(Translation)

SABUY 037/2022

Date August 10, 2022

Subject The investment in a new drop-off business company in Malaysia (the "Joint Investment") by Sabuy Speed Company Limited and the investment in RS Public Company Limited ("RS") (Update Acquisition RS Method)

The Stock Exchange of Thailand Enclosure

1. Information Memorandum on Acquisition of Assets (Schedule 1)

SABUY Technology Public Company Limited (the "Company") wishes to inform that the Board of Directors of the Company No. 14/2022 on August 9, 2022, at 7 p.m. as the following:

1. Approved the investment by Sabuy Speed Company Limited ("SABUY SPEED"), a subsidiary of the Company with 82 percent shareholding percentage, in a new joint investment company in Malaysia (the "Joint Investment Company"), which its name will later be determined, with a registered capital of MYR 100,000. SABUY SPEED and CollectCo Services Sdn. Bhd. ("CollectCo"), a company that provides pick-up and drop-off points, which is one of the players that possesses the most extensive collection network in Malaysia with current drop-off points over 2,000 branches covering all major cities in Malaysia, with partnerships with key Market places in Malaysia such as Lazada, Shopee and Zalora etc., will respectively hold 50 percent and 50 percent of the registered capital of the Joint Investment Company, which will operate a drop-off business in Malaysia and Cross border E- Commerce. This new Joint Investment Company will help expand a service coverage of the drop-off business of the Company's group under SABUY SPEED, which currently has a total of 14,000 branches covering all area in Thailand, into other countries in the region, following the Company's group vision to be a Regional Player. SABUY SPEED will make a payment in the amount of MYR 50,000 or equivalent to THB 405,925 1 (the "Establishment of Joint Investment Company Transaction").

2. Approved the Company to invest in RS Public Company Limited ("RS") by purchasing RS ordinary shares in the amount of no more than 15,000,000 shares or equivalent to 1.54 percent of RS. RS operates a commerce business that provides contents and powerful entertainment as well as sells products. This includes establishing a system to analyze customer data and a telemarketing system. The operations consist of 3 main businesses which are commerce business, entertainment business,

1 Calculated by using the exchange rate of the Bank of Thailand at THB 8.1185 per MYR

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and music business and others. Company will invest in RS at the amount of not exceeding THB 255,000,000 through the Main Board of the Stock Exchange (the "RS Transaction").

The aforementioned transactions are considered as an asset acquisition transaction of the Company according to 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 Disposal of Assets B.E.2547 (2004), and Notification of Capital Market Supervisory Board No. Tor Jor. 20/2551 Re: Rules on Entering into material Transactions Deemed as Acquisition or Disposal of Assets ("Acquisition and Disposal of Assets Notifications"). The size of each transaction calculated from the consolidated financial statements of the Company that have been reviewed by a certified public accountant ending June 30, 2022. The transaction size are as the following:

  1. The maximum transaction size of Establishment of Joint Investment Company Transaction is 0.004 percent based on Total Value of Consideration criteria.
  2. The maximum transaction size of RS Transaction is 2.27 percent based on Total Value of Consideration criteria.

Whereas, the overall aggregated size of the asset acquisition transaction in the past 6 months of the Company and all the asset acquisition transactions stipulated in this Information Memorandum is equal to 45.73 percent based on Net Profit from Operation criteria. The size of the transaction is higher than 15 percent but lower than 50 percent. As a result, the Company is obliged to disclose information about the transaction to the Stock Exchange of Thailand ("SET") immediately. The information must be at least according to Schedule (1) attached to the announcement of the Acquisition or Disposition of Assets and to inform the shareholders in terms of written documents within 21 days from the date that the information memorandum is disclosed to the SET.

However, when considering the size of the cumulative transactions for the past 6 months until August 8 2022 and the items approved at the same time this time, deducted by the size of the transactions that the company's Extraordinary General meeting of Shareholders No. 1/2022 on August 9, 2022 approved and by the size of transactions that the circular letter has been sent to the shareholders, as detailed as disclosed to the SET on May 23, 2022, the transaction size is 3.30 percent based on the consideration value criteria, which is not yet 15 percent and hence does not fall into the criteria to send the circular letter to the shareholders of the Company within 21 days.

The aforementioned transactions are not connected transactions as the counter parties of the transactions are not connected person of the Company. According to the Announcement of the Capital Market Supervisory Board No. Tor. Jor. 21/2551 Re: Rules on Connected Transactions dated August 31, B.E.2551

(2008) (and as amended), and 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 B.E.2546 (2003) dated November 19, B.E.2546 (2003) (and as amended) ("Connected Transaction Notifications")

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Please be informed accordingly.

