CDF, on behalf of Pearl, announced that the Board of Directors has resolved to purchase certain private equity (“PE”) fund interests

2023-05-24
Announcements

Date of announcement 2023/05/24
Time of announcement  17:30:17
Date of events 2023/05/24
To which item it meets paragraph 24

 

1.Name and nature of the underlying security (if preferred shares, the terms
and conditions of issuance shall also be indicated, e.g., dividend yield):
The partnership interests of 12 funds held by China Life Insurance Co.,
Ltd, including Permira VII L.P.1; ARDIAN BUYOUT FUND VII A S.L.P.; Carlyle
Partners VII, L.P.; EQT IX (NO.1) EUR SCSP; INSIGHT PARTNERS (CAYMAN) XI,
L.P.; KKR ASIAN FUND III L.P.; KKR EUROPEAN FUND V (USD) SCSp; KKR HEALTH
CARE STRATEGIC GROWTH FUND L.P.; TA XIII-B, L.P.; Thoma Bravo Fund XIII-A,
L.P.; THE VERITAS CAPITAL FUND VII, L.P. andWARBURG PINCUS GLOBAL GROWTH,
L.P.
2.Date of occurrence of the event:2023/05/24
3.No., unit price, and monetary amount of the transaction:
Number and unit price: Not applicable due to partnership interests
investment
Total Monetary Amount: up to US$ 36,100,000
4.Counterparty to the trade and its relationship to the company (if the
trading counterparty is a natural person and not a related party of the
company, its name is not required to be disclosed):
Counterparty: China Life Insurance Co., Ltd.
Counterparty’s relationship with the Company: a related party defined
in the Regulations Governing the Preparation of Financial Reports by
Securities Issuers
5.Where the counterparty to the trade is a related party, an announcement
shall also be made of the reason for choosing the related party as trading
counterparty and the identity of the previous owner, including its
relationship with the company and the trading counterparty, the price of the
ownership transfer, and date of transfer:
(1) the reason for choosing the related party as trading counterparty :
For the need of investment business development
(2) the identity of the previous owner: No previous transfer.
It was the first commitment for the counterparty to acquire the
partnership interests of this transaction at that time.
(3) its relationship with the company and the trading counterparty:
Not Applicable
(4) the price of the ownership transfer: Not Applicable
(5) date of transfer: Not Applicable
6.Where the owner of the underlying securities within the past five years
has been a related party of the company, an announcement shall also include
the dates and prices of acquisition and disposal by the related party and
its relationship with the company at the time:Not Applicable
7.Matters related to the creditor’s rights currently being disposed of
(including type of collateral of the disposed creditor’s rights; if the
creditor’s rights are creditor’s rights over a related party, the name of
the related party and the book amount of such creditor’s rights currently
being disposed of must also be announced):Not Applicable
8.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):Not Applicable
9.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important
stipulations:Per the related agreements
10.The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making unit:
Per the funds’ NAV, price of secondary market and agreement between
buyers and sellers.; Board of Directors
11.Net worth per share of company of the underlying securities acquired or
disposed of:Not applicable
12.The discrepancy between the reference price of private placement company
and the transaction amount per share is 20 percent or more:Not applicable
13.Current cumulative no., amount, and shareholding ratio of the securities
being traded (including the current transaction) as of the date of
occurrence and status of any restriction of rights (e.g.,pledges):
Number of shares held: Not applicable due to partnership interests
investment;
Monetary amount: Total funds commitments is about US$ 32,000,000
Shareholding percentage: the commitment percentage is around 0.01% to
0.08% for each fund;
Status of any restriction of right: Not applicable
14.Privately placed securities (including the current transaction) as a
percentage of total assets of the company and shareholder’s equity of the
parent company on the latest financial statements, and the operating capital
on the latest financial statements as of the date of occurrence:
To the total assets:0.40%;
To the equity attributable to owners of the parent:0.53%;
Working Capital: Not applicable
15.Broker and broker's fee:Not Applicable
16.Concrete purpose or use of the acquisition or disposition:
For the need of investment business development
17.Whether the directors expressed any objection to the present transaction:
No
18.Whether the trading counterparty is a related party:Yes
19.Date of approval by board of directors: 2023/05/24
20.Recognition date by supervisors or approval date by audit committee:
Not Applicable. The transaction has been processed in accordance with
Article 45 of the Financial Holding Company Act
21.Whether the CPA issued an opinion on the unreasonableness of the current
transaction:No
22.Name of the CPA firm:PricewaterhouseCoopers Taiwan (PwC)
23.Name of the CPA:Hsiao-Fen Huang
24.License no.of the CPA:FSC number 5380
25.Any other matters that need to be specified:
1) USD 1 = NTD 30.758 (as of 2023/05/12)
2) “Pearl” is short for “CDIB Pearl Holding Limited”
3)The investment will take effect subject to the approval of the
counterparty’s Board or Directors.