Posiflex Technology : Supplementary announcement of Strategic Alliance with ASUSTEK dated March 31, 2022 as Phase II Investment completed

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Provided by: POSIFLEX TECHNOLOGY, INC.
SEQ_NO	2	Date of announcement	2022/06/30	Time of announcement	16:05:38
Subject	Supplementary announcement of Strategic Alliance with ASUSTEK dated March 31, 2022 as Phase II Investment completed
Date of events	2022/06/30	To which item it meets	paragraph 20
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 Portwell, Inc. 2.Date of occurrence of the event:2022/06/30 3.Amount, unit price, and total monetary amount of the transaction: Amount:14,747 thousand shares Unit price:NT$55.94 Total monetary amount of the transaction:NT$825 million 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):ASUSTEK COMPUTER INC., not a related party of the Company. 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:NA 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:NA 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):NA 8.Profit or loss from the disposal (not applicable in cases of acquisition of securities) (those with deferral should provide a table explaining recognition):NA. Portwell remains controlling subsidiary of the Company therefore the transaction leading to the change in proportional shareholdings only affects Total Equity while no impact on Income Statement as to profit or loss. 9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:In accordance with the Contract signed on February 04, 2021. 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: In accordance with the resolution of the Board of Directors of the Company dated February 04, 2021. 11.Net worth per share of the Company's underlying securities acquired or disposed of:NT$42.23 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:54,070 thousand shares Monetary value:NT$2,282,414 thousand Shareholding percentage:55% Status of any 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 the total assets: 23% Ratio to shareholders' equity of the parent company: 70% Amount of operating capital: NT$917,350 thousand 14.Broker and broker's fee:NA 15.Concrete purpose or use of the acquisition or disposal: To further enhance the strategic alliance between the Company and ASUSTEK for joint ambition transforming Portwell into Embedded Foundry. 16.Any dissenting opinions of directors to the present transaction:No 17.Whether the counterparty of the current transaction is a related party:No 18.Date of the board of directors resolution:NA 19.Date of ratification by supervisors or approval by the Audit Committee:NA 20.Whether the CPA issued an unreasonable opinion regarding the current transaction:No 21.Name of the CPA firm:Sheng-Jie Accounting Firm 22.Name of the CPA:Sheng-Jie Tu 23.Practice certificate number of the CPA:FSC Certificate No. 6591 24.Whether the transaction involved in change of business model:No 25.Details on change of business model:NA 26.Details on transactions with the counterparty for the past year and the expected coming year: On February 04, 2021, the Company and ASUSTEK signed a strategic alliance cooperation agreement, under which ASUSTEK would acquire 30% of the shares of Portwell for NT$1.5 billion in the first phase of the investment plan, and the settlement of the shares has completed on February 26, 2021. In the second phase of the investment plan, ASUSTEK will further acquire 15% of the shares of Portwell based on 100% of Portwell's equity value at NT$5.5 billion. On June 30, 2022, the aforementioned transaction was completed, and the Company still holds 55% shares of Portwell, a major subsidiary of the Company. 27.Source of funds:NA 28.Any other matters that need to be specified:None