Advanced Semiconductor Engineering, Inc.
May 15, 2013
Below is the English version of our MOPS filing on May 15, 2013
Regulation: Published pursuant to Article 2-20 of the Taiwan Stock Exchange’s Operating Procedures for the Publication of Material Information by Listed Companies
SEQ_NO: 2
Date of announcement: 2013/5/15
Time of announcement: 17:08:56
Subject: Announcing subsidiary ASE Assembly & Test (Shanghai) Limited expects to acquire Wuxi Tonzhi Microelectronics Co., Ltd. 100% shareholding
Date of events: 2013/5/15
To which item it meets: article 2 paragraph 20
Statement:
1.Name and nature of the subject matter (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g. dividend yield): Wuxi Tonzhi Microelectronics Co., Ltd. 100% shareholding
2.Date of occurrence of the event: 2013/05/15
3.Volume, unit price, and total monetary amount of the transaction: Volume: NA; Unit price: NA; Total monetary amount: RMB$70,000,000
4.Counterpart to the trade and its relationship to the Company (if the trading counterpart is a natural person and furthermore is not an actual related party of the Company, the name of the trading counterpart is not required to be disclosed): Counterpart to the trade: Toshiba Semiconductor (Wuxi) Co., Ltd.
Relationship to the Company: None
5.Where the counterpart to the trade is an actual related party, a public announcement shall also be made of the reason for choosing the related party as trading counterpart and the identity of the previous owner (including its relationship with the company and the trading counterpart), price of transfer, and date of acquisition: Reason for choosing the related party: NA
6.Where a person who owned the property within the past five years has been an actual related person of the company, a public announcement shall also include the dates and prices of acquisition and disposal by the related person and the person’s relationship to the company at those times: NA
7.Matters related to the creditor's rights currently being disposed of (including types of collateral of the disposed creditor's rights; if the creditor's rights are creditor's rights toward a related person, the name of the related person and the book amount of the creditor's rights toward such related person currently being disposed of must also be announced): NA
8.Anticipated profit or loss from the disposal (not applicable in cases of acquisition of securities) (where originally deferred, the status or recognition shall be stated and explained): NA
9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important stipulations: By wire(50% payment on the date of acquisition and 50% payment within 30 days after the date of acquisition).
10.The manner in which the current transaction was decided, the reference basis for the decision on price, and the decision-making department:
The manner in which the current transaction was decided: By ASE Assembly & Test(Shanghai) Limited BOD and shareholder's resolution.
Reference basis for the decision on price: Bargain with counterpart base on net value of shareholding and fairness opinion issued by CPA.
11.Current cumulative volume, amount, and shareholding percentage of holdings of the security being traded (including the current trade) and status of any restriction of rights (e.g.pledges):
Cumulative volume: NA;
Cumulative amount: RMB$70,000,000;
Shareholding ratio: 100%;
Status of any restriction of rights: None
12.Current ratio of long or short term securities investment (including the current trade) to the total assets and shareholder's equity as shown in the most recent financial statement and the operating capital as shown in the most recent financial statement:
To the total assets: 48.17%;
To the shareholder's equity: 125.91%;
Operating capital: -RMB$1,181,441,938
13.Broker and broker's fee: None
14.Concrete purpose or use of the acquisition or disposition: Long-term investment
15.Net worth per share of company underlying securities acquired or disposed of: NA
16.Do the directors have any objection to the present transaction?: None
17.Has the CPA issued an opinion on the unreasonableness of the price of the current transaction?: None
18.Any other matters that need to be specified: None