BCP sets the trading price of "ESSO shares" at 9.8986 baht/share after completing the merger deal with a total value of 1.16 billion baht, preparing to tender 34%.

Bangchak Corporation Public Company Limited (BCP) Notified the Stock Exchange of Thailand on August 28, 2566 that the company has filed a declaration of intent to acquire securities for business takeover (Form 247-3) of Esso (Thailand) Public Company Limited (Esso) To the Securities and Exchange Commission Stock Exchange of Thailand and Esso

BCP will enter into the process of making a tender offer to purchase all remaining shares 1,177,108,000 shares (representing 34.01% of all issued and sold common shares of ESSO). The company has complied with the regulatory conditions before the acquisition.Shares of Esso (Thailand) Public Company Limited (ESSO) All completed, BCP and ESSO agreed on the final purchase price on August 25, 2566 at 9.8986 baht per share, with the total purchase price being 11,651.72 million baht.

The company expects to purchase 2,283,750,000 ESSO common shares, or 65.99%, from ExxonMobil Asia Holdings Pte.Ltd (the seller) at a value of 22,605,926,000 baht, or 9.8986 baht/share, and will pay the price for the common shares. to the seller on August 31, 2566

The trading price of the business's shares According to the share purchase agreement, it is equal to 9.8986 baht per share. The said purchase price will depend on the results of business operations that result in changes in net debt and debt equivalents. working capital and other items as specified in the share purchase agreement As specified below, such adjusted items will be based on the latest quarterly financial statement, reviewed before the date of completion of the share purchase transaction, as follows:

Enterprise Value of 55,500 million baht

• deduct Net debt and debt equivalents (Total liabilities minus cash and cash equivalents)
• plus Other financial adjustment items
• plus Related working capital improvements The difference between the relevant working capital as of the date of the underlying financial statements. and working capital for business operations at normal levels together with improvements in the quantity and price of hydrocarbon inventories.
• plus Adjusting other items as specified in the share purchase agreement which includes Inventories of the business importing lubricants and chemical solutions, which are not part of the transaction. Compensation paid by the seller to the business For entities that are not part of transactions after the date of the underlying financial statements (if any), deduct dividends due during the period after the date of the financial statements. and before the date of entering into the stock trading transaction This is calculated as the value of shareholders' equity (Equity Value).

refer : https://weblink.set.or.th/dat/news/202308/0420NWS280820230845050757T.pdf