SET Announcements
13 December 2001
TRANSACTION DISCLOSURE OF ASSETS SALE TRANSACTION
Transaction Disclosure of Assets Purchase and Sale Transaction
of
CH. Karnchang Public Company Limited
Whereas the Board of Director Meeting No.4/2001 of CH. Karnchang Public Company Limited
held on 11th December, 2001. The resolution of the meeting authorized The Company to
sell 74.55 percent staked in Bangkok Metro Company Limited in the amount of Baht 373 million to
Bangkok Expressway Public Company Limited and/or the person and/or justice persons as follows:
1) Date-Month-Year of Transaction
Whereas the Boards of Director Meeting No.4/2001 of CH. Karnchang Public Company Limited
held on 11th December, 2001. The Company has the Board of Director resolution to sell
74.55 percent stacked in Bangkok Metro Company Limited in the amount of Baht 373 million to
Bangkok Expressway Public Company Limited and/or the person and/or juristic person.
2) Related Parties
Sale : CH. Karnchang Public Company Limied
Buyer : Bangkok Expressway Public Company Limited acquires no more than
3,000,000 shares of Bangkok Metro Company Limited at the price equal to the
par value of Baht 100 per share from CH. Karnchang Public Company Limited.
The rest of 11,909,994 shares shall be sold to Person and /or Juristic Person
Selling Securities : Share of Bangkok Metro Company Limitd
Relation : CH. Karnchang Public Company Limited is the shareholder of Bangkok
Expressway Public Company Limited in the amount of 100,167,750 shares or
13.01 percent of the registered capital Baht 8,000 million and the paid-up capital
Baht 7,700 million as of 21st March, 2001. The rest of 86.99 percent is not
relation with The Company. The Company is also the shareholder of Bangkok
Merto Company Limited in the amount of 17,909,994 shares or 89.55 percent of
the registered capital of Baht 2,000 million and the paid-up capital of Baht 501
million.
3) Nature of Relevant Assets
Regarding to the Stock Exchange of Thailand on matter of principal, methodology, and disclosure of
asset purchase and sale transaction of the listed company, the selling shares of Bangkok Metro
Company Limited in the proportion of 74.55 percent is regarded to be disclosed to the Stock
Exchange of Thailand. The Company has to hold the Board of Director Meeting and report to the
Stock Exchange of Thailand. The Company must disclose the transaction of assets purchase and sale
transaction by Accounting No.1.
4) Detail of Selling Assets
The Issuer : Bangkok Metro Company Limited
Type of Securities : Common Share
Type of Business : Bangkok Metro Company Limited is the concessionaire operating
subway project for the Mass Rapid Transit Authority of Thailand
"MRTA". The Agreement for the MRTA Initial System Project,
Chaloem Ratchamongkhol Line on 1st August, 2000 for the period of 25
years from the commencement of the Revenue Service.
Place : 587 Sutthisran Road, Dindaeng, Dindaeng, Bangkok
Total Shares : 20 million shares
Par Value : Baht 100.
Capital: Baht 2,000 million.
Paid-up Capital: 25.04 percent or Baht 501 million
Shareholder List : 1. CH. Karnchang Public Company Limited 89.53558 percent
2. ABN Amro Asia Securities Public
Company Limited 0.47926 percent
3. Mr. Plew Trivisvavet 0.00002 percent
4. Mr. Kamthorn Trivisvavet 0.00002 percent
5. M.L. Prasobchai Kasemsant 0.00002 percent
6. Mr. Chali Sophonpanich 0.00002 percent
7. Mr. Sombat Kitjalaksana 0.00002 percent
8. Mr. Narong Sangsuriya 0.00002 percent
9. Mr. Sompodh Sripoom 0.00002 percent
10. Expert Transport Company Limited 9.98502 percent
Board of Directors : 1. Mr. Plew Trivisvavet
2. Mr. Kamthorn Trivisvavet
3. M.L. Prasobchai Kasemsant
4. Mr. Sombat Kitjalaksana
5. Mr. Chali Sophonpanich
5) Total Sale
Total sale of Bangkok Metro company Limited from Bangkok Expressway Public Company Limited
and/or person and/or juristic person is 373 million Baht by cash payment .
6) Total Transaction Value
CH. Karncahng Public Company Limited will sell common shares of Bangkok Metro Company
Limited in the amount of 14,909,994 shares or not excess of 74.55 percent of its registered capital at
Baht 25 per share (the par value of Baht 10 per share), being a total value of Baht 373 million.
7) Comparative Net Tangible Assets Between Bangkok Metro Company limited and The Company
= Total Net Tangible Assets of Bangkok Metro Company Limied
Total Net Tangible Assets of The Company
= 18.30% which less than 50 percent and is the transaction No.2., the
meeting of the Board of Directors Meeting has to be held and reported to the Stock Exchange of Thailand
and Transaction Disclosure.
8) Comparative Net Profit
= Net Profit After Tax of Bangkok Metro Company Limied
Net Profit of The Company
= Not Available because Bangkok Metro Company Limited has not
operation yet.
9) Comparative Return Receive with The Company Assets
= Total of Return Receive
Total of The Company Assets
= 2.43%
10) Par Value of the Listed Company for Payment of Buying
= Par Value of the Listed Company
Share Value of the Selling
= Not Available because it is not issued shares for payment of buying.
11) The Benefit in the Future
CH. Karnchang Public Company Limited expected to receive the sale of investment in Bangkok Metro
Company Limited in the amount of 373 million Baht.
Besides The Company will has reduced the inject capital in Bangkok Metor Company Limited in the
future.
12) Plan for Money Received
CH. Karnchang Public Company Limited will use the received sale of investment in Bangkok Metro
Company Limited for working capital.