25 มีนาคม 2557
Notification of Progress of the Offering Plan of New Investment Units of CPNRF (Revise)
Fund's increasing capital
Subject : Fund's increasing capital
Date announced (Update) : 25-Mar-2014
Allocated to : - Unitholders
Number of additional investment units : 576,150,000
(units) (Update)
Ratio (Old : New) (Update) : 1 : 0.3521
Subscription price (baht per unit) (New) : 14.80 to 15.20
Expected Date to be announced final : 08-Apr-2014
subscription price (New)
Book-closing date for the right to : 21-Nov-2013
subscribe additional investment units
Ex-rights date (XR) : 18-Nov-2013
Remark (Update) :
The Meeting of Unitholders of the CPN Retail Growth Leasehold Property Fund
(CPNRF) (the "Fund") No. 1/2013 held on 24 July 2013 has passed the resolution
to approve the capital increase of the Fund in the amount of not exceeding Baht
12,600,000,000 through the issuance and offer for sale of not exceeding
800,000,000 additional investment units for the investment in the additional
real properties of Central Plaza Chiangmai Airport Project. The Meeting has also
authorized SCB Asset Management Company Limited (the "Management Company") to
have the power to determine the amount of the capital to be increased, the
number and the price of the additional investment units to be offered for sale,
details of loan (if any) and details of the real properties, as well as the
appropriate price of investment in the additional real properties, including the
power to arrange for an approval of the capital increase and the amendments to
the Fund Management Project in the issues relating thereto from the Office of
the Securities and Exchange Commission (the "Office of the SEC") which was
approved by the Office of the SEC on 24 March 2014.
Initially, the Management Company had announced the subscription period of the
additional investment units, the subscription ratio and the offering price
range which have been adjusted as a result of the political unrest and offences
in Thailand which cause the uncertainty of overall market condition.
In this regard, the Investment Committee of the Fund has evaluated the
situation and is of the opinion that at present, the market condition has
regained stability even though the political unrest and offences are still
ongoing. Therefore, the Investment Committee of the Fund deemed it appropriate
to determine the subscription period of the additional investment units
including all relevant information in relation to the offer and subscription of
the additional investment units at this time, with the details as follows;
1. Subscription period of the additional investment units
1.1 For existing unitholders who are retail investors
Subscription period during 1 - 4 April 2014
1.2 For existing Unitholders who are special subscribers, owners of the real
properties, the same group of such persons and persons who are qualified under
the private placement
Subscription period during 8 - 10 April 2014
2. As the market condition and the market price of the additional investment
units have been substantially affected by the political instability during the
past period, the Management Company deemed it appropriate to make the following
adjustments:
2.1 Adjustment of the offering price range, maximum offering price and final
offering price of the additional investment units
The offering price range had previously been determined at the range of Baht
15.50-16.00 per unit and the maximum offering price which shall be paid by the
unitholders at Baht 16.00 per unit. In this regard, the offering price range
will be adjusted to Baht 14.80 - 15.20 per unit and the maximum offering price
which shall be paid by the existing unitholders at Baht 15.20 per unit. The
final offering price will not differ for more than approximately 8 percent (?8
percent) from the preliminary offering price previously notified by the
Management Company. The Investment Committee shall make an announcement of the
final offering price on 8 April 2014 through the websites of the Stock Exchange
of Thailand and the Management Company.
3. Adjustment of the subscription ratio (4 decimal places) for the subscription
of the additional investment units
The subscription ratio which had previously been announced at the ratio of 1
existing investment unit per 0.3385 additional investment unit will be adjusted
to the ratio of 1 existing investment unit per 0.3521 additional investment
unit.
4. Adjustment of the total number of the additional investment units to be
issued and offered for subscription
The number of the additional investment units will be adjusted from the number
of 553,950,000 units to the number of 576,150,000 units.
Details of Adjustments Information prior to adjustments Adjusted Information
Offering Price Range (Baht/Unit) 15.50 - 16.00 14.80 - 15.20
Maximum Offering Price (Baht/Unit) 16.00 15.20
Subscription Ratio per 1 existing investment unit 0.3385 0.3521
Total number of the additional investment units to be issued and offered for
subscription (Units) 553,950,000 576,150,000
In this regard, the Management Company shall deliver the notification letters in
relation to the rights of the unitholders to subscribe for the additional
investment units of the Fund to unitholders at the address provided to the
Management Company and unitholders can examine their subscription rights via
www.scbam.com from 26 March 2014 onwards and can make additional inquiries
through the Customer Relations Division of the Management Company at telephone
no. 0-2777-7777 press 0 and, then, press 6, during 8.30 - 17.00 hrs. of every
business day.
The Management Company shall allocate additional investment units to the private
placement in the case that the allotment ratio according to the entitlement of
the existing unitholders results in any of the existing unitholders having the
rights to subscribe a fraction of an investment unit that cannot be allotted as
a full investment unit, such fraction of the investment unit shall be rounded
down to the nearest full number. The Management Company shall then combine the
remaining investment units from such allotment with the investment units which
are not subscribed due to the existing unitholders having waived their rights,
or having not made a timely subscription, or having not made a full
subscription, or for any reason whatsoever, and offer them for sale by an
allotment to the existing unitholders wishing to subscribe the additional
investment units in excess of their rights and/or to specific investors (Private
Placement) who are qualified as special subscribers under the relevant
notifications of the Office of the Securities and Exchange Commission according
to the method as the Management Company deems appropriate.
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This announcement was prepared and disseminated by listed company or issuer
through the electronic system which is provided for the purpose of dissemination
of the information and related documents of listed company or issuer to the
Stock Exchange of Thailand only. The Stock Exchange of Thailand has no
responsibility for the correctness and completeness of any statements, figures,
reports or opinions contained in this announcement, and has no liability for any
losses and damages in any cases. In case you have any inquiries or
clarification regarding this announcement, please directly contact listed
company or issuer who made this announcement.