June 29, 2022
Subject | Notification of the Cessation of Subsidiary Status |
To | President |
The Stock Exchange of Thailand |
Noble Development Public Company Limited (the "Company") would like to inform that the Company sold the investment in RC Area Co., Ltd., the subsidiary of the Company, according to the resolution of the Company's Board of Directors meeting. The details are as follows:
Date of transaction | : June 29, 2022 |
Details of the assets | : Ordinary shares of RC Area Co., Ltd. totaling 1,000 ordinary shares, |
and claims on shareholder loan | |
(Registered and paid-up share capital of Baht 100,000, held by | |
the Company accounted for 99.80%) | |
Buyer | : BTS Group Holdings Public Company Limited |
Relationship between the buyer | : The buyer is the 8.40% shareholder of the Company |
and the Company | (information as at May 10, 2022), which is not classified as a |
connected person. | |
Total value of consideration | : Baht 199,000,000 (One Hundred and Ninety-Nine Million Baht) |
Impact on the Company's | : None |
operations or financial position |
This transaction is not classified as a connected transaction as defined under the notification of the Capital Market Supervisory Board No. TorJor. 21/ 2551 Re: Rules on Connected Transactions dated August 31, 2008 (as amended) and the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Other Acts of Listed Companies Concerning the Connected Transactions dated November 19, 2003 (as amended). Upon consolidating the investment value at this time with the value of asset disposition during the past 6 months, the transaction size is less than 15%, which is not regarded as the transaction to be disclosed pursuant to Notification of the Capital Market Supervisory Board No. TorJor. 20/2551 Re: Rules on Entering into Material Transactions Deemed as Acquisition or Disposal of Assets dated August 31, 2008 (as amended) and the Notification of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Other Acts of Listed Companies Concerning the Acquisition and Disposition of Assets, 2004 dated October 29, 2004 (as amended). However, such disposition of investment causes RC Area Co., Ltd. to cease from the Company's subsidiary status.
Please be informed accordingly.
Sincerely,
(Mr. Arttavit Chalermsaphayakorn) Chief Financial Officer
Authorised Person to Disclose Information
Noble Development Public Company Limited NOBLE Building, 1035 Ploenchit Road, Pathumwan, Bangkok 10330 Tel. (66 2) 251-9955 Fax. (66 2) 251-9977