Sincerely yours,

SABUY Technology Public Company Limited

Ms. Duangruthai Sriwarom

Company Secretary

Authorized Person for Information Disclosure

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Attachment 1

Information Memorandum on Acquisition of Assets of Sabuy Technology Public Company Limited (List 1)

According to the Board of Directors Meeting No. 14/2022 of Sabuy Technology Public Company limited (the "Company") held on August 9, 2022, at 7 p.m., the Board of Directors passed the resolution to acquire asset as the following:

  1. The investment by Sabuy Speed Company Limited ("SABUY SPEED"), a subsidiary of the
    Company with 82 percent shareholding percentage, in a new joint investment company in Malaysia (the "Joint Investment Company"), which its name will later be determined, with a registered capital of MYR 100,000. SABUY SPEED and CollectCo Services Sdn. Bhd. ("CollectCo"), a company that provides pick-up and drop- off points, which is one of the players that possesses the most extensive collection network in Malaysia with current drop-off points over 2,000 branches covering all major cities in Malaysia, with partnerships with key Market places in Malaysia such as Lazada, Shopee and Zalora etc., will respectively hold 50 percent and 50 percent of the registered capital of the Joint Investment Company, which will operate a drop-off business in Malaysia and Cross border E-Commerce. This new Joint Investment Company will help expand a service coverage of the drop-off business of the Company's group under SABUY SPEED, which currently has a total of 14,000 branches covering all area in Thailand, into other countries in the region, following the Company's group vision to be a Regional Player. SABUY SPEED will make a payment in the amount of MYR 50,000 or equivalent to THB 405,9251 (the "Establishment of Joint Investment Company Transaction").
  2. The investment in RS Public Company Limited ("RS") by purchasing RS ordinary shares in the amount of no more than 15,000,000 shares or equivalent to 1.54 percent of RS. RS operates a commerce business that provides contents and powerful entertainment as well as sells products. This includes establishing a system to analyze customer data and a telemarketing system. The operations consist of 3 main businesses which are commerce business, entertainment business, and music business and others. Company will invest in RS at the amount of not exceeding THB 255,000,000 through the Main Board of the Stock Exchange (the
    "RS Transaction").

The aforementioned transactions are considered as an asset acquisition transaction of the Company according to 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 Disposal of Assets B.E.2547 (2004), and Notification of Capital Market Supervisory Board No. Tor Jor. 20/2551 Re: Rules on Entering into material Transactions Deemed as Acquisition or Disposal of Assets ("Acquisition and Disposal of Assets Notifications"). The size of each transaction calculated from the consolidated financial statements of the Company that have been reviewed by a certified public accountant ending June 30, 2022. The transaction size are as the following:

1 Calculated by using the exchange rate of the Bank of Thailand at THB 8.1185 per MYR

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Attachment 1

  1. The maximum transaction size of Establishment of Joint Investment Company Transaction is 0.004 percent based on Total Value of Consideration criteria.
  2. The maximum transaction size of RS Transaction is 2.27 percent based on Total Value of Consideration criteria.

Whereas, the overall aggregated size of the asset acquisition transaction in the past 6 months of the Company and all the asset acquisition transactions stipulated in this Information Memorandum is equal to 45.73 percent based on Net Profit from Operation criteria. The size of the transaction is higher than 15 percent but lower than 50 percent. As a result, the Company is obliged to disclose information about the transaction to the Stock Exchange of Thailand ("SET") immediately. The information must be at least according to Schedule (1) attached to the announcement of the Acquisition or Disposition of Assets and to inform the shareholders in terms of written documents within 21 days from the date that the information memorandum is disclosed to the SET.

However, when considering the size of the cumulative transactions for the past 6 months until August 8 2022 and the items approved at the same time this time, deducted by the size of the transactions that the company's Extraordinary General meeting of Shareholders No. 1/2022 on August 9, 2022 approved and by the size of transactions that the circular letter has been sent to the shareholders, as detailed as disclosed to the SET on May 23, 2022, the transaction size is 3.30 percent based on the consideration value criteria, which is not yet 15 percent and hence does not fall into the criteria to send the circular letter to the shareholders of the Company within 21 days.

The aforementioned transactions are not connected transactions as the counter parties of the transactions are not connected person of the Company. According to the Announcement of the Capital Market Supervisory Board No. Tor. Jor. 21/2551 Re: Rules on Connected Transactions dated August 31, B.E.2551

(2008) (and as amended), and 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 B.E.2546 (2003) dated November 19, B.E.2546 (2003) (and as amended) ("Connected Transaction

Notifications")

The Company would like to inform the details of acquisition of assets abovementioned as follow:

1. Transaction Date

1.1 Establishment of Joint Investment Company Transaction

Subsequent to Board of Directors Meeting No. 14/2022 which held on August 9, 2022, with the resolution approving the Transaction, SABUY SPEED is expected to enter into Joint Venture Agreement with CollectCo within September 2022 and the closing of the Transaction to be within October 2022 or as mutually agreed by both parties.

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Sabuy Technology pcl published this content on 11 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 August 2022 11:45:36 UTC.