“Esso Thailand” can use the ESSO brand for another 2 years after Bangchak closes the takeover deal.

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On January 12, 2566, Bangchak Corporation Public Company Limited (BCP) informed the Stock Exchange of Thailand. Regarding the resolution of the Board of Directors' meeting, it was agreed to purchase common shares directly. 2,283,750,000 shares, or 65.99% of the total issued shares of Esso (Thailand) Public Company Limited (ESSO) as of September 30, 2565, from the seller, ExxonMobil Asia Holding Pte. Ltd., which has made Share purchase agreement on January 11, 2566

Esso will continue to use the Esso brand for service stations during the transition period. which has a general period of 2 years

The purchase of ESSO shares has several important details and conditions as follows:

1. The company will purchase directly traded shares. at a price which is adjusted according to the price adjustment mechanism specified in the stock purchase contract

2. The purchase of Esso shares only after the conditions precedent specified in the share purchase agreement have been completed. (Unless a waiver is received from the seller) and/or the company, the conditions precedent of the share purchase agreement are as follows:

– Esso received approval. and/or relaxation of duties in accordance with the terms or requirements specifically specified in the Petroleum Refinery Expansion and Operation Agreement dated December 27, 2534 (including amendments) from the Ministry of Energy. or relevant government agencies so that the seller can sell the shares sold to the company In cases where approval is required or relaxation before selling the traded shares

– The company has received various approvals. According to the rules regarding trade competition law (including approval from the Trade Competition Commission and the Energy Regulatory Commission)

– The Company received the necessary approvals from the shareholder meeting to purchase shares in Esso.

– The parties agree on the final purchase price according to the share purchase contract.

The Company expects that the conditions precedent will be satisfied and the Company will be able to trade the shares traded within 12 months after the date of the share purchase agreement.

Mr. Chaiwat Kovavisarach, Chief Executive Officer of Bangchak Group and President of Bangchak Corporation Public Company Limited, said that for this investment, the relevant assets are an oil refinery with a refining capacity of 174,000 barrels per day. Oil depot network and more than 700 gas stations nationwide, which will make Bangchak It has a total oil refining capacity of 294,000 barrels per day. and a network of more than 2,100 service stations and benefit from the two refineries' complementary refining technologies. and providing comprehensive marketing services and offering more services to customers through gas stations throughout the country.

Including the exchange of knowledge and technology. Helps increase the skills and abilities of employees Strengthen your business and deliver the best experience to your customers. and prepare the Bangchak Group to move towards the energy transition.

As for funding sources, Bangchak will use funds from both external sources and loans from financial institutions. and from cash flow within the company and is prepared to make a tender offer to purchase all remaining shares after the acquisition of shares from ExxonMobil is completed. In addition, ExxonMobil will continue to carry on the business of importing lubricants and chemicals in Thailand.





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