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Announcement of the related matters of subscribing shares of O-Film Tech Co., Ltd.

2017-03-21
 

 
1.Date of occurrence of the event:2017/03/21
2.Company name:TPK Holding Co. Ltd.
3.Relationship to the Company (please enter ”head office” or
  ”subsidiaries”):head office
4.Reciprocal shareholding ratios:NA
5.Cause of occurrence:
To strengthen the cooperation between the Company and O-Film for
the purpose of cross-investment.
6.Countermeasures:
The Company, subject to relevant laws and regulations, intends to
 subscribe or cause its affiliates to subscribe new common shares
issued by O-Film through a private placement and/or the outstanding
common shares issued by O-Film in the centralized securities exchange
market to invest in O-Film's shares. The proposed investment amount,
price per share and term of investment are listed as follows:
(1)Maximum investment amount: RMB$204 million;
(2)Maximum price per share: not exceeding RMB$40.34 per share
(representing a mark-up of 10% on the closing price of O-Film's common
share on one trading day prior to the effective date of the Share
Subscription Agreement in the Shenzhen Stock Exchange);
Term of investment: within one year after the effective date of the
Share Subscription Agreement made by and between both Parties.
7.Any other matters that need to be specified:
The Company and its affiliates shall not sell or transfer the O-Film's
shares they have subscribed to any third party by December 31, 2018;
however,if O-Film has transferred all or part of the Company's privately
placed shares to a third party, the above shall not apply. In addition,
in case O-Flim's newly issued shares subscribed by the Company and its
affiliates have a lock-up period due later than December 31, 2018 in
accordance with laws and regulations of the People's Republic of China,
the lock-up period of such shares shall prevail.
The Company authorizes its chief financial officer and his designated
persons to handle the matters regarding the investment of O-Film's shares
 with full power and authority. The further implementation of the investment
in O-Film is still subject to the Regulations Governing the Acquisition and
Disposal of Assets by Public Companies.

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