Mr.Keeree Kanjanapas (3rd left) ,Chairman of BTS Group Holdings Public company Limited (BTSG) chaired at a press conference organized on Friday November 9th , 2012 at the Luce Room, Eastin Grand Sathorn Hotel, Bangkok. Attending the event are the management from left : Mr.Kong Chi Keung, Executive Director of BTS Group; Mr.Surapong Laoha-Unya, Director and Chief Operating Officer of Bangkok Mass Transit System Public Company Limited (BTSC) and Mr.Kavin Kanjanapas, Executive Director of BTS Group.

The Board of Directors of BTS Group announced quarterly results including historical record ridership and approved the fund raising through an infrastructure fund (the Fund) which will invest in future net fare box revenue from the operation of the core green lines of 23.5 km by Bangkok Mass Transit System PLC (BTSC). The Fund will offer its investment units to the public after shareholder and SEC approval. The transaction is in line with the government’s policy to invest and develop the mass transit systems in Bangkok and its vicinity as well as the Stock Exchange of Thailand’s (SET) and the Securities and Exchange Commission’s (SEC) policy to promote Infrastructure Funds.

BTSG reported a 18.1% YoY increase in operating EBITDA in 2Q 12/13, driven both by an increase in ridership as well as an increase in advertising media business. Total quarterly ridership grew 9.4% YoY to 49.4 million passengers in 2Q 12/13 (a new historical record) largely due to increased popularity of BTS mass transit service in Bangkok.

The Board of Directors of BTSG and BTSC approved the fund raising through the Fund which will invest in the future net farebox revenue (after deduction of relevant operating costs and capital expenditure) to be generated from operation of the core green lines during the concession period (until 4 December 2029) at a value of not less than Baht 50,000 million. The fund would be listed on the SET and BTSG intends to subscribe for one-third of the units of the fund, which is the maximum holding allowed under the regulations of the SEC.

With the government’s master plan to invest in at least 10 additional rail mass transit routes and extend total rail coverage to approximately 500 km across Bangkok and its vicinity by 2029, BTSG intends to invest in a number of potential lines, including the Green line extension from Mochit to Saphan Mai (12 km) and from Bearing to Samut Prakan (13 km), the Pink line from Khae Rai to Minburi (36 km), and the Light Rail Transit line from Bangna to Suvarnabhumi Airport (18 km). The important selection criterion for these lines is that they directly connect to the core green lines allowing the existing BTS SkyTrain system to provide more comprehensive service. The expected proceeds, net of BTSG’s subscription in the Fund, will be targeted towards the investment in these new projects.

Mr. Keeree said that “We are committed to the development of Bangkok’s mass transit network and infrastructure system. The mass transit business has been, and will continue to be our focus. We believe that the expansion of the network is a key contributing factor for development of the economy and society of Thailand. We are confident that the proposed transaction will benefit our shareholders as BTSG will receive cash from the transaction, readying us for any new investment opportunities relating to infrastructure business, enhancing our revenue beyond the concession period and long term value creation to our shareholders. We are in an advantageous position to partake in the network development as a result of our deep experience and capability in managing the elevated skytrain system and by virtue of the connectivity of our system to some of the new lines. Should we be selected by the government for these potential projects, having financial strength will help us in the investment process, which could facilitate a more rapid development of these extensions and new lines under the current mass transit master plan. ”

“The launch of the fund will offer investors an alternative investment instrument, which provides a stable cash flow from the existing core green lines as well as growth potential from increased ridership following the expansion of the mass transit network. Apart from receiving dividends and other distributions from the Fund, unitholders (including BTSG) will have the opportunity to be part of the development of the mass transit network coverage through investing in the Fund. The Fund will also have the right of first refusal and a call option to purchase any future Bangkok mass transit projects developed by BTS Group. Consequently, the public will be offered more convenient and rapid means of commuting within Bangkok and its vicinity,”. Further to that, Mr. Keeree added that “in case there is excess liquidity post investment in new potential projects and subscription of investment units in the Fund by BTSG, we may propose to the Board of Directors or shareholders to consider paying a special dividend to our shareholders. Nevertheless, the decision on such special dividend will be subject to other funding requirements of BTSG at the time, legal considerations and any other factors.”

Such fund raising plan is subject to approval from BTSG shareholders and the approval for the establishment of the fund by the SEC. The shareholder meeting is set to be on 18 December 2012.