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Fubon Financial (FBND)


Thursday 27 December, 2012

Fubon Financial

Result of Meeting

RNS Number : 3498U
Fubon Financial Holdings Co Limited
27 December 2012

Fubon Financial Holdings

Subject:Announcement on behalf of subsidiary Taipei Fubon Bank's capital increase for cash by way of private placement of common shares

Date of events:2012/12/27


1.Date of the board of directors resolution:2012/12/27

2.Types of the private placement:Common Shares

3.Buyers of the private placement and their relationships with the company:Fubon Financial Holding Co., Ltd, which owns 100% of Taipei Fubon Bank

4.Number of shares or bonds privately placed:380,000,000 shares

5.Total monetary amount of the private placement:

NTD 3,800,000,000

6.The pricing basis of private placement and its reasonableness:

       The price of each privately placed share shall not be lower than 100% of the recommended price; based on Taipei Fubon Bank's net worth of 18.323 per share as of November 30, 2012, each privately placed share is tentatively fixed at NT$18.33, which is no lower than 100% of the reference price, and is therefore considered a fair price.  The total private placement amount is expected to be NT$6.9654 billion.

7.Use of the funds raised in the private placement:

       To fulfill Taipei Fubon Bank's business development and capital adequacy needs.

8.Reasons for conducting non-public offerings:

1.     To shorten the time needed to raise the funds, and save on the costs of such fundraising. 

2.     Taipei Fubon Bank is a public company formed by Fubon Financial Holding as the sole juristic shareholder, therefore public placement is adopted to preserve the simplicity of the current shareholding structure.

9.Objections or qualified opinions from independent Board of Directors :No

10.Date of pricing:

       To be set by Board of Directors after approval of the Banking Bureau has been obtained.

11.Recommended price:

        Net worth of NT$18.043 per share based on financial statements reviewed by certified accountants on a date closest to the Pricing Date, which in the current transaction are the financial statements reviewed by certified accounting firm dated September 30, 2012.

12.Shares price, conversion or subscription price:

       To be set by Board of Directors after approval of the Banking Bureau has been obtained.

13.Rights and obligations of the new private placement shares:

       Except for the limitation on the disposition of privately placed shares according to applicable law, all other rights and obligations shall be the same as those applicable to outstanding common shares already issued by Taipei Fubon Bank.

14.The record date for share conversion, if conversion, exchange, or

subscription rights are attached:N/A

15.Possible dilution of equity, if conversion, exchange, or subscription rights are attached:N/A

16.Any other matters that need to be specified: No

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