Masterkool International Public : Investment in Thanatawee Asset Management Company Limited (Amended)

Ref: IM1-LE-CS-22-08-03

August 10, 2022

Subject: Investment in Thanatawee Asset Management Company Limited (Amended)

Attention: The President

The Stock Exchange of Thailand

With reference to the Board of Directors Meeting of Masterkool International Public Company Limited ( the " Company" ) No. 8/ 2022, held on August 10, 2022, it was resolved to approve Capital Link Holding Company Limited ( " CLH" ) , which is a subsidiary of the Company to enter into the purchase of the Company's ordinary shares of Thanatawee Asset Management Company Limited, amounting to 2,500,000 shares, or equal to 100 percent of the paid-up capital, at a price of 9.626 baht per share, totaling 24,065,000 baht, with the details of the company submitted.

Entering into the above transaction is the acquisition of assets of the Company according to the Notification of the Capital Market Supervisory Board No. Tor. Jor. 20/2008 Re: Rules for Significant Transactions Qualified as Acquisition or Disposition of Assets, and the Announcement of the Board of Governors of the Stock Exchange of Thailand Re: Disclosure of Information and Acts of Listed Companies Concerning the Acquisition or Disposition of Assets BE 2547. The transaction has a maximum transaction size of 1.71% based on the net tangible asset value basis.

Please be informed accordingly.

Yours sincerely, -Noppachai Veeraman- (Mr. Noppachai Veeraman) Managing Director

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Company Details

1. Date of the Board of Directors' resolution August 10, 2022
2. Name of investment company

Thanatawee Asset Management Company Limited

3.	Investment objectives
	Increase revenue and profit channels for the Company
4.	Summary of financial information
	Registered capital	:	25,000,000	Baht
	Number of shares	:	2,500,000	shares
	Par value	:	10	baht
	Total assets	:	23,553,473	Baht
	Total liabilities	:	109,700	Baht
	Total shareholders' equity:	23,443,773	Baht

5. List of shareholders before and after entering into the transaction The details are in the table as follows: -

		List of Shareholders	List of Shareholders
No.	List of Shareholders	Beforetransaction	Aftertransaction
		Shares	Proportion	Shares	Proportion
1	Mr. Titiwat Kuvijitsuwan	700,000	28.00%
2	Mr. Soravit Chairoj	625,000	25.00%
3	Mr. Charles Jason Rubin	625,000	25.00%
4	Mr. Wanniwat Kitireanglarp	350,000	14.00%
5	Mr. Saroj Kolatee	200,000	8.00%
6	Capital Link Holding Co., Ltd.			2,499,998	99.99%
7	Mrs. Romrudee Siravanichkarn			1	<0.01%
8	Mr. Kriangkrai Siravanichkarn			1	<0.01%
	Total	2,500,000	100.00%	2,500,000	100.00%

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6. Nature of business

Business of buying or receiving transfer of non-performing assets from financial institutions for management and disposal.

7. List of committees before and after entering into the transaction are as follows:

No.	Committees beforetransaction	Committees aftertransaction
1	Mr. Soravit Chairoj	Mr. Noppachai Veeraman
2	Mr. Charles Jason Rubin	Mrs. Romrudee Siravanichkarn
3	Mr. Titiwat Kuvijitsuwan
4	Mr. Wanniwat Kitireanglarp

8. Source of funds used for entering into the transaction

Cash received from the sale of newly issued ordinary shares to the existing shareholders in proportion to their respective shareholdings (Right Offering) during the period from June 1, 2022 to June 8, 2022.

9. Disclosure of information in accordance with the asset acquisition criteria

Entering into the above transaction is the acquisition of assets of the Company according to the Notification of the Capital Market Supervisory Board No. Tor. Jor. 20/2551 Re: Criteria for Significant Transactions categorized as Acquisition or Disposition of Assets, and the Notification of the Board of the Stock Exchange of Thailand. Re: Disclosure of Information and Operations of Listed Companies Concerning the Acquisition or Disposition of Assets BE 2 5 4 7 . The transaction has a maximum transaction size of 1 . 7 1 based on the net tangible asset value basis less than 1 5 % , therefore, the said transaction does not qualify as an asset acquisition transaction that requires disclosure and is not a connected transaction.

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