Subsidiary obtaining HMD convertible bonds

No.1

Subject:Subsidiary, FIH Mobile Limited obtaining Execustar International Limited Shares

Date of events:2020/07/17

Contents:

1.Name and nature of the underlying assets (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g., dividend yield, etc.):Execustar International Limited shares

2.Date of occurrence of the event:2020/07/17

3.Amount, unit price, and total monetary amount of the transaction:

Amount: 38,300,000 shares

Init price:USD1

Total transaction amount:USD38,300,000

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):

Cash investment is not applied;Parent and subsidiary companies

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:

Cash capital increase of subsidiary;Na

6.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 decision-making department:Board of director

7.Cumulative no.of shares held (including the current transaction), their monetary amount, shareholding percentage, and status of any restriction of rights (e.g., pledges), as of the present moment:

Cumulative amount held:1,348,390,567 shares

Cumulative monetary amount held:USD1,348,390,567

Shareholding percentage:100%

Restriction of rights:None

8.Current ratio of securities investment (including the current trade, as listed in article 3 of Regulations Governing the Acquisition and Disposal of Assets by Public Companies) to the total assets and equity attributable to owners of the parent as shown in the most recent financial statement and working capital as shown in the most recent financial statement as of the present:

Ratio to total assets:1.62%;

Ratio to owners'equity:4.05%;

Operating Capital:NTD-104,738,702,000

9.Concrete purpose or use of the acquisition or disposal:

Long Term Investment

10.Whether the counterparty of the current transaction is a related party:Yes

11.Date of the board of directors resolution:2020/07/17

 

 

No.2

Subject:Subsidiary, Execustar International Limited obtaining Worthy Ray Limited Shares

Date of events:2020/07/17

Contents:

1.Name and nature of the underlying assets (if preferred shares, the terms

and conditions of issuance shall also be indicated, e.g., dividend yield,

etc.):Worthy Ray Limited Shares

2.Date of occurrence of the event:2020/07/17

3.Amount, unit price, and total monetary amount of the transaction:

Amount: 38,300,000 shares

Init price:USD1

Total transaction amount:USD38,300,000

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):

Cash investment is not applied;Parent and subsidiary companies

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:

Cash capital increase of subsidiary;Na

6.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 decision-making department:Board of director

7.Cumulative no.of shares held (including the current transaction), their monetary amount, shareholding percentage, and status of any restriction of rights (e.g., pledges), as of the present moment:

Cumulative amount held:138,475,001 shares

Cumulative monetary amount held:USD138,475,001

Shareholding percentage:100%

Restriction of rights:None

8.Current ratio of securities investment (including the current trade, as listed in article 3 of Regulations Governing the Acquisition and Disposal of Assets by Public Companies) to the total assets and equity attributable to owners of the parent as shown in the most recent financial statement and working capital as shown in the most recent financial statement as of the present:

Ratio to total assets:1.84%;

Ratio to owners'equity:4.60%;

Operating Capital:NTD-104,738,702,000

9.Concrete purpose or use of the acquisition or disposal:

Long Term Investment

10.Whether the counterparty of the current transaction is a related party:Yes

11.Date of the board of directors resolution:2020/07/17

 

No.3

Subject:Subsidiary, Worthy Ray Limited obtaining Wonderful Stars Pte. Ltd. Shares

Date of events:2020/07/17

Contents:

1.Name and nature of the underlying assets (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g., dividend yield, etc.):Worthy Ray Limited Shares

2.Date of occurrence of the event:2020/07/17

3.Amount, unit price, and total monetary amount of the transaction:

Amount: 38,300,000 shares

Init price:USD1

Total transaction amount:USD38,300,000

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):

Cash investment is not applied;Parent and subsidiary companies

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:

Cash capital increase of subsidiary;Na

6.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 decision-making department:Board of director

7.Cumulative no.of shares held (including the current transaction), their monetary amount, shareholding percentage, and status of any restriction of rights (e.g., pledges), as of the present moment:

