23 Jul 2018 12:53:00
Notification of the entire business transfer, the results of the allotment of securities to the specific investor under a private placement basis and the change of the paid-up registered capital of Hydrotek Public Company Limited
(Translation) No. 058/0761 July 23, 2018 Subject: Notification of the entire business transfer, the results of the allotment of securities to the specific investor under a private placement basis and the change of the paid-up registered capital of Hydrotek Public Company Limited Attn.: President Stock Exchange of Thailand Ref.: Information Memorandum of Hydrotek Public Company Limited No. 024/0461 on the Notification of the Resolutions of the Board of Directors' Meeting No. 6/2018 Re: Determination of the Date of the Extraordinary General Meeting of the Shareholders No. 1/2018, the Acquisition of Assets and the Entry into the Connected Party Transaction in respect of the Transactions of the Entire Business Transfer and Allocation of Securities to the Specific Investor under a Private Placement Basis dated April 4, 2018 Reference is made to the Extraordinary General Meeting of the Shareholders No. 1/2018 of Hydrotek Public Company Limited (the "Company"), convened on May 10, 2018, approved the purchase and acceptance of the entire business transfer from SUTG Holding Company Limited ("SUTGH") including the entry into the relevant agreement thereto whereby the Company will issue 195,000,000 newly-issued ordinary shares at the par value of THB 1 per share to the specific investor under a private placement basis to be offered for sale to SUTGH at the offering price of THB 1 per share, including the issuance and offer for sale of the convertible debentures in the amount of THB 265,000,000 to SUTGH at the face value of THB 1,000 per unit for which the Company will issue 185,314,690 newly-issued ordinary shares at the par value of THB 1 per share to accommodate the conversion of such convertible debentures, the details of which are shown in the referred Information Memorandum (the "Entire Business Transfer Transaction"). The Company hereby inform that on July 20, 2018, the Company signed the agreements relating to the Entire Business Transfer Transaction and carried out the following matters: 1. The Company accepted the transfer of business from SUTGH, by means of the entire business transfer, i.e. 132,000 shares of SUT Global Company Limited ("SUTG") held by SUTGH, or equivalent to 66.00 percent of the issued and paid-up share capital of SUTG, having a par value of THB 100 per share; 2. The Company allocated 195,000,000 newly-issued ordinary shares at the offering price of THB 1 per and 265,000 units of convertible debentures at the offering price of THB 1,000 per unit to SUTGH; and 3. The Company registered the change of its paid-up registered capital in the amount of THB 195,000,000 in respect of the newly-issued ordinary shares with the Ministry of Commerce. At present, the registered capital of the Company is THB 970,283,450 and the paid-up registered capital of the Company increased from THB 589,968,760 to THB 784,968,760 divided into 784,968,760 ordinary shares at the par value of THB 1 per share. Please be informed accordingly. Sincerely yours Hydrotek Public Company Limited -Signed- Mr. Slib Soongswang Chief Executive Officer Authorized Signatory ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. In case you have any inquiries or clarification regarding this announcement, please directly contact listed company or issuer who made this announcement.