| 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.):
ASIA BEST LIFE CARE TECHNOLOGY CO.,LTD.49.38% common
shares.
2.Date of occurrence of the event:2023/08/08 ~ 2023/08/08
3.Amount, unit price, and total monetary amount of the
transaction:
Amount:84,633,340 common shares.
Unit price：USD0.35522047 per share.
Total monetary amount of transaction：USD30,063,495
(NTD935,245 thousands)
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):The directly and indirectly
holding 100% 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:
The reason for choosing the related party as trading
counterpart: For restructuring of the group's
investment structure.
The identity of the previous owner, price of transfer,
and date of acquisition:Not Applicable.
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.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):Not Applicable.
8.Profit or loss from the disposal (not applicable in
cases of acquisition of securities) (those with
deferral should provide a table explaining
recognition): Not Applicable.
9.Terms of delivery or payment (including payment period
and monetary amount), restrictive covenants in the
contract, and other important terms and conditions:
Upon approval by Investment Commission,MOEA,the
transfer of the target equity shall be carried out
and completed.
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:It shall be handled
in accordance with Article 3 and Article 5 of the
”Procedures for Acquisition and Disposal of Assets” of
Excelsior Medical Co., Ltd. Reference basis for the
decision on price：Valuation report issued by Diwan
Financial Advisory Services Co.,Ltd、Opinions on the
reasonableness of transaction prices issued by A-Plus
CPA Firm.
Decision-making unit:：Board of Directors.
11.Net worth per share of the Company's underlying
securities acquired or disposed of:Net worth per
share:NTD 10.41
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 no. of shares held: 84,633,340 shares.
Cumulative monetary amount:USD30,063,495 (NTD935,245
thousands)
Shareholding percentage：49.38%
restriction of rights: None.
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:
Ratio to total assets:70.77%
Ratio to shareholders' equity of the parent company:
82.42%
Amount of working capital:：NTD 1,274,323 thousands
14.Broker and broker's fee:NO.
15.Concrete purpose or use of the acquisition or
disposal:For restructuring of the group's investment
structure.
16.Any dissenting opinions of directors to the present
transaction:NO.
17.Whether the counterparty of the current transaction is
a related party:YES.
18.Date of the board of directors resolution:2023/08/08
19.Date of ratification by supervisors or approval by the
Audit Committee:2023/08/08
20.Whether the CPA issued an unreasonable opinion
regarding the current transaction:NO.
21.Name of the CPA firm:A-Plus CPA Firm.
22.Name of the CPA:HUANG,SIN-JHONG
23.Practice certificate number of the CPA:
CPA Associations R.O.C.(Taiwan) No.1000088
24.Whether the transaction involved in change of business
model:NO.
25.Details on change of business model:Not Applicable.
26.Details on transactions with the counterparty for the
past year and the expected coming year:Not Applicable.
27.Source of funds:Not Applicable.
28.Any other matters that need to be specified:None.
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