#1
Subject: Supplementary Announcement to passed a
resolution to subscribe the new shares issued by Acer Cyber
Security Inc. for its capital increase in cash
Date of announcement: 2024/12/18
Date of events: 2024/11/07
Statement:
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:Number of Shares:2,266,391 shares
Price per share:NT$200
Total Amount:NT$453,278,200
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:15,561,992 shares
Holding ratio:51.67%
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:61.32%
Current ratio to the shareholder's equity:123.52%
Operating capital: NT$-6,872,973 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: ACER
BEINGWARE HOLDING INC. and ACER DIGITAL SERVICE CO., which are
100%-owned subsidiaries of the Company, also participated in the
cash capital increase of ACSI, subscribing for 1,200,000 shares and
1,100,000 shares, respectively.
#2
Subject: ACER is invited to participate in the
investor conference held by Mega Securities
Date of announcement: 2024/12/18
Date of events: 2024/12/19
Statement:
1.Date of institutional investor
conference:2024/12/19
2.Time of institutional investor conference:13:30
3.Location of institutional investor conference:
Mega Securities(13F., No. 95, Sec. 2, Zhongxiao E.
Rd., Zhongzheng Dist., Taipei City
4.Outline of institutional investor conference:
The Company will attend the investor conference of
2024 Q4 held by Mega 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