completion: 2022/01/01
19.Matters related to the assumption of corporate rights
and obligations of the dissolving company (or spin-off)
by the existing or newly-established
company:
Upon the completion of the merger, as of the merger record date,
all the assets, obligations, and all effective rights and
obligation of the dissolving company(AFG) will be generally
assumed and undertaken by the surviving company (FAFG)
in accordance with applicable laws.
20.Basic information of companies participating in the merger:
(1) Financiere AFG (surviving company).
Paid-in capital amount: EUR 183,649,562.8
Principal business: Holding company.
(2) Asteelflash Group (dissolved company).
Paid-in capital amount: EUR 99,887,136
Principal business: Holding company.
21.Matters related to the spin-off (including estimated value
of the business and assets planned to be transferred to the
existing company or new
company.The total number of shares to be acquired by the spun-off company
or its shareholders, and their respective types and no.Matters related to
the reduction, if any, in capital of the spun-off company)(note: not
applicable for announcements unrelated to spin-offs): NA
22.Conditions and restrictions for future transfer of shares
resulting from the merger and acquisition:No
23.The plan after the merger and acquisition is completed:NA
24.Other important terms and conditions:No
25.Other major matters related to the mergers and acquisitions:No
26.Any objections from directors to the transaction:No
27.Information on interested directors involved in the mergers
and acquisitions:No
28.Whether the transaction involved in change of business model:No
29.Details on change of business model:NA
30.Details on transactions with the counterparty for the past year
and the expected coming year:NA
31.Source of funds:NA
32.Any other matters that need to be specified:To protect investors��
right in Taiwan and Shanghai, the date of this public announcement
is consistent with Shanghai Stock Exchange.