Big C Supercenter Public : Notification on Receipt of Disclosure of Additional Information on Tender Offer

บริษัท บิ๊กซี ซูเปอร์เซ็นเตอร์ จ ำกัด (ส ำนักงำนใหญ่) (มหำชน)

เลขที่ 97/11 ชั้น 6 ถนนราชด าริห์ แขวงลุมพินี เขตปทุมวัน กรุงเทพฯ 10330

โทร. [phone]

ทะเบียนนิติบุคคล /เลขประจ ำตัวผู้เสียอำกร :3-63-36000-1075-0 Big C Supercenter Public Company Limited (Head Office) No. 97/11, 6th Floor, Rajdamri Road, Lumpini Sub-district, Pathumwan District, Bangkok 10330

Tel. [phone]

Company Registration Number / Tax ID : 3-63-36000-1075-0

GRC 017/2017

4 August 2017

Subject: Notification on Receipt of Disclosure of Additional Information on Tender Offer Attention: The President,

The Stock Exchange of Thailand

Big C Supercenter Public Company Limited (the "Company") would like to inform you that today (4 August 2017) the Company has received the Disclosure of Additional Information on the Tender Offer for Securities (Form 247-4) from BJC Supercenter Company Limited and Saowanee Holdings Company Limited, collectively the Offerors, as per the attachment.

Yours sincerely,

Mr. Aswin Techajareonvikul

Chief Executive Officer & President

In case of inquiry, please contact:

Corporate Governance and Company Secretary Division Tel.[phone] ext 1095, 1892

(Translation)

4 August 2017

Re: Amendment to Tender Offer for Securities of Big C Supercenter Public Company Limited

Attn: The Secretary General of the Office of Securities and Exchange Commission The President of the Stock Exchange of Thailand

Directors and Shareholders of Big C Supercenter Public Company Limited Reference: The Tender Offer for the Securities of Big C Supercenter Public Company Limited,

dated 6 July 2017

BJC Supercenter Company Limited and Saowanee Holdings Company Limited, as the Offerors, and The Siam Commercial Bank Public Company Limited, as the preparer of the tender offer, has filed the tender offer (Form 247-4) for securities of Big C Supercenter Public Company Limited (the "Company") to the Office of the Securities and Exchange Commission on 6 July 2017.

The Offerors and the preparer of the tender offer would like to amend the Tender Offer

(Form 247-4). The amendment is as attached with this letter.

(Translation)

This English translation of the First Amendment to Tender Offer document has been prepared solely for the convenience of the foreign shareholders of Big C Supercenter Public Company Limited and should not be relied upon as the definitive and official Amendment to Tender Offer document of the Offerors. The Thai language version shall be regarded as the definitive and official Amendment to Tender Offer document of the Offerors and shall prevail in all respects in the event of any inconsistency or discrepancy between the Thai version and this English translation.

Amendment to the Tender Offer for Securities of Big C Supercenter Public Company Limited

Note: The added information is in bold with underline and the deleted information is in bold and struck out

1. Amend information in Part 1 Page 4 Clause 4 Objectives of the Tender Offer

   Original Statement

   "…the Company and the Offerors currently have no plan to reduce their shareholdings in BIGC. Consequently, the Company shall make a tender offer for the entire securities of BIGC for the delisting of the BIGC securities from being the listed securities on the Stock Exchange in order to resolve the issue with respect to and alleviate the fees to be incurred as a result of the incompliance of the shares distribution requirement under the Listing Qualifications"

   Amended Statement

   "…the Company and the Offerors currently have no plan to reduce their shareholdings in BIGC. Consequently, the Company shall make a tender offer for the entire securities of BIGC for the delisting of the BIGC securities from being the listed securities on the Stock Exchange in order to resolve the issue with respect to and alleviate the fees to be incurred as a result of the incompliance of the shares distribution requirement under the Listing Qualifications. In this regard, BJC, the majority shareholder, who has significant influence over the policy-making, management or operation of BJCT and Saowanee Holdings will be the supporter in securing the financing in respect of the Tender Offer. In addition, the Company has assigned BJCT and Soawanee Holdings to be the joint Offerors in making a tender offer for the entire securities of BIGC.

2. Amend information in Part 1 Page 4 Clause 5 Type and Amount of the Offered Securities

   Original Statement

   "As at the date of submission of the Tender Offer, the Business has only one class of security, namely ordinary share. The Business has a total of 825,000,000 (Eight Hundred and Twenty-Five Million) issued and paid-up ordinary shares. The Offerors directly and indirectly hold 807,991,813 (Eight Hundred and Seven Million Nine Hundred Ninety-One Thousand Eight Hundred and Thirteen) ordinary shares"

   Amended Statement

   "As at the date of submission of the Tender Offer, the Business has only one class of security, namely ordinary share. The Business has a total of 825,000,000 (Eight Hundred and Twenty-Five Million) issued and paid-up ordinary shares. The Offerors directly and indirectly hold 807,991,813 (Eight Hundred and Seven Million Nine Hundred Ninety-One Thousand Eight Hundred and Thirteen) ordinary shares"

3. Amend information in Part 1 Page 6 Clause 12 Source of Funds for the Tender Offer Original Statement

   "In the event that shareholders, who are not the Offerors and persons under Section 258 of the Offerors,

   tender the entire 17,008,187 shares"

   Amended Statement

   "In the event that shareholders, who are not the Offerors and persons under Section 258 of the Offerors, tender the entire 17,008,187 shares"

4. Amend information in Part 2 Page 4 Clause 1.2 (3) List of top ten shareholders Original Statement

Shareholding Structure of the Offerors

TCC Top Enterprise Limited

Mr. Charoen Sirivadhanabhakdi

Khunying Wanna Sirivadhanabhakdi

North Park Real Estate Co., Ltd

48.99% 25.50% 25.45% 0.06%

Other Shareholders

TCC Corporation Co.,

Other Companies in TCC

Berli Jucker Public Co., Ltd

25.12% 64.59%

BJC Logistics and Warehouse Co., Ltd

100.00%

BJC Retail Holding Co., Ltd

50.00% 50.00%

99.95% 0.05%

BJC Supercenter Co., Ltd

SAMPHUNSAMER Co.,

50.00%

100.00%

50.00%

10.29%

Saowanee Holdings Co.,

71.48%

26.46%

Big C Supercenter Public Co., Ltd

Source: Latest shareholders' list of each company and information from the Company