Date of announcement 2021/09/27
Time of announcement 19:32:10
Date of events 2021/09/27
To which item it meets paragraph 20
Statement
1.Name and nature of the underlying asset (e.g., land located at Sublot XX,
Lot XX, North District, Taichung City):
The office on “8F., No.19-3, Sanchong Rd., Nangang Dist.,
Taipei City” and attached 9 parking spaces (including with
the share of possession on” No.19-14, Sanchong Rd., Nangang Dist.
Taipei City”) (hereinafter referred as “Nangang IDC Room”). And
CDIB will lease back the area of 13.88 pings used as CDIB’s IDC room
after selling Nangang IDC room to KGI Bank,
2.Date of occurrence of the event:2021/09/27
3.Transaction unit amount (e.g.XX square meters, equivalent to XX ping),
unit price, and total transaction price:
Disposal of real estate:Land area:571.14 square meters
(equivalent to 172.77 pings)
Building area:2,719.27square meters(equivalent to 822.58 pings)
Total transaction amount: NT$ 410,000,000.
(2) Leaseback of real estate:
Lease area:13.88 pings.
Unit price of rental payment: The monthly unit price of rental
payment is NT$1,260(including tax).
The total amount of rental payment: The monthly rental payment is
NT$17,489(including tax).
Right-of-use asset: NT$283,048(including tax).
4.Trading counterparty and its relationship with the Company (if the trading
counterparty is a natural person and furthermore is not a related party of
the Company, the name of the trading counterparty is not required to be
disclosed):Transaction counterparty: KGI Commercial Bank Co., Ltd.
(hereinafter referred as ”KGI Bank”).
Relationship with the company: related party.
5.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:
(1) the reason for choosing the related party as trading counterpart:
Taking into account the confidentiality of the information facilities,
and maintaining business operating.
(2) the identity of the previous owner:
Industry Development Bureau, Ministry of Economic Affairs.
(3) the previous owner’s relationship with the company and the
trading counterpart:The previous owner and CDIB are not the related
parties, and the previous owner and this trading counterpart are not
the related parties. But this trading counterpart and CDIB are the
related parties.
(4) The date of acquisition:1999/11/19.
(5) The price of transfer:NT$180,325,207, the unit price of lands and
buildings is per ping NT$255,179.74, and the unit price of
parking space is NT$1,751,400.
6.Where an owner of the underlying assets within the past five years has
been a related party of the Company, the announcement shall also include the
date and price of acquisition and disposal by the related party, and its
relationship with the Company at the time of the transaction:Not applicable.
7.Projected gain (or loss) through disposal (not applicable for
acquisition of assets; those with deferral should provide a table
explaining recognition):The profit of disposal real estate is
NT$ 218,148,556.
8.Terms of delivery or payment (including payment period and
monetary amount), restrictive covenants in the contract,
and other important terms and conditions:
(1)Disposal of real estate:
Terms of payment: The first installment is 10% of the
transaction price. The second installment is 90% of the transaction price.
Terms of restrictive covenants in the contract, and other
important stipulations:
CDIB will lease back the area of 13.88 pings used as CDIB’s IDC
room on Nangang IDC Room transfer completion date, and CDIB will
sign lease agreement with KGI Bank.
The lease of the area used as CDF’s IDC room shall be undertaken
by KGI Bank on Nangang IDC Room transfer completion date, which
including the initial lease contract, rental deposit and pre-collected
rental payment will be transferred accordingly.
The lease contract signed on March 31, 2020, between KGI Bank and
CDIB shall be terminated on Nangang IDC Room transfer completion date.
(2) Leaseback of real estate:
Term of lease: Since Nangang IDC Room transfer completion
date to December 31, 2024.
Terms of payment: The rental payment will be paid every 3 months.
Terms of restrictive covenants in the contract, and other
important stipulations: None
9.The manner of deciding on this transaction (such as invitation to tender,
price comparison, or price negotiation), the reference basis for the
decision on price, and the decision-making unit:
The manner of deciding on this transaction: Negotiation.
The reference basis for the decision on price:
Board of directors base on real estate appraisal reports.
The decision-making department: Board of directors.
10.Name of the professional appraisal firm or company and
its appraisal price:
The real estate appraisal price is NT$401,340,690(including tax).
The monthly rental appraisal price is NT$17,766
(and the monthly unit rental appraisal price is NT$1,280).
The right-of-use asset appraisal price is NT$667,965.
11.Name of the professional appraiser:
Cushman & Wakefield Real Estate Appraiser Office:Lee, Ken-Yuan.
12.Practice certificate number of the professional appraiser:
Cushman & Wakefield Real Estate Appraiser Office: (94)TCG NO. 000079.
13.The appraisal report has a limited price, specific price,
or special price:NO
14.An appraisal report has not yet been obtained:NO
15.Reason for an appraisal report not being obtained:Not applicable.
16.Reason for any significant discrepancy with the appraisal reports
and opinion of the CPA:Not applicable.
17.Name of the CPA firm:Not applicable.
18.Name of the CPA:Not applicable.
19.Practice certificate number of the CPA:Not applicable.
20.Broker and broker's fee:Not applicable.
21.Concrete purpose or use of the acquisition or disposal:
Avoiding idle asset, and boosting the efficiency of capital
utilization, and maintaining business operating.
22.Any dissenting opinions of directors to the present transaction:
None
23.Whether the counterparty of the current transaction is a
related party:Yes
24.Date of the board of directors resolution:September 27, 2021.
25.Date of ratification by supervisors or approval by
the audit committee:2021/09/27
26.The transaction is to acquire a real property or right-of-use
asset from a related party:Yes
27.The price assessed in accordance with the Article 16 of the
Regulations Governing the Acquisition and Disposal of Assets
by Public Companies:Not applicable
28.Where the above assessed price is lower than the transaction price,
the price assessed in accordance with the Article 17 of the same
regulations:Not applicable
29.Any other matters that need to be specified:No