TPK : Announcement on behalf of subsidiary, Improve Idea Investments Ltd., of the resolution of the board of directors to invest through private placement

Announcement on behalf of subsidiary, Improve Idea Investments Ltd., of the resolution of the board of directors to invest through private placement

2023-05-03

1.Name and nature of the underlying security (if preferred shares, the terms

and conditions of issuance shall also be indicated, e.g., dividend yield):

Class A common stock issued by Luminar Technologies Inc. ("Luminar")

2.Date of occurrence of the event: 2023/05/03

3.No., unit price, and monetary amount of the transaction:

(1) The unit price and the number of shares depends the closing share price

on Nasdaq on the trading day immediately prior to the agreement date.

(2) USD 10 million

4.Counterparty to the trade and its relationship to the company (if the

trading counterparty is a natural person and not a related party of the

company, its name is not required to be disclosed):

Luminar Technologies Inc.; non-related party

5.Where the counterparty to the trade is a related party, an announcement

shall also be made of the reason for choosing the related party as trading

counterparty and the identity of the previous owner, including its

relationship with the company and the trading counterparty, the price of the

ownership transfer, and date of transfer: NA

6.Where the owner of the underlying securities within the past five years

has been a related party of the company, an announcement shall also include

the dates and prices of acquisition and disposal by the related party and

its relationship with the company at the time: NA

7.Matters related to the creditor's rights currently being disposed of

(including type of collateral of the disposed creditor's rights; if the

creditor's rights are creditor's rights over a related party, the name of

the related party and the book amount of such creditor's rights currently

being disposed of must also be announced): NA

8.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:

(1) Closing will take place within 5 days after the signing, or another date

agreed by the parties. TPK will submit the payment via wire transfer to

Luminar's designated bank account, and TPK will have book-entry interests

as a record of the purchase.

(2) The shares TPK purchases hereunder are unregistered, and require holding

for 6 months before the shares become resellable.

(3) TPK will have an option to purchase additional Luminar shares up to USD

10 million on the same terms and conditions within 90 days after the

agreement date.

10.The manner in which the current transaction was decided, the reference

basis for the decision on price, and the decision-making unit:

The current transaction was decided by resolution of board of directors;

fairness opinion;board of directors.

11.Net worth per share of company of the underlying securities acquired or

disposed of: NA

12.The discrepancy between the reference price of private placement company

and the transaction amount per share is 20 percent or more: No

13.Current cumulative no., amount, and shareholding ratio of the securities

being traded (including the current transaction) as of the date of

occurrence and status of any restriction of rights (e.g.,pledges):

(1) The cumulative number of shares and shareholding ratio depends on the

closing share price on Nasdaq on the trading day immediately prior to the

agreement date.

(2) USD 10 million

(3) Pursuant to Rule 144 under the Securities Act, shares are not eligible

for resale until at least 6 months from the issuance date.

14.Privately placed securities (including the current transaction) as a

percentage of total assets of the company and shareholder's equity of the

parent company on the latest financial statements, and the operating capital

on the latest financial statements as of the date of occurrence:

As a percentage of total assets: 0.37%

As a percentage of shareholders' equity of the parent company: 0.83%

Operating capital: NTD31,210,478,000

15.Broker and broker's fee: NA

16.Concrete purpose or use of the acquisition or disposition: To enhance the

collaboration between the parties.

17.Whether the directors expressed any objection to the present transaction:No

18.Whether the trading counterparty is a related party:No

19.Date of approval by board of directors:NA

20.Recognition date by supervisors or approval date by audit committee:NA

21.Whether the CPA issued an opinion on the unreasonableness of the current

transaction:No

22.Name of the CPA firm:Crowe(TW) CPAs

23.Name of the CPA:CHIU, CHI-SHENG

24.License no.of the CPA:10200032833

25.Any other matters that need to be specified:

(1)About Luminar

Luminar was the first to deliver LiDAR sensor and software to enable

autonomous consumer vehicle and trucking for volume production. Luminar

currently has 50 industry partners, including automotive OEMs like Volvo,

Mercedes-Benz, and Daimler Trucks, as well as tech partners NVIDIA and

Intel's Mobileye. Luminar became listed on NASDAQ (ticker: LAZR) through

merger with a special purpose acquisition company in December 2022.

(2) USD 1 = NTD 30.705

(3) The most recent financial statement as of this announcement is the

2022 audit report.