SET Announcements
26 April 2013
The acquisition of 40% shareholding in PTT Phenol Company Limited
Connected transaction
(Translation)
Ref. No. 01-264/2013
April 26, 2013
Subject The acquisition of 40% shareholding in PTT Phenol Company
Limited
To President
The Stock Exchange of Thailand
Attachment Information Memorandum on Connected Transaction
The Board of Directors of PTT Global Chemical Public Company Limited ("the
Company") at the Meeting No. 4/2013 held on April 26, 2013 passed the
resolutions to approve the Connected Transaction regarding the acquisition of
40% shareholding in PTT Phenol Company Limited ("PPCL") from PTT Public Company
Limited ("PTT") ("The Transaction").
The purpose of the Transaction is to be in line with the group's policy to build
the Company as a petrochemical flagship and to capture an opportunity to get
into the high volume specialty business according to the Company's strategy.
Therefore, the Company needs to have a subsidiary acting as a core player in
downstream business relating to phenol derivatives. This will enable the Company
to play a constructive role in the joint venture and business development with
other business partners in the future. Moreover, PPCL's business is connected
to the Company's upstream business, especially those parts related to the
olefins plant and the aromatics plant. Such connection will enable the Company
to efficiently manage throughout the Company's value chain.
The value of the Transaction is not exceeding Baht 4,976 million. The basis used
to determine value of consideration is based on arm's length negotiation
between both parties. The value of the Transaction is larger than 0.03% but
lower than 3% of the net tangible assets of the Company, calculated based on the
consolidated financial statements as of December 31, 2012. Therefore, the
Company is required to seek approval from the Board of Director and disclose the
Transaction to the Stock Exchange of Thailand pursuant to the Notification of
the Capital Market Supervisory Board No. Tor Jor. 21/2551 Re: Rules on Connected
Transactions and the Notification of the Board of Governors of the Stock
Exchange of Thailand Re: Disclosure of Information and other Acts of Listed
Companies Concerning Connected Transactions B.E.2546 (A.D.2003).
The Company hereby disclosed the Information Memorandum of the Transaction in
attachment
Please be informed accordingly
(Anon Sirisaengtaksin)
Chief Executive Officer
Corporate Finance and Investor Relations
Tel. +66 (0) 2 265 8421, +66(0) 2 265 8574, +66 (0) 2 140 8712-14
______________________________________________________________________
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