SET adds new listed securities : CPF19C2301A to be traded on August 9, 2022

Information Memorandum

Description, Term and Condition of Derivative Warrants

Offering Method	Direct Listing
Credit Rating		AA (tha) by Fitch Ratings (Thailand) Co., Ltd.
Registrar and Warrants Agent	Thailand Securities Depository Co., Ltd.
Exercise of Warrants	Automatic Exercise
Exercise Expenses charged by Issuer	None
Exercise Procedure

1. The Cash Settlement Amount is the cash amount per unit.
2. In case of that the Underlying Asset of Derivative Warrants is a stock ("Stock DW"), The Cash Settlement Amount can be calculated from the difference between Settlement Price and Exercise Price multiplied by Exercise Ratio as shown below.
   Derivative Call Warrants: Cash Settlement Amount = (Settlement Price - Exercise Price) x Exercise Ratio
   Derivative Put Warrants: Cash Settlement Amount = (Exercise Price - Settlement Price) x Exercise Ratio
3. In case of that the Underlying Asset of Derivative Warrants is an index ("Index DW"), The Cash Settlement Amount can be calculated from the difference between Settlement Price and Exercise Price multiplied by Multiplier as shown below.
   Derivative Call Warrants: Cash Settlement Amount = (Settlement Price - Exercise Price) x Multiplier
   Derivative Put Warrants: Cash Settlement Amount = (Exercise Price - Settlement Price) x Multiplier
4. The Net Cash Settlement Amount is Cash Settlement Amount deducted by Exercise Expense.
5. On the Exercise Date, if The Net Cash Settlement Amount is greater than zero, DW will be automatically exercised without notice being given to the DW holders. The issuer shall pay Net Cash Settlement Amount to the DW holders as stated in the term of DW.

1. DW holders can deny the exercise of DW by informing their broker. Then the DW holders need to follow the procedure of their broker.
2. Issuer will request SET to suspend the sale and purchase trading of DW for 3 business days before Maturity Date (including Maturity Date) in order to determine the right to exercise DW of holder.
   Issuer will announce the Book Closing Date not less than 5 business days prior to the Book Closing Date through the SET Information Disclosure System.

Settlement Procedure

If Automatic Exercise occurs, issuer will proceed as follows,

1. If there is no Market Disruption Event, the Issuer will pay the Net Cash Settlement to the Holder's bank account or issue a crossed cheque to the registered Holder on the Automatic Exercise Date and send the cheque by registered mail within 5 business days following Automatic Exercise Date.
2. If there is a Market Disruption Event,
3. 1. If the Market Disruption Event occurs before or on the Last Trading Date and ends within 30 days after Last Trading Date, the Settlement Price shall be the Closing Price of the Underlying Asset on the first trading day after the Market Disruption Event ends.
   2. If the Market Disruption Event occurs on or before the Last Trading Date and ends not less than 30 days after Last Trading Date,

2.1) The Issuer shall announce the Fair Value of the Underlying Asset within 20 days of 30 days after the Last Trading Date.

2.2) The Issuer shall use the Fair Value of the Underlying Asset calculated by a Financial Advisor approved by the SEC which is made not more than 50 days before the date that the Issuer informs the Fair Value. The Fair Value of Underlying Asset shall be deemed to be the Settlement Price.

The Issuer will pay the Net Cash Settlement ( if any) to the Holder' s bank account or send a crossed cheque to the registered Holder on the Automatic Exercise Date and send by registered mail within 9 business days following the day that the Issuer determines the Fair Value or the Settlement Price.

Adjustment of Exercise Ratio/Conversion Ratio and Exercise Price

1. Stock DW

The Issuer shall adjust Exercise Price and Exercise Ratio ("Adjustment") through the term of the Derivatives Warrants when any of the following events occur:

1. Issuing of new ordinary shares to existing shareholders
   The Underlying Company offers to sell its new ordinary shares to existing shareholders, in which the netprice per share of the new ordinary shares is less than 100% of the closing price of the last business day prior to the day the SET posts the XR sign. The Adjustment of Exercise Price and Exercise Ratio shall be immediately effective from the day the shares go ex-rights, defined as the day the SET posts the XR sign in cases where the new shares are offered to existing shareholders.
2. Stock dividend
   The Underlying Company pays out all or part of its dividend in the form of ordinary shares to its shareholders. The Adjustment of Exercise Price and Exercise Ratio shall be immediately effective from the first day the shares go ex-dividend, defined as the day the SET posts the XD sign.
3. Cash dividend
   The Underlying Company pays out cash dividend to its shareholders. The Adjustment of Exercise Price and Exercise Ratio shall be immediately effective from the first day the shares go ex- dividend, defined as the day the SET posts the XD sign.
4. Stock split or reverse stock split
   The Underlying Company changes the par value of its shares as a result of a split or consolidation of its issued shares. The Adjustment of Exercise Price and Exercise Ratio shall be immediately effective from the date that the change in par value takes place.
5. Merger and Consolidation
   If it is announced that the Underlying Company is to or may ( 1) merge or consolidate with or into any other corporation ( including becoming, by agreement or otherwise, a subsidiary of or controlled by any person or corporation) except where the Underlying Company is the surviving corporation in a merger or; (2) sell or

