Oishi Group Public Company Limited or OISHI Notify the Stock Exchange of Thailand that The Board of Directors’ Meeting No. 4/2023 held on March 10, 2023 acknowledged the proposal of Thai Beverage Public Company Limited or ThaiBev Subject: Notification of intention to make a tender offer for all ordinary shares of the Company and agreed to propose to the shareholders’ meeting of the Company to consider and approve the delisting of the Company’s securities from being listed securities on the Stock Exchange of Thailand This is in accordance with the letter of intention to make a tender offer for all ordinary shares of the Company. for the delisting of the Company’s securities from being listed on the Stock Exchange of Thailand dated March 10, 2023
ThaiBev is the Company’s major shareholder as of December 13, 2022. ThaiBev holds 298,720,398 shares of the Company, representing 79.66% of the total issued and paid-up shares of the Company. ThaiBev intends to make a tender offer for the remaining 76,279,602 ordinary shares of the Company, representing 20.34 percent of the total issued and paid-up shares of the Company. for the delisting of the company’s securities from being listed securities on the Stock Exchange of Thailand At the offering price of 59.00 baht per share, which is not lower than the highest price calculated in accordance with the determination of the tender offer price for delisting of securities in accordance with the rules prescribed in the Notification.
In addition, such offering price may be changed in case of events that cause or may cause serious damage to the business as assets. or any other event that materially affects the determination of the offering price.
In this regard, ThaiBev informed that the reason and background of making a tender offer for all ordinary shares of such company are as follows
- ThaiBev sees that the current trading volume of the company’s shares on the stock market There are not many, ThaiBev therefore considers that making a tender offer for all of the Company’s ordinary shares to delist the company’s securities this time This will increase options and opportunities for minority shareholders of the company to sell their shares.
- ThaiBev Group is in the process of conducting a feasibility study regarding the plan to restructure the operations and business operations of the food business group. and non-alcoholic beverage business groups within the group to increase management efficiency or increase the potential of doing business by organizing food business groups and beverage business group that does not have alcohol to be more clear which includes the restructuring of the business in various matters This may be done in the form of buying and selling. or transfer assets or rights by merger, transfer of rights under financial contract, strategy or direction of business operation, management policy change, employee transfer, borrowing-lending, fundraising in the form of etc. The aforementioned restructuring may involve transactions or transactions between the Company and ThaiBev. and companies in the ThaiBev group. ThaiBev will consider implementing such plans as appropriate in the future. due to plans There is still uncertainty. Therefore, there may be additions or changes. Therefore, the delisting of the Company’s securities from being listed securities It will be able to increase flexibility in managing the business and the restructuring plan even more.
- Since the Company will no longer be a listed company on the SET, such action will also reduce the expenses associated with being a listed company.
For the results of the first quarter of 2023 (between October 1 – December 31, 2022), there was a net profit of 316.96 million baht, a decrease of 18.37% compared to the same period last year with a net profit of 388.29 million baht due to cost of sales. And providing services totaled 2,409 million baht, an increase of 23.5%, which was an increase in the proportion greater than the increase in sales. This was a result of an increase in raw material costs.
In addition, selling expenses in the first quarter amounted to 293 million baht, an increase of 28.6% due to investment in brands. “Oishi Green Tea” and marketing activities to drive sales of the beverage business. Including an increase in operating expenses in the restaurant due to the expansion of restaurant branches.
As for the performance of the year 2022 ending September 30, 2022, the company had a net profit of 1,197.45 million baht, an increase of 119.04% compared to the same period last year with a net profit of 546.69 million baht, while total sales and service income. at 12,696 million baht, an increase of 29.3% as a result of the growth of both beverage and restaurant businesses