04 Nov 2021 17:23:00
Notification of the resolution of the Board of Directors Meeting No. 6/2021 regarding the determination of allocation ratio of newly issued ordinary shares offering to existing shareholders in proportion to their shareholding (Edited2)
Schedule of Shareholders' meeting Subject : Schedule of Extra-General Meeting of Shareholders Date of Board resolution : 26-Aug-2021 Shareholder's meeting date : 01-Nov-2021 Beginning time of meeting (h:mm) : 10 : 00 Record date for the right to attend the : 10-Sep-2021 meeting Ex-meeting date : 09-Sep-2021 Significant agenda item : - Capital increase - The issuance of convertible securities Venue of the meeting : With the meeting format via electronic media (E-EGM) ______________________________________________________________________ Increasing Capital Subject : Specifying the purpose of utilizing proceeds Date of Board resolution : 26-Aug-2021 Number of additional common shares : 311,580,130 (shares) Total of additional shares (shares) : 311,580,130 Par value (baht per share) : 0.50 Type of allocated securities : Common shares Allocated to : All Common shares' shareholders Number of allotted shares (shares) : 240,963,856 Ratio (Old : New) : 4.67435 : 1 Subscription price (baht per share) : 41.50 Subscription period : From 14-Dec-2021 to 20-Dec-2021 Record date for the right to : 08-Nov-2021 subscribe additional shares Ex-Rights Date (XR) : 05-Nov-2021 Allocated to : Reserved shares for the right adjustment of convertible securities Number of allotted shares (shares) : 116,274 Allocated to : Reserved shares for the exercise of convertible securities Number of allotted shares (shares) : 70,500,000 Remark (Update) : In this regard, the allocation ratio of newly issued ordinary shares offering to existing sharholders (Right Offering) equivalent to 4.558 - 5.053 existing shares per 1 newly issued ordinary share (the calculation will be divided into 2 cases, i.e., no JMT-W2 and JMT-W3 holders who exercise the right to convert this time and in the event that all holders of JMT-W2 and JMT-W3 exercise the conversion rights of JMT-W2 and JMT-W3 in full amount on the above exercise date). The Board of Directors will determine the final allocation ratio after knowing the exact result of the exercise of JMT-W2 and JMT-W3 conversion rights within October 12, 2021. The Board of Directors Meeting No. 6/2021 held on 4 October 2021 has determined the allocation ratio (after the result of the exercise of JMT-W2, JMT-W3 and JMT-ESOP W1) which is equivalent 4.67435 existing shares to 1 newly issued ordinary share. In the allocation of the newly issued ordinary shares of the Company to the existing shareholders of the Company in proportion to their respective shareholdings (Rights Offering) as mentioned above. The Board of Directors has the right to, at its discretion, not offer or allocate such newly issued ordinary shares to any person or subscriber, which may include the existing shareholders of the Company in the United States, and any other countries as the Company deems appropriate, which the Company may further notify (if any) or it may result (a) In an act that is contrary to any laws, rules, or regulations of Thailand or abroad and/or the Articles of Association of the Company or (b) The Company has any obligations or obligations to perform or to take any further action other than those required by laws or regulations relating to the issuance and offering for sale of securities under Thai law or (c) Not in accordance with the rules, procedures or conditions prescribed by the Company for the offering or allocation of such newly issued ordinary shares ______________________________________________________________________ Issued Convertible Securities Subject : Issued convertible securities Date of Board resolution : 26-Aug-2021 Type of allocated securities : Warrants Allocate to : Existing Shareholders who subscribe for additional shares Number of allotted warrants (units) : 70,500,000 Reserved shares for the exercise of : Common shares warrants Number of additional shares (shares) : 70,500,000 Ratio (additional shares : Warrant) : 3.418 : 1 Offering price (baht per unit) : 0 Description of warrants Warrant Symbol : JMT-W4 Name of warrant : Warrants to purchase ordinary shares of the Company No.4 Exercise ratio (warrant : share) : 1 : 1 Exercise price (baht per share) : 90.00 Term of warrants : 3 years ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. In case you have any inquiries or clarification regarding this announcement, please directly contact listed company or issuer who made this announcement.