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Fubon Financial (FBND)


Friday 13 July, 2012

Fubon Financial

plans to inject capital to Xiamen Bank

RNS Number : 6424H
Fubon Financial Holdings Co Limited
13 July 2012

Fubon Financial Holdings

Subject: Fubon Financial plans to inject capital to Xiamen

Bank by acquiring new ordinary shares issued by Xiamen Bank

Date of events:2012/07/13


1.Name and nature of the subject matter (if preferred shares,

  the terms and conditions of issuance shall also be indicated,

  e.g.dividend yield):

       Fubon Financial plans to acquire 19.99% of Xiamen Bank's new issued ordinary shares following Xiamen Bank's capital raising plan. The percentage of investment participation is according to Fubon Bank (HK)'s stake holding percentage of Xiamen Bank.

2.Date of occurrence of the event:2012/07/13

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

Number of shares subscribed:


Par value per share: NT$4.7 (RMB$1.0)  

Total monetary amount of the subscription: About NT$991.7 million

(RMB$211 million)

Issue price: NT$16.45 (RMB$3.5)

4.Counterpart to the trade and its relationship to the Company

  (if the trading counterpart is a natural person and furthermore

  is not an actual related party of the Company, the name of the

  trading counterpart is not required to be disclosed): Xiamen Bank. Fubon Financial indirectly owns 19.99% stake of Xiamen Bank through Fubon Bank (HK)

5.Where the counterpart to the trade is an actual related party,

  a public announcement shall also be made of the reason for choosing

  the related party as trading counterpart and the identity of the

  previous owner (including its relationship with the company and the

  trading counterpart), price of transfer, and date of acquisition: Fubon Financial plans to invest RMB$211 million to acquire 19.99% of Xiamen Bank's new issued ordinary shares. The percentage of investment participation is according to Fubon Bank (HK)'s stake holding percentage of Xiamen Bank.

6.Where a person who owned the property within the past five years

  has been an actual related person of the company, a public

  announcement shall also include the dates and prices of

  acquisition and disposal by the related person and the

  person's relationship to the company at those times: NA

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

  of (including types of collateral of the disposed creditor's rights;

  if the creditor's rights are creditor's rights toward a related

  person, the name of the related person and the book amount of the

  creditor's rights toward such related person currently being

  disposed of must also be announced): NA

8.Anticipated 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:

Total monetary amount of the issue: NT$991,700,000 (estimate number, will be adjusted based on currency exchange rate)restrictive covenants in the contract: None

       other important stipulations: None

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

   reference basis for the decision on price, and the decision-making

   department: Board committee. The valuation mechanism is based on Xiamen Bank's capital raising plan, its financial status, BVPS and expert opinions.

11.Current cumulative volume, amount, and shareholding percentage

   of holdings of the security being traded (including the current

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

Share of Holding60,030,000 shares


Share %4.37%

Status of any restriction of rightsNA

12.Current ratio of long or short term securities investment

   (including the current trade) to the total assets and shareholder's

   equity as shown in the most recent financial statement and the

   operating capital as shown in the most recent financial statement:

96.78%; 111.70%; -NT$4,173,242,000

13.Broker and broker's fee: NA

14.Concrete purpose or use of the acquisition or disposition: The capital injection is to support Xiamen Bank's business expansion. The stakeholding in Xiamen Bank maintains at 19.99%.

15.Net worth per share of company underlying securities acquired

   or disposed of: NT$13.34

16.Do the directors have any objection to the present transaction?:No

17.Has the CPA issued an opinion on the unreasonableness of the price

   of the current transaction?:No

18.Any other matters that need to be specified: The proposal will proceed upon filing and approval from regulatory authority in Taiwan and China.

This information is provided by RNS
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