ChipMOS Shareholders Approve Capital Reduction Plan and Cash Distribution
HSINCHU,
As of today,
For information regarding taxation, please see information contained in
NOTE
This document is intended to provide general answers to some common questions that
GENERAL
What is the rationale for the capital reduction and associated cash distribution?
The Board of Directors proposed the capital reduction and associated cash distribution as another action to help further improve the Company's capital structure, while at the same time rewarding shareholders and enhancing the return on equity of the Company.
What is the process for the capital reduction and associated cash distribution?
The capital reduction will result in a decrease in the Company's share capital by partial cancellation of issued common shares. The capital reduction is subject to a thirty-day waiting period (counting from the publication of the notice to creditors of the Company regarding approval of capital reduction by the shareholders' meeting) to safeguard the interest of creditors, the approval of
Upon final approval, 132,944,559 of the Company's common shares, representing approximately 15% of the total shares issued, will be canceled. All shareholders of Company common shares will have shares canceled pro rata to their ownership in the Company. All shareholders of Company common shares will receive a payment of
Through
An illustrative example:
- A holder of the Company's common shares currently holds 1,000 common shares of the Company, with each common share having a par value of
NT$10.00 . As a result of the capital reduction, the shareholder will receive cash in the amount ofNT$1,500.00 (corresponding toNT$1.50 per common share), 150 shares of these Company common shares (corresponding to 15% of the shareholder's common shares) will be canceled and the shareholder will hold 850 common shares of the Company. - A holder of the Company's ADSs currently holds 100 ADSs of the Company. As a result of the capital reduction the shareholder will receive a USD equivalent of
NT$3,000.00 (corresponding toNT$30.00 per ADS), 15 ADSs (corresponding to 15% of the shareholder's ADSs) will be canceled and the shareholder will retain 85 ADSs of the Company.
Am I eligible to receive the cash distribution?
If you are a holder of the Company's common shares on the record date of capital reduction, then you will be eligible to receive the cash distribution. The Company's Board of Directors will resolve to determine the capital reduction record date following the approval of
If you are a holder of the Company's ADSs, then you must hold the ADSs on the date set by the Depositary to be eligible to receive the cash distribution (the "ADS Effective Date").
When will I receive the cash distribution?
If you are a holder of the Company's common shares, you will receive a cash distribution approximately one week after the record date of the capital reduction. If you are a holder of the Company's ADSs, you will receive a cash distribution approximately two weeks after distribution of the cash payment to holders of the Company's common shares.
How will I receive the cash distribution?
If you are a holder of the Company's common shares, you will receive the cash distribution through your designated bank account.
If you are a registered holder of the Company's ADSs with an uncertificated position, you will receive a check representing the cash distribution after the ADS Effective Date. No action is required on your part.
If you are a beneficial holder of the Company's ADSs, you will receive the cash distribution through your existing broker after the ADS Effective Date. No action is required on your part.
What will happen to the Company common shares or ADSs I hold upon the capital reduction?
Upon the capital reduction, approximately 15% of the Company's common shares will be canceled by exchanging all of the existing Company common shares for the new Company common shares. The new Company common shares will continue to be listed and traded on the
TAX IMPLICATIONS
What are the tax consequences of the capital reduction and cash distribution for holders of the Company's common shares and/or ADS?
The Company advises holders of the Company's common shares and/or ADSs to consult their own tax advisors within their jurisdictions regarding the tax consequences of the capital reduction and cash distribution.
ADDITIONAL INFORMATION
About
Cautionary Note Regarding Forward-Looking Statements
This FAQ may contain certain forward-looking statements. These forward-looking statements may be identified by words such as 'believes,' 'expects,' 'anticipates,' 'projects,' 'intends,' 'should,' 'seeks,' 'estimates,' 'future' or similar expressions or by discussion of, among other things, strategy, goals, plans or intentions. These statements may include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products and services, and statements regarding future performance. Actual results may differ materially in the future from those reflected in forward-looking statements contained in this document, due to various factors. Further information regarding these risks, uncertainties and other factors are included in the Company's most recent Annual Report on Form 20-F filed with the
Contacts:
In
Dr.
+886-3-5668877
g.s._shen@chipmos.com
In the U.S.
+1-914-337-8801
dpasquale@globalirpartners.com
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