Announcement of obtaining PRC Investment
Subject:Announcement of obtaining PRC Investment
1.Date of occurrence of the event:2023/10/27
2.Method of the current increase (decrease) in investment:
Relevant news on 7/24.HON HAI PRECISION will acquire a 50% ownership stake in ZF Chassis Modules GmbH from ZF Friedrichshafen AG, through our 100% owned investment holding company, Foxconn EV Singapore Holdings Pte. Ltd., for an amount not exceeding 500 million euros (excluding any adjustments as per the transaction agreement prior to closing and working capital adjustments, which will be announced separately upon confirmation of the actual amount).
This acquisition will indirectly grant HON HAI ownership in ZF Chassis Modules (Shanghai) Co., Ltd., an ZF Chassis Modules GmbH's investment venture in mainland China.
3.Amount, unit price, and total monetary amount of the transaction:
The indirect investment amount in ZF Chassis Modules (Shanghai) Co., Ltd. is not exceeding EUR 202,300,000.
4.Company name of the mainland Chinese investee:
ZF Chassis Modules (Shanghai) Co., Ltd.
5.Paid-in capital of aforementioned mainland Chinese investee:
The restructuring is not yet complete, and the specific amounts are yet to be determined.
6.Amount of capital increase currently planned for the aforementioned
mainland Chinese investee:0 RMB
7.Main businesses of the aforementioned mainland Chinese investee:
Components wholesales, Automotive Components retails, Technical Services, Technical R&D.
8.Type of CPA opinion in the latest annual financial statements of the
aforementioned mainland Chinese investee:
Newly established company, not applicable.
9.Total equity of the aforementioned mainland Chinese investee in the latest
annual financial statements:
Newly established company, not applicable.
10.Amount of profit/loss of the aforementioned mainland Chinese investee in
the latest annual financial statements:
Newly established company, not applicable.
11.Amount of actual investment in the aforementioned mainland Chinese
investee, up to the present moment:0 USD
12.Trading counterparty and its relationship with the Company:
ZF Friedrichshafen AG, None.
13.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:Not applicable.
14.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.
15.Profit (or loss) upon disposal:Not applicable.
16.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important terms
and conditions:
(1)The completion of this transaction is subject to the fulfillment of certain preconditions, including but not limited to obtaining approvals from the relevant regulatory authorities before closing.
(2)The transaction is also contingent on ZF Chassis Modules GmbH undergoing organizational restructuring.
17.The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making unit:
Decision Method for the Transaction: Negotiation
Basis for Price Determination: Based on market multiples
Decision-Making Body for the Transaction: Board of Directors
18.Broker: None
19.Concrete purpose of the acquisition or disposal:
Long-term strategic investment
20.Any dissenting opinions of directors to the present transaction:None
21.Whether the counterparty of the current transaction is a related party:
NO
22.Date of the board of directors resolution:NA
23.Date of ratification by supervisors or approval by
the Audit Committee:NA
24.Total amount of investment in mainland China (including the current
investment) approved by the Investment Commission, up to the present moment:
USD12,805,293,644.26
25.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to the paid-in capital on the latest financial statements:
287.64%
26.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to the total assets on the latest financial statements:
11.21%
27.Ratio of the total amount of investment in mainland China (including the
current investment) approved by the Investment Commission, up to the present
moment, to equity attributable to owners of the parent on the latest
financial statements:
28.63%
28.Total amount of actual investment in mainland China, up to the present
moment:
USD10,963,036,206.01
29.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to the paid-in capital on the latest financial
statements:246.26%
30.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to the total assets on the latest
financial statements:9.60%
31.Ratio of the total amount of actual investment in mainland China, up to
the present moment, to equity attributable to owners of the parent on the
latest financial statements:24.51%
32.Amount of recognized profit (loss) on investment in mainland China for
the last three years:
2020: NTD 119,283,719,000
2021: NTD 157,233,126,000
2022: NTD 173,959,823,000
33.Amount of profit remitted back to Taiwan for the last
three years:None
34.Whether the CPA issued an unreasonable opinion regarding the current
transaction:No
35.Name of the CPA firm:ATAX Accounting Firm
36.Name of the CPA: Danny Cheng
37.Practice certificate number of the CPA:
Financial-Supervisory-Securities-Corporate-5720
38.Any other matters that need to be specified:None
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