HTC 2011 Annual Report Download - page 53

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4. Global depository receipts
2012.03.31
Issue Date 2003.11.19
Issuance and Listing Luxembourg
Total amount USD 105,182,100.60
Offering price per GDR USD 15.4235
Units issued 9,015,121 units (note)
Underlying securities Cash offering and common shares from selling shareholders
Common shares represented 36,060,497 shares (note)
Rights and obligations of GDR holders Same as that of common share holders
Trustee Not applicable
Depositary bank Citibank, N.A.–New York
Custodian bank Citibank Taiwan Limited
GDRS outstanding 2,306,210 units
Apportionment of expenses for issuance and maintenance
All fees and expenses such as underwriting fees, legal fees, listing fees
and other expenses related to issuance of GDRS were borne by HTC
and the selling shareholders, while maintenance expenses such as
annual listing fees and accounting fees were borne by HTC.
Terms and conditions in the deposit agreement and custody agreement See deposit agreement and custody agreement for details
Closing price per GDR
2011
High USD 172.67
Low USD 50.00
Average USD 117.83
2012.01.01~
2012.03.31
High USD 89.90
Low USD 59.86
Average USD 75.66
Note: The total number of units issued includes the 6,819,600 units originally issued (representing 27,278,400 shares of common stock) plus additional units issued in stock dividends in
past years on common shares underlying the overseas depositary receipts, as itemized below.
18 August 2004: dividends issued on common shares underlying the overseas depositary receipts in the amount of 216,088 additional units (representing 864,352 common shares)
12 August 2005: dividends issued on common shares underlying the overseas depositary receipts in the amount of 70,290 additional units (representing 281,161 common shares)
1 August 2006: dividends issued on common shares underlying the overseas depositary receipts in the amount of 218,776 additional units (representing 875,107 common shares)
20 August 2007: dividends issued on common shares underlying the overseas depositary receipts in the amount of 508,556 additional units (representing 2,034,224 common shares)
21 July 2008: dividends issued on common shares underlying the overseas depositary receipts in the amount of 488,656 additional units (representing 1,954,626 common shares)
9 August 2009: dividends issued on common shares underlying the overseas depositary receipts in the amount of 170,996 additional units (representing 683,985 common shares)
3 August 2010: dividends issued on common shares underlying the overseas depositary receipts in the amount of 311,805 additional units (representing 1,247,223 common shares)
26 July 2011: dividends issued on common shares underlying the overseas depositary receipts in the amount of 210,354 additional units (representing 841,419 common shares)
5. Employee share warrants
1. During the current fiscal year up to the date of printing of this annual report, HTC has not issued any employee share
warrants.
2. During the current fiscal year up to the date of printing of this annual report, HTC does not have unexpired employee share
warrants outstanding.
6. Issuance of new shares for mergers and acquisitions
1. During the current fiscal year up to the date of printing of this annual report, the Company has not issued new shares for
mergers and acquisitions.
2. During the current fiscal year up to the date of printing of this annual report, the Board of Directors has not adopted any
resolution to issue new shares for mergers and acquisitions.
7. Implementation of the Company's funds utilization plan
The Company does not have unfinished funds utilization plans or plans that have not produced the desired benefits during the
fiscal year up to the date of printing of this annual report.
Topic Explanation
Initial Estimation of Share Buy-back Status
Board of Director resolution 12/20/2011
Purpose of the share buy-back
To transfer stocks to employees. According to the Regulations Governing
Share Repurchase by Listed and OTC Companies, Article 2 requires to
buy back Treasury stocks.
Type of share buy-back Common stock
Total amount allocated for share buy-back NTD 6,500,000,000
Buy-back period 12/20/2011~02/19/2012
Estimated number of buy-back shares
(as percentage of total outstanding shares) (Note 1)
10,000,000 shares
(1.16%)
Estimated buy-back price interval
Buy-back stock price is between NTD 445 to NTD 650. It is further
resolved by the Board of Directors to continue buy-back of shares if the
stock price falls under NTD 445.
Method of Buy-back Buy-back shares from stock exchange
Actual Stock Buy-back Status
Buy-back period 12/30/2011~02/17/2012
Number of buy-back shares
(as a percentage of total shares outstanding) (Note 2)
6,914,000 shares
(0.81%)
Total amount for buy-back shares NTD 3,750,055,902
Average price per buy-back share NTD 542.39
Number of shares cancelled or transferred 0 share
Cumulative number of own shares held 20,825,045 shares
Ratio of cumulative number of own shares held during the repurchase
period to the total number of the Company's issued shares 2.44%
(Concluded)
Note 1: The percentage is calculated based on the total outstanding shares when the Company reported share repurchase.
Note 2: The percentage is calculated based on the total outstanding shares when the Company reported expiration of repurchase period or
completion of the repurchase.
Note 3: The repurchase purpose was approved by the Board of Directors for the amendment of repurchase purpose on Oct. 28, 2011, and such
amendment was also approved by Financial Surpervisory Commission.
2. Issuance of corporate bonds
None
3. Status of Preferred shares
None
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CAPITAL AND SHARES
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CAPITAL AND SHARES
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