Letter To Shareholders - Mitac

price at the time of issuance (adjustment can be made while the total amount of
common stock changed); also, please inform GreTai in writing to announce the updated
converting price. The regulation of converting price reset does not apply to the request
for conversion made before or on the cutoff date.
(4) Converting price adjustment on the ex-dividend date
Upon the issuance of the converting bond, if the ratio of cash dividend distributed for
the Company’s common stock to common stock capital exceeds 15%, the converting
price should be adjusted proportionally to the part beyond 15% on the ex-dividend
cutoff date; also, please inform GreTai in writing to announce the updated converting
price. The said regulation of having converting price adjusted down does not apply to
the request for conversion made before the ex-dividend cutoff date. The equation of
adjustment is illustrated as follows:
Adjusted converting price = Converting price before adjustment – (The ratio of cash
dividend distributed for the Company’s common stock to common stock capital-15%) x
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12. OTC and off OTC of converting debenture bond
The converting bond is traded over-the-counter once an application is filed to the GreTai
before the issuance date and it is off OTC trade once the Company converts it to common
stock or call or buyback entirely.
13. New bonus shares
The common stock of the Company that is traded for the converting bond will be traded in
the stock market from the date the common stock delivered. The Company will contact
the Stock Exchange Corporation to have the said arrangement announced. If the Company
has the common stock issued virtually, it is to be traded virtually in the stock market from
the delivery date.
14. Registration of stock capital change
The Company is to have the stock shares and stock value issued for the conversion of the
converting bond in the last quarter announced in 15 days at the end of the quarter.
Moreover, an application for stock capital change is to be filed to the competent
authorities at least once quarterly.
15. Conversion of odd shares
For debt-for-equity swap, the Company will pay cash for anything less than one share
(rounded up to New Taiwan Dollars).
16. Rights and obligations after conversion
The rights and obligations of the common stock of the debt-for-equity swap are identical
to the common stock shares issued originally by the Company.
17. Call right of the Company for the convertible bond
The Company may exercise Call right against the convertible bond in the following (1)
and (2) situations:
(1) Since the day after the issuance of this convertible bond for one month till forty days
before the due date, if the Company’s common stock closing-price is over 50% higher
than the converting price for thirty business days consecutively, the Company may
have a “bond Calls notice” sent to bondholders (to the address stated in the creditor
log five days prior to the mailing service; also, the investors who have acquired the
convertible bond by trade or other means are to be informed by announcement) by
certified mail in the following thirty business days and please inform the GreTai in
writing to have it announced.
(2) Since the day after the issuance of this convertible bond for one month till forty days
before the due date, if the outstanding convertible bond value is lower than 10% of the
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