ข่าวสารการลงทุน

Increasing Capital

Subject                                  : Specifying  the purpose of utilizing 
proceeds
Date of Board resolution                 : 01-Aug-2024
Number of additional common shares       : 8,805,480,334
(shares)
Total of additional shares (shares)      : 8,805,480,334
Par value (baht per share)               : 0.10
Type of allocated securities             : Common shares
  Allocated to                           : Private placement (PP)
    Person(s) receiving allotment(s)     : CAI Optimum Fund VCC for the purpose 
of EDH Investments which is managed by Capital Asia Investments PTE. LTD.
    Number of allotted shares (shares)   : 2,900,000,000
    % of Paid Up Capital after capital   : 14.50
increase
    Subscription price (baht per share)  : 1.50
  Allocated to                           : Private placement (PP)
    Person(s) receiving allotment(s)     : Si Suk Alley Limited Fund which is 
managed by Argyle Street Management Limited
    Number of allotted shares (shares)   : 2,805,480,334
    % of Paid Up Capital after capital   : 14.03
increase
    Subscription price (baht per share)  : 1.50
  Allocated to                           : Private placement (PP)
    Person(s) receiving allotment(s)     : Opus-Chartered Issuances S.A. Fund 
which is managed by Chartered Investment Germany GmbH
    Number of allotted shares (shares)   : 2,200,000,000
    % of Paid Up Capital after capital   : 11.00
increase
    Subscription price (baht per share)  : 1.50
  Allocated to                           : Private placement (PP)
    Person(s) receiving allotment(s)     : THAI IR Ltd. which is a 
special-purpose vehicle (SPV) for investment of Asean Bounty, managed by
Finansia Investment Management which is in the process of incorporation
    Number of allotted shares (shares)   : 900,000,000
    % of Paid Up Capital after capital   : 4.50
increase
    Subscription price (baht per share)  : 1.50
    Subscription period (New)            : From 25-Nov-2024 to 18-Dec-2024
    Total shares allocated to Private    : 8,805,480,334
Placement (Shares)
Remark (New)                             :
Executive Committee 's Meeting No. 17/2024, held on 12 November 2024, has 
resolved to approve the following matters:
1.	determined the subscription and payment date of newly issued ordinary shares 
via private placement, totalling not exceeding 8,805,480,334 shares with a par
value of THB 0.10 per share, at an offering price of THB 1.50, amounting to THB
13,208,220,501.00, to 5 investors or equivalent to 44.03 percent of the total
number of shares sold by the Company after the paid up of the capital increase.
The details of the investors and allocated shares are as follows:
1	CAI Optimum Fund VCC for the purpose of EDH Investments: 2,900,000,000 shares,
 totally THB 4,350,000,000.00
2	Si Suk Alley Limited: 2,705,480,334 shares, totally THB 4,058,220,501.00
3	Opus-Chartered Issuances S.A. : 2,200,000,000 shares, totally THB 
3,300,000,000.00
4	THAI IR Ltd. : 800,000,000 shares, totally THB 1,200,000,000.00
5	Trinity Securities Company Limited: 200,000,000 shares, totally THB 
300,000,000.00
Total 8,805,480,334 shares, totally THB 13,208,220,501.00
The Company has allocated portions of shares to Trinity Securities Company 
Limited acting as the Initial Purchaser for Si Suk Alley Limited and THAI IR
Ltd. Trinity Securities Company Limited will then sell or transfer 100,000,000
shares each to Si Suk Alley Limited and THAI IR Ltd., so that both entities may
hold the shares in the form of Non-Voting Depository Receipt (NVDRs).
In this respect, the Company shall complete the offering of shares within the 
period approved by the shareholders' meeting, but the period shall not exceed
three months from the date the shareholders' meeting passes the resolution to
approve the offering of the newly issued ordinary shares as specified in the
Notification of the Capital Market Supervisory Board No. TorJor. 28/2565 Re:
Approval for Listed Companies to Offer Newly Issued Shares through Private
Placement. Therefore, as assigned by the Extraordinary General Meeting of
Shareholders No. 1/2024, the Executive Committee has resolved to approve the
determination of the timeline and preliminary details regarding the offering and
allocation of newly issued ordinary shares of the Company via private placement
and the delegation of authority to the Chief Executive Officer or Chief
Financial Officer to consider and undertake all necessary, relevant and/or
related matters regarding the capital increase and subscription of newly issued
ordinary shares of the Company, including but not limited to the allocation of
all newly issued ordinary shares at once or in portions, payment of shares, as
well as establishing any other terms and details to complete the issuance and
allocation of newly issued ordinary shares with the following details.
1)	Number of newly issued ordinary shares to be offered: 8,805,480,334 shares
2)	Two subscription and payment periods of newly issued ordinary shares are as 
follows:
2.1)	Subscription and payment date of newly issued ordinary shares between 25 - 
29 November 2024, Name of Individuals who Received the Allocation of New Issued
Ordinary Shares as follow:
1.	CAI Optimum Fund VCC for the purpose of EDH Investments	of 2,900,000,000 
shares
2.	Si Suk Alley Limited of 2,505,480,334 shares
3.	Opus-Chartered Issuances S.A. of 2,200,000,000 shares
4.	THAI IR Ltd. of 800,000,000 shares
5.	Trinity Securities Company Limited of 200,000,000 shares
2.2)	Subscription and payment date of newly issued ordinary shares between 11 - 
18 December 2024,
Name of Individuals who Received the Allocation of Newly Issued Ordinary 
Shares	No. of Allocated Shares (Share) as follow:
1.	Si Suk Alley Limited of 200,000,000 shares
3)	The offering price of the newly issued ordinary shares is THB 1.50 per share,
resulting in total value for the subscription and payment of the newly issued
ordinary shares in both phases amounting to THB 13,208,220,501.00.
In this regard, should any investor have completed the subscription and payment 
for the newly issued ordinary shares, the Company will provide further
notification accordingly.
______________________________________________________________________

