CTBC Bank intends to acquire 16% equity stake in Xiamen JINMEIXIN Consumer Finance Co., Ltd. for RMB 195.4 million in cash

1.Type of merger and acquisition (e.g.merger, spin-off, acquisition,
or share transfer):Acquisition
2.Date of occurrence of the event:2025/10/31
3.Names of companies participating in the merger and acquisition (e.g., name
of the other company participating in the merger, newly established company
in a spin-off, acquired company, or company whose shares are transferred):
Xiamen JINMEIXIN  Consumer Finance Co., Ltd.
4.Trading counterparty (e.g., name of the other company participating in the
merger, company spinning off, or trading counterparty to the acquisition or
share transfer):
Gome Holdings Group Limited
5.Whether the counterparty of the current transaction is a related party:
No
6.Relationship between the trading counterparty and the Company (investee
company in which the Company has re-invested and has shareholding of XX%),
explanation of the reasons for the decision to acquire from or transfer
shares to an affiliated enterprise or related party, and whether it will
affect shareholders’ equity: N/A
7.Purpose and conditions of the merger and acquisition, including
the reason, consideration conditions and payment schedule of
the merger and acquisition:
Gome Holdings Group Limited intends to sell shares,
CTBC will exercise the right of first refusal and
acquire a 16% equity stake in Jinmeixin for RMB 195.4 million.
The payment schedule will be structured to comply with
relevant regulatory requirements
8.Anticipated benefits of the merger and acquisition:
Complying with regulatory requirements in China and
enhancing CTBC Bank's operational involvement
in JINMEIXIN
9.Effect of the merger and acquisition on net worth per share and earnings
per share:
The transaction is expected to have positive influence
on CTBC Bank's profitability
10.Types of consideration for mergers and acquisitions
and sources of funds:
The payment will be made using CTBC Bank’s own funds
11.Share exchange ratio and calculation assumptions:
N/A
12.Whether the CPA, lawyer or securities underwriter
issued an unreasonable opinion regarding
the transaction:No
13.Name of accounting, law or securities firm:
BDO Taiwan
14.Name of CPA or lawyer:SU-CHEN CHANG
15.Practice certificate number of the CPA:
Certificate (6) No.74537, Ministry of Finance
16.The content of the independent expert opinion on the reasonableness
of the share exchange ratio, cash or other assets allotted to
shareholders  in this merger and acquisition:
The valuation of this case was conducted based on both
the market approach and the income approach, and the
resulting value conclusion is deemed appropriate
17.Estimated date of completion:
The transaction settlement is subjected to approvals
from relevant regulatory authorities
18.Matters related to the assumption of corporate rights
and obligations of the dissolving company (or spin-off)
by the existing or newly-established
company:
N/A
19.Basic information of companies participating in the merger:
N/A
20.Matters related to the spin-off (including estimated value
of the business and assets planned to be transferred to the
existing company or new
company.The total number of shares to be acquired by the spun-off company
or its shareholders, and their respective types and no.Matters related to
the reduction, if any, in capital of the spun-off company)(note: not
applicable for announcements unrelated to spin-offs):
N/A
21.Conditions and restrictions for future transfer of shares
resulting from the merger and acquisition:No
22.Post-merger and acquisition plan:
(1) Willingness to continue operating the business of the company,
and the contents of plans to that effect
(2) Dissolution; delisting from an exchange (or OTC market);
material changes in organization, capital, business plan,
financial operations and production; accommodation or
utilization of staff and assets critical to the Company;
or any other matter of material significance that would
affect the company's shareholder equity:
Continue operating JINMEIXIN's business and
implement a business enhancement plan
23.Other important terms and conditions:No
24.Other major matters related to the mergers and acquisitions:
No
25.Any objections from directors to the transaction:
No
26.Information on interested directors involved in the mergers
and acquisitions:
N/A
27.Whether the transaction involved in change of business model:
No
28.Details on change of business model:N/A
29.Details on transactions with the counterparty for the past year
and the expected coming year:N/A
30.Source of funds:Cash, CTBC's own funds
31.Any other matters that need to be specified:No