WIN Semiconductors : Board’s resolution for the amendment of funds’ utilization plan of The First Unsecured Overseas Zero Coupon Euro Convertible Bonds in 2021

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Provided by: WIN SEMICONDUCTORS CORP.
SEQ_NO	1	Date of announcement	2022/08/12	Time of announcement	17:46:53
Subject	Board's resolution for the amendment of funds' utilization plan of The First Unsecured Overseas Zero Coupon Euro Convertible Bonds in 2021
Date of events	2022/08/12	To which item it meets	paragraph 16
Statement	1.Date of the board of directors resolution for the change:2022/08/12 2.Effective registration date of the original plan:2020/12/25 3.Resolution date of additional issuance:NA 4.Major change Reason for the change:The progress of the Company's procurement of raw materials with foreign currency is much faster than the original plan. Due to the recent end market situation in the industry, part of the capital expenditure plans in foreign currency may be deferred. In order to improve the efficiency of capital utilization and protect shareholders' rights and interests, the company plans to adjust funds' utilization plan by reducing the unused funds in an amount of US$81,505 thousand, which was planned for capital expenditure in foreign currency and increase US$81,505 thousand for the procurement of raw materials in foreign currency and left the total planned amount remains unchanged. 5.Content of each and every successive previously changed plan for raising of funds before and after change: (Unit: US$ thousands) Items Amount before revision Amount after revision Difference Procurement of raw material in 300,316 381,821 81,505 foreign currency Capital expenditure 199,684 118,179 (81,505) in foreign currency Total amount 500,000 500,000 0 6.Projected timetable for execution:It is expected to be fully implemented in the second quarter of 2023. 7.Projected completion date:It is expected to be fully implemented in the second quarter of 2023. 8.Projected possible benefits: (1) Procurement of raw material in foreign currency After the revision of the plan, the total capital required for the procurement of raw material in foreign currency is US$381,821 thousand, an increase of US$81,505 thousand compare to the original plan. If calculating using the current weighted average borrowing rate between the company and the bank which is about 1.06%, it can save an additional US$864,000 for the interest expense of procurement of raw material in foreign currency each year. It is helpful to retain safe cash surplus, increase the flexibility of capital utilization and positively contribute to the overall operation and development of the company. (2)Capital expenditure in foreign currency After the revision of the plan, the capital required for the capital expenditure in foreign currency is US$118,179 thousand. It is estimated that the revenue will increase US$147,106 thousand and operating profit will increase US$34,143 thousand from 2021 to 2025. (Unit: wafer; US$ thousand) Year Item Production Sales Revenue Gross Operating Volume Volume Profit Profit 2021 GaAs Wafer 5,203 5,203 10,789 4,118 3,023 2022 GaAs Wafer 6,723 6,723 13,941 4,182 2,440 2023 GaAs Wafer 16,645 16,645 34,516 11,390 7,594 2024 GaAs Wafer 21,185 21,185 43,930 15,376 10,543 2025 GaAs Wafer 21,185 21,185 43,930 15,376 10,543 9.Difference from original projected benefits: (1) Procurement of raw material in foreign currency Considering the progress of the Company's procurement of raw materials in foreign currency is much faster than the original plan, the company plans to adjust the unspent funds, amounting to US$81,505 thousand, from capital expenditure in foreign currency to the procurement of raw materials in foreign currency. It will help to save the interest expenses of the funds for procurement of raw material in foreign currency, retain safe cash surplus, increase the flexibility of capital utilization and positively contribute to the overall operation and development of the company. (2) Capital expenditure in foreign currency After the revision of the plan, the expected benefit will be adjusted with the reduction of capital expenditure in foreign currency. Please refer to 8.(2) for details. In general, the revision of the plan is to improve the efficiency of capital utilization, which should make the company's working capital more abundant. 10.Effect of the current change on shareholder equity: This plan revision is a comprehensive consideration of the status of the industry and the status of the company's operations. The appropriate plan revisions are made in order to improve the efficiency for the expenditure of the planned capital projects which should have no significant impact on shareholders' rights and interests. 11.Abstract of the original lead underwriter's appraisal opinion: Sicne the revised amount does not reach 20% of the total amount of funds raised, the original underwriter is not required to issue an evaluation opinion in accordance with the "Regulations Governing the Offering and Issuance of Overseas Securities by Issuers". 12.Any other matters that need to be specified:None