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Subsidiary Jusda obtaining Shares

16th Sep 2022 11:45

RNS Number : 7914Z
Hon Hai Precision Industry Co Ld
16 September 2022
 

No:1

Subject:Subsidiary Jusda Supply Chain Management International Co., Ltd. announces disposal JUSDA INTERNATIONAL LIMITED Shares

Date of events:2022/09/16

Contents:

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.):JUSDA INTERNATIONAL LIMITED;common shares

2.Date of occurrence of the event:2022/09/16

3.Amount, unit price, and total monetary amount of the transaction:

422,074,500 shares at RMB 0.84 each per ;

Total amount equals RMB 354,271,637.83

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):

Jusda Supply Chain Management International Co., Ltd. increased the capital of XIA MEN Fertile Plan International Logistics Co., Ltd. by holding the equity of JUSDA INTERNATIONAL LIMITED;parent and subsidiary companies

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:Adjust the shareholding structure;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):0

9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:None

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:

at book valueBoard of directors

11.Net worth per share of the Company's underlying securities acquired or disposed of:NTD9.77

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:shares

Cumulative monetary amount held:RMB 0

Shareholding percentage:0%

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:0.37%;

Ratio to owners'equity:0.9%;

Operating Capital:NTD-145,929,827,000

14.Broker and broker's fee:None

15.Concrete purpose or use of the acquisition or disposal:

Optimize the shareholding structure of the group

16.Any dissenting opinions of directors to the present transaction:None

17.Whether the counterparty of the current transaction is a related party:Yes

18.Date of the board of directors resolution:2022/09/16

19.Date of ratification by supervisors or approval by the Audit Committee:2022/09/16

20.Whether the CPA issued an unreasonable opinion regarding the current transaction:Na

21.Name of the CPA firm:ATAX Accounting Firm

22.Name of the CPA:Danny Cheng

23.Practice certificate number of the CPA:

Financial-Supervisory-Securities-Corporate-5720

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:

the past year :RMB 30,000,000

the expected coming year:None

27.Source of funds:NA

28.Any other matters that need to be specified:None

 

No:2

Subject:Subsidiary Jusda Supply Chain Management International Co., Ltd. announces obtaining XIA MEN Fertile Plan International Logistics Co., Ltd. Shares

Date of events:2022/09/16

Contents:

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.):XIA MEN Fertile Plan International Logistics Co., Ltd. shares

2.Date of occurrence of the event:2022/09/16

3.Amount, unit price, and total monetary amount of the transaction:

(1)Jusda Supply Chain Management International Co., Ltd. by holding the equity of JUSDA INTERNATIONAL LIMITED RMB 354,271,637.83

(2)cash contribution RMB 626,922,300

Total amount equals RMB 981,193,937.83

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):

(1)Jusda Supply Chain Management International Co., Ltd. increased the capital of XIA MEN Fertile Plan International Logistics Co., Ltd. by holding the equity of JUSDA INTERNATIONAL LIMITED;parent and subsidiary companies

(2)Cash investment is not applied ;parent and subsidiary companies

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:

Adjust the shareholding structure & Cash capital increase ;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

9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:None

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:at book valueBoard of directors

11.Net worth per share of the Company's underlying securities acquired or disposed of:NA

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 monetary amount held:RMB 1,011,193,937.83

Shareholding percentage:100%

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:0.46%;

Ratio to owners'equity:1.1%;

Operating Capital:NTD-145,929,827,000

14.Broker and broker's fee:None

15.Concrete purpose or use of the acquisition or disposal:

Optimize the shareholding structure of the group

16.Any dissenting opinions of directors to the present transaction:None

17.Whether the counterparty of the current transaction is a related party:Yes

18.Date of the board of directors resolution:2022/09/16

19.Date of ratification by supervisors or approval by the Audit Committee:2022/09/16

20.Whether the CPA issued an unreasonable opinion regarding the current transaction:Na

21.Name of the CPA firm:ATAX Accounting Firm

22.Name of the CPA:Danny Cheng

23.Practice certificate number of the CPA:

Financial-Supervisory-Securities-Corporate-5720

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:

the past year :RMB 30,000,000

the expected coming year:None

27.Source of funds:private capital

28.Any other matters that need to be specified:None

 

No:3

Subject:Subsidiary XIA MEN Fertile Plan International Logistics Co., Ltd. announces obtaining JUSDA INTERNATIONAL LIMITED Shares

Date of events:2022/09/16

Contents:

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.):JUSDA INTERNATIONAL LIMITED; common shares

2.Date of occurrence of the event:2022/09/16

3.Amount, unit price, and total monetary amount of the transaction:

(1)Equity transaction

422,074,500 shares at RMB 0.84 each per ;

Amount equals RMB 354,271,637.83

(2)Cash capital increase

729,984,900 shares at HKD1 each per ;

Amount equals RMB626,922,300 (USD93,000,000)

Total Amount:1,152,059,400 shares

Total amount equals RMB 981,193,937.83

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):

(1)Equity transaction

Jusda Supply Chain Management International Co., Ltd. increased the capital

of XIA MEN Fertile Plan International Logistics Co., Ltd. by holding the

equity of JUSDA INTERNATIONAL LIMITED;parent and subsidiary companies

(2)Cash capital increase

Cash investment is not applied ;parent and subsidiary companies

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:

Adjust the shareholding structure & Cash capital increase ;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

9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important terms and conditions:None

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:

at book value

XIA MEN Fertile Plan International Logistics Co., Ltd.Consent of

Shareholders' meeting

11.Net worth per share of the Company's underlying securities acquired or

disposed of:NA

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:1,152,059,400 shares

Cumulative monetary amount held:RMB 981,193,937.83

Shareholding percentage:100%

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:0.13%;

Ratio to owners'equity:0.31%;

Operating Capital:NTD-145,929,827,000

14.Broker and broker's fee:None

15.Concrete purpose or use of the acquisition or disposal:

Optimize the shareholding structure of the group

16.Any dissenting opinions of directors to the present transaction:None

17.Whether the counterparty of the current transaction is a related party:Yes

18.Date of the board of directors resolution:2022/09/16

19.Date of ratification by supervisors or approval by the Audit Committee:2022/09/16

20.Whether the CPA issued an unreasonable opinion regarding the current transaction:Na

21.Name of the CPA firm:Yangji CPAs

22.Name of the CPA:Hung Kuo-chao

23.Practice certificate number of the CPA:

Financial-Supervisory-Securities-Corporate-7064

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:None

27.Source of funds:private capital

28.Any other matters that need to be specified:None

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