Ref No : HRD 386/2015
Dated 2 December 2015
Subject: Submission of Copy of the Tender Offer to Purchase Securities of Hemaraj Land And Development Public Company Limited (Form 247-4)
Attention : President
The Stock Exchange of Thailand
Atttachment : Tender Offer for the securities of Hemaraj Land and Development
Hemaraj Land and Development Public Company Limited ('the Company') would like to inform you that the Company has received the Tender Offer to Purchase Securities of the Company from WHA Venture Holding Company Limited as a Tender Offeror on 2 December 2015 as this attachment.
Please kindly be informed accordingly.
Your faithfully,
Mr.Krailuck Asawachatroj Deputy Managing Director
(Translation)
By
Tender Offer Preparer
JVS FINANCIAL ADVISORY COMPANY LIMITEDTender Offer Agent
SCB SECURITIES COMPANY LIMITED ContentPage | ||
Part 1 | Significant Elements of the Tender Offer | 3 |
Part 2 | Information on the Offeror | 6 |
1. Details of the Offeror | 6 | |
2. Detail of the Preparer of the Tender Offer | 13 | |
3. Details of Other Advisor | 13 | |
4. Relationship between the Offeror and Hemaraj/major shareholders/directors of Hemaraj | 14 | |
5. Other Relevant Information for the Shareholders' Decision Making | 16 | |
Part 3 | Information on the Company | 17 |
1. Details of the Company | 17 | |
2. Business Plan after Takeover | 21 | |
Part 4 | Additional Information of the Tender Offer | 22 |
1. Tender Offer Acceptance Procedures | 22 | |
2. Procedure for the purchase of securities | 24 | |
3. Rights of securities holders who confirmed their Tender Offer | 26 | |
4. Cancellation of the Tender Offer | 26 | |
5. Procedure of returning the Ordinary Shares to the Offerees for the case that Tender Offer process has been cancelled | 27 | |
6. Determination of the Offer Price | 28 | |
7. Securities acquired before the Tender Offer | 28 | |
Part 5 | Certification of Information | 29 |
Appendix A | Map of SCB Securities Company Limited | |
Appendix B | Tender Offer Acceptance Procedure and Forms | |
Appendix C | Tender Offer Cancellation Procedure and Forms | |
Appendix D | Tender Offer Acceptance Procedure and Forms For Non-Voting Depository Receipt (NVDR) | |
Appendix E | Amendment of Securities Holder Information Form |
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Tender Offer for Securities of HEMRAJ
Form 247-4
'This English translation of the Tender Offer document has been prepared solely for the convenience of foreign shareholders of Hemaraj Land and Development Public Company Limited and should not be relied upon as the definitive and official Tender Offer document of the Offeror. The Thai language version of the Tender Offer document is the definitive and official document for the Offeror and shall prevail in all respects in the event of any inconsistency with the English translation.'
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