transfer all or substantially all of its assets. The Last Trading Day of ordinary shares of the Underlying Company will be the Maturity Date of the Derivatives Warrants. The Issuer shall announce the notification following the SET Information Discloser's regulation.

The holders shall remain their rights under the Terms and Conditions; and the Issuer shall perform any of its obligations under the Terms and Conditions and shall proceed with any conduct that protects the interest of the holders.

1. The calculation of the Adjustment of Exercise Price and Exercise Ratio in accordance with (a) through (e) are independent of each other and shall be conducted in accordance with the chronology of events which happened since the Issue Date till the Last Trading Date. In cases where these events simultaneously occur, the calculation shall be conducted in the manner of series announced by the Underlying Company.
   The calculation of the Adjustment of Exercise Price will be rounded to the nearest 3 decimal points. The calculation of the Adjustment of Exercise Ratio will be rounded to the nearest 5 decimal points.
2. In all cases other than (a) through (e) where the Holders' rights and benefits are in jeopardy, the Issuer shall consider and, if necessary, make the Adjustment to Exercise Price and/ or Exercise Ratio fairly without deteriorating the Holder's rights or benefits. The decision of the Issuer shall be final. In this regard, the Issuer shall disclose the details of any Adjustment in accordance with the SET' s Information Discloser Regulation and the relevant institutes' regulations.
3. Except those stated in a) through e) or other cases where the Issuer sees as appropriate, there shall be no Adjustment in any other case.

2. Index DW

Issuer shall not adjust the Multiplier and Exercise Price of Index DW, except that there are the reasonable event occurs that causes material impact to the holders. Issuer will consider using a reasonable and fair method to adjust the Multiplier and/or Exercise Price. Such immediate adjustment will not cause any inferiority but to reduce the impact and damage from such events. This adjustment is to include the adjustment date of the Multiplier and/or Exercise Price and effective date.

Issuer will notify the holders according to the rule and method of SET and other relevant regulators.

Event and Consequences of default

The following events are considered as Event of Default:

1. The Issuer fails to settle the cash or the Underlying Assets as stated in the Terms and Conditions, and the failure persists over a period of 7 consecutive business days, except in any case where the failure arises from the delay or disruption of the payment system or securities settlement system.
2. The Issuer significantly fails to perform any of its obligations under the Terms and Conditions of DW and the failure continues over a period of 15 days after the Holder has made the written notification to the Issuer, requesting it to perform its obligations under the Terms and Conditions of DW.
3. All properties or major properties of the Issuer are seized by creditors or those properties are in the process of being seized over a period of 7 consecutive days.
4. The Issuer fails to pay a debt of not less than 100,000,000 Baht or its equivalent in another currency as (1) the Issuer does not pay such debt within the existing due date or within the extended due date allowed by creditors or ( 2) creditors prematurely call to pay such debt according to the creditors' right on the event of default in related contractual agreement. However, such failure must have significant negative impact on the Issuer's ability to repay the debt regarding the Derivatives Warrants and the failure persists over a period of 7 consecutive days.
5. The Annual General Meeting of the Issuer approves the dissolution of the company except the dissolution for purposes pursuant to a merger, consolidation, amalgamation or restructuring where a continuing entity effectively assumes all of the Derivatives Warrants related obligations of the Issuer.
6. Upon initiation of proceeding on the business rehabilitation with the Issuer or requesting the Court of competent jurisdiction adjudging the Issuer to be bankrupt under the relevant laws or winding up, dissolution by order or any resolution of the Issuer under the law or by seizure of the Issuer' s assets by judgment and by such proceeding, judgment, order or resolution has not been cancel or revoke within 60 days commencing from the initiation of such proceeding or order thereof.

If any of the Event of Default shown in a), b), c) or d) occurs, the Issuer must hold a Meeting of the Holders ("Meeting") in accordance with its obligations under the Terms and Conditions of the DW whereas;

1. The Meeting may approve the default of the Issuer. Hence, the Derivatives Warrants shall be immediately exercised from the date of Meeting whereby the closing price of the Underlying Asset on the date of Meeting is used as the Settlement Price. If the closing price of the Underlying Asset on the date of Meeting cannot be