Cumulative amount held:138,499,996 shares

Cumulative monetary amount held:USD138,499,996

Shareholding percentage:100%

Restriction of rights:None

8.Current ratio of securities investment (including the current trade, as listed in article 3 of Regulations Governing the Acquisition and Disposal of Assets by Public Companies) to the total assets and equity attributable to owners of the parent as shown in the most recent financial statement and working capital as shown in the most recent financial statement as of the present:

Ratio to total assets:0.13%;

Ratio to owners'equity:0.34%;

Operating Capital:NTD-104,738,702,000

9.Concrete purpose or use of the acquisition or disposal:

Long Term Investment

10.Whether the counterparty of the current transaction is a related party:Yes

11.Date of the board of directors resolution:2020/07/17

 

No.4

Subject:Subsidiary, Wonderful Stars Pte. Ltd.obtaining TNS Global Oy's accounts receivable for HMD Global Oy

Date of events:2020/07/17

Contents:

1.Name and nature of the underlying assets (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g., dividend yield, etc.):TNS Global Oy's accounts receivable for HMD Global Oy

2.Date of occurrence of the event:2020/07/17

3.Amount, unit price, and total monetary amount of the transaction:

Total transaction amount:USD38,300,000

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):

TNS Global Oy;Connection company

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:

Purchase of receivables from affiliated company TNS Global Oy forHMD Global Oy

6.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 decision-making department:Board of director

7.Current ratio of securities investment (including the current trade, as listed in article 3 of Regulations Governing the Acquisition and Disposal of Assets by Public Companies) to the total assets and equity attributable to owners of the parent as shown in the most recent financial statement and working capital as shown in the most recent financial statement as of the present:

Ratio to total assets:0.68%;

Ratio to owners'equity:1.71%;

Operating Capital:NTD-104,738,702,000

8.Concrete purpose or use of the acquisition or disposal:

Operational considerations

9.Whether the counterparty of the current transaction is a related party:Yes

10.Date of the board of directors resolution:2020/07/17

11.Name of the CPA firm:ATAX Accounting Firm

12.Name of the CPA:Danny Cheng

13.Practice certificate number of the CPA:

Financial-Supervisory-Securities-Corporate-5720

 

No.5

Subject:Subsidiary, Wonderful Stars Pte. Ltd.obtaining HMD Global Oy convertible corporate bonds

Date of events:2020/07/17

Contents:

1.Name and nature of the underlying assets (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g., dividend yield, etc.):HMD Global Oy convertible corporate bonds

2.Date of occurrence of the event:2020/07/17

3.Amount, unit price, and total monetary amount of the transaction:

Total transaction amount:USD38,300,000

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):

HMD Global Oy;None

5.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 decision-making department:Board of director

6.Cumulative no.of shares held (including the current transaction), their monetary amount, shareholding percentage, and status of any restriction of rights (e.g., pledges), as of the present moment:

Cumulative amount held:244,720 preferred shares

Cumulative monetary amount held:USD61,999,812(preferred shares),

USD38,300,000(convertible corporate bonds)

Shareholding percentage:6.2%

Restriction of rights:None

7.Current ratio of securities investment (including the current trade, as listed in article 3 of Regulations Governing the Acquisition and Disposal of Assets by Public Companies) to the total assets and equity attributable to owners of the parent as shown in the most recent financial statement and working capital as shown in the most recent financial statement as of the present:

Ratio to total assets:0.68%;

Ratio to owners'equity:1.71%;

Operating Capital:NTD-104,738,702,000

8.Concrete purpose or use of the acquisition or disposal:

Long Term Investment

9.Name of the CPA firm:ATAX Accounting Firm

10.Name of the CPA:Danny Cheng

11.Practice certificate number of the CPA:

Financial-Supervisory-Securities-Corporate-5720

12.Source of funds:

Use HMD Global Oy's accounts receivable as the price to subscribe for HMD Global Oy convertible corporate bonds.