Issued Convertible Securities

Subject                                  : Issued convertible securities
Date of Board resolution                 : 01-Aug-2024
Type of allocated securities             : Warrants
  Allocate to                            : All common shares' shareholders
    Number of allotted warrants (units)  : 1,119,451,967
    Reserved shares for the exercise of  : Common shares
warrants
    Number of additional shares (shares) : 1,119,451,967
    Ratio (Existing shares : Warrant)    : 10.00 : 1.00
    Record date for the right to receive warrants                               
                                         : 16-Aug-2024
    Ex-rights date                                                              
                                              : 15-Aug-2024
    Offering price (baht per unit)       : 0.00
    Description of warrants
      Warrant Symbol                     : VGI-W4
      Name of warrant                    : Warrants to purchase newly issued 
ordinary shares of VGI Public Company Limited No. 4 (VGI-W4)
      Exercise ratio (warrant : share)   : 1.00 : 1.00
      Exercise price (baht per share)    : 1.50
      Term of warrants                   :
    Not exceeding 9 months from the issuance date. The Company shall not extend 
the validity period of the Warrants after the issuance
Remark (New)                             :
Executive Committee 's Meeting No. 17/2024, held on 12 November 2024, has 
resolved to approve the following matters:
Determined the issuance date of the VGI-W4 Warrant on 4 December 2024, with a 
validity period of 9 months from the date of issuance. The holders of VGI-W4
Warrants may exercise their rights once on the expiry date of the VGI-W4
Warrant, which is 3 September 2025. The exercise ratio is 1 warrant for the
right to purchase 1 ordinary share, at an exercise price of THB 1.50 per share
and delegation of authority to the Chief Executive Officer or Chief Financial
Officer to consider and undertake all necessary, relevant and/or related matters
regarding the issuance and allocation of the VGI-W4 Warrant and the exercise of
rights under the VGI-W4 Warrant, including finalise the Terms and Conditions of
the VGI-W4 Warrant, execute relevant applications and documents for the
appointment of Thailand Securities Depository Company Limited as the VGI-W4
Warrant registrar, appoint the VGI-W4 Warrant exercise agent and list VGI-W4
Warrant on the Stock Exchange of Thailand.
______________________________________________________________________
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