| C07196-2026 |
| Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
|---|---|---|
| Common Shares | 1,425,865,471 |
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| Subject of the Disclosure |
|---|
Disposition of Shares in Blue Eagle and LBC Service Ltd. |
| Background/Description of the Disclosure |
On 22 April 2026, the Board of Directors of the Company approved the sale of all of the Company’s shares (the “Shares”) in Blue Eagle and LBC Service Ltd. (“Blue Eagle”), which Shares represent 100% ownership in Blue Eagle. |
| Date of Approval by Board of Directors |
Apr 22, 2026 |
|---|
| Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
|---|
The divestment of Blue Eagle is pursuant to the plans of the Company to refocus strategic direction for Blue Eagle, which may include implementing certain organizational changes, with a view of turning around losses of the subsidiary. |
| Date | Sep 29, 2026 |
|---|
| Manner |
|---|
The Company executed a deed of sale of shares and obtained the approval of the concerned regulator/s in the Republic of China (Taiwan) for the divestment. |
| Description of the company to be acquired or sold |
Blue Eagle is a corporation organized under the laws of Republic of China (Taiwan) which is engaged in employment services. |
| Number of shares to be acquired or disposed | 1 |
|---|---|
| Percentage to the total outstanding shares of the company subject of the transaction | 100 |
| Price per share | 2,000,000 NTD |
| Nature and amount of consideration given or received |
|---|
NTD (New Taiwan Dollar) 2,000,000 |
| Principle followed in determining the amount of consideration |
The consideration is based on fair market value. |
| Terms of payment |
The full consideration is payable immediately upon signing of the relevant sale agreement. |
| Conditions precedent to closing of the transaction, if any |
Payment of the purchase price and approval of the concerned regulatory agency of the Republic of China (Taiwan) |
| Any other salient terms |
None. |
| Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
|---|---|---|
| Ruby Chang (Chang, Li-Ching) | No affiliation with Issuer. |
| Effect(s) on the business, financial condition and operations of the Issuer, if any |
|---|
The Company is optimistic that such organizational changes will benefit both the Company and Blue Eagle. |
| Other Relevant Information |
[AMEND-1] This disclosure was updated to reflect the date of effectivity of the transfer of Shares to Ruby Chang, following receipt today by the Company of a copy of the approval of the concerned regulatory agency of the Republic of China (Taiwan). |
| Name | Ernesto III Naval |
|---|---|
| Designation | Alternate Corporate Information Officer |