Considered reverse takeover,sector reclassification
กลับ
The consideration of BTS's (formerly known as TYONG) reverse takeover, listed
securities granted by the SET and sector reclassifications of the company
According to the resolution of the extraordinary general meeting of
BTS Group
Holdings Public Company Limited (BTS) (formerly known as Tanayong Public Company
Limited and TYONG) , held on April 29, 2010, the company's shareholders
approved the
purchase of Bangkok Mass Transit System Public Company Limited (BTSC) ordinary
shares
from the BTSC shareholders in 94.60% of BTSC's total issued ordinary shares
at the total price Baht 40,035 million. BTS (formerly known as TYONG) made
payment by
a combination of the newly issued ordinary shares total 28,166,879,984 shares,
par value of
Baht 1 per share, at the price of Baht 0.688 per share, total value Baht
19,378.81 million and
the remaining amount by cash total value Baht 20,655.71 million. The size of
the asset
acquisition transaction is equal to 817 percent, which is calculated from the
value of the net
tangible assets, BTS (formerly known as TYONG) has to file a listing
application to the SET in
order to consider qualifications to be a listed company.
BTS (formerly known as TYONG) has already completed all the
transactions which
are 1) the investment in 94.60% of BTSC's total issued ordinary shares 2) the
issue of new
shares for the payment as well as the procedure through the listing criteria -
BTSC existing
shareholders deposited its increased shares at the amount of 15,491,783,992
shares with
Thailand Securities Depository Co., Ltd. (Silent Period).
In addition, BTS (formerly known as TYONG) has requested the SET to
change its
sector and industry group, from the "Property Development" sector under the
"Property &
Construction" industry group to the "Transportation & Logistics" sector under
the "Services"
industry group. The reason of this reclassification is because the core assets
and the future
revenue are mainly from the mass transit business.
The SET considered that BTS (formerly known as TYONG) still has
qualifications to be
a listed company and allowed the additional securities of BTS (formerly known
as TYONG) to
be traded on the SET after finishing capital increase procedures on May 11,
2010 onwards.
Name BTS (formerly known as TYONG)
Issued and Paid up Capital (par value 1 baht per share)
Old 7,614,391,803 Baht
New 35,781,271,787 Baht
Allocate 1) Siam Capital Developments (Hong Kong) Limited 10,777,738,629
shares.
2) Keen Leader Investments Limited 953,266,355 shares.
3) Mr. Keeree Kanjanapas 750,000,000 shares.
4) Siam Rail Transport and Infrastructure Company Limited
15,685,875,000 shares.
Offering Price 0.688 Baht per share
per share
Swap Period 4 May 2010
Therefore, to better clarify the BTS's (formerly known as TYONG)
business sector,
the SET will transfer the company to the " Transportation & Logistics" sector
under the
"Services" industry group according to the company's request, effective from
May 11, 2010
Note : Please see the information of the investment in BTSC ordinary shares
and the
information memorandum of BTS (formerly known as TYONG) disseminated on the SET
Market Analysis and Reporting Tool (SETSMART).
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