No. BWG-MD 016/2558
May 15th , 2015
Subject
To
Determining Details of BWG-W2 and BWG-W3
Directors and Managers
The Stock Exchange of Thailand
Better World Green (Public) Company Limited (“Company”) has passed the resolution determining
the description of warrants to purchase ordinary shares of the Company No. 2 (BWG-W2) and warrants to
purchase ordinary shares of the Company No. 3 (BWG-W3) with the following details;
1. Warrants to Purchase Ordinary Shares of the Company No. 2 (BWG-W2)
Warrants to purchase ordinary shares of Better World Green (Public) Company
Category of Warrant
Limited No. 2 allocated to existing Company’s shareholders at the ratio of 8
existing ordinary shares to 1 unit of warrant (“Warrant No. 2” or “BWG-W2”)
Transferable warrants containing shareholder name expressing the right to
Type of Warrant
purchase company shares
399,861,237 Units
Number of Issued and
Offered Warrants
399,861,237 shares (Par value of 0.25 Baht per share) calculated as 12.50
Number of Ordinary Shares
percent of the Company’s as of May 8th, 2015 total number of paid-up shares
Reserved for Exercising
Rights According to Warrants of 3,198,889,892 shares (Par value of 0.25 Baht per share)
Offering Method
Hence, if the reserved ordinary shares for exercising rights according to
warrants in BWG-W2 and BWG-W3 are combined, the total number of shares
is 799,722,474 (Par value of 0.25 Baht per share). This amounts to 25.00
percent of the Company’s total number of paid-up shares of 3,198,889,892
shares (Par value of 0.25 Baht per share) as of May 8th, 2015.
Allocation to all existing Company shareholders at the ratio of 8 existing
ordinary shares to 1 unit of warrant (any fraction will be discarded). However,
the Company determines the list of Company shareholders having the right to
receive this warrant on June 3rd, 2015 and gathers all names pursuant to
Section 225 of Securities and Exchange Act by means of book closing on
June 4th, 2015.
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Offering Price per Unit
0 (Zero) Baht per Unit
6 months from the date of issuance and offering
Warrant Term
Date of Issuance and Offering June 9th , 2015
of Warrants
1 unit of warrant per 1 new ordinary share (subject to change according to
Exercise Ratio
rights adjustment conditions)
1.50 baht per share (Par value of 0.25 Baht per share) (subject to change
Exercise Price
according to rights adjustment conditions)
Warrant holders can exercise rights for 2 periods according to warrants as
Exercise Term
follows;
1st Period
Rights can be first exercised on the last business day of the
quarter following the quarter which Warrant No. 2 or BWG-W2 is issued and
offered. The first date of exercising rights falls on September 30th, 2015.
2nd Period (Final)
Rights can be exercised on the date that falls on
Warrant No. 2 or BWG-W2 completes the term of 6 months. The final date of
exercising rights falls on December 8th , 2015.
In cases where the final date for exercising rights falls on the same date as a
holiday of the company, the aforementioned last date for exercising rights is to
be moved to the last business day before the aforementioned last date for
exercising rights with the period to express the intention to exercise rights
required to be at least 15 days before the aforementioned rights exercise date.
Expiry Date of Warrant
Registrar of Warrant
Secondary Market of
Warrants
Secondary Market of Ordinary
Share Occurred from
Exercise of Rights
December 8th , 2015
Thailand Securities Depository Company Limited.
The Company will list the warrant with the Stock Exchange of Thailand.
The company will list the ordinary shares occurred from exercise of rights
according to the issued and offered warrants with the Stock Exchange of
Thailand.
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2. Warrants to Purchase Ordinary Shares of the Company No. 3 (BWG-W3)
Warrants to purchase ordinary shares of Better World Green (Public) Company
Category of Warrant
Limited No. 3 allocated to existing Company’s shareholders at the ratio of
8 existing ordinary shares to 1 unit of warrant (“Warrant No. 3” or “BWG-W3”)
Transferable warrants containing shareholder name expressing the right to
Type of Warrant
purchase company shares
399,861,237 Units
Number of Issued and
Offered Warrants
399,861,237 shares (Par value of 0.25 Baht per share) calculated as 12.50
Number of Ordinary Shares
percent of the Company’s as of May 8th, 2015 total number of paid-up shares
Reserved for Exercising
Rights According to Warrants of 3,198,889,892 shares (Par value of 0.25 Baht per share)
Offering Price per Unit
Hence, if the reserved ordinary shares for exercising rights according to
warrants in BWG-W2 and BWG-W3 are combined, the total number of shares
is 799,722,474 (Par value of 0.25 Baht per share). This amounts to 25.00
percent of the Company’s total number of paid-up shares of 3,198,889,892
shares (Par value of 0.25 Baht per share) as of May 8th, 2015.
Allocation to all existing Company shareholders at the ratio of 8 existing
ordinary shares to 1 unit of warrant (any fraction will be discarded) However,
the Company determines the list of Company shareholders having the right to
receive this warrant on June 3rd, 2015 and gathers all names pursuant to
Section 225 of Securities and Exchange Act by means of book closing on
June 4th, 2015.
0 (Zero) Baht per Unit
Warrant Term
1 year from the date of issuance and offering
Offering Method
Date of Issuance and Offering June 9th , 2015
of Warrants
1 unit of warrant per 1 new ordinary share (subject to change according to
Exercise Ratio
rights adjustment conditions)
1.50 baht per share (Par value of 0.25 Baht per share) (subject to change
Exercise Price
according to rights adjustment conditions)
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Exercise Period
Warrant holders can exercise rights for 4 periods according to warrants as
follows;
1st Period
Rights can be exercised on the last business day of the
quarter following the quarter which Warrant No. 3 or BWGW3 is issued and offered. The date of exercising rights falls
on September 30th, 2015.
2nd Period
Rights can be exercised on the last business day of the
quarter following the 1st period of exercising rights. The
date of exercising rights falls on December 30th, 2015.
3rd Period
Rights can be exercised on the last business day of the
quarter following the 2nd period of exercising rights. The
date of exercising rights falls on March 31st, 2016.
4th Period (Final) Rights can be exercised on the date that falls on Warrant
No. 3 or BWG-W3 completes the term of 1 year. The final
date of exercising rights falls on June 8th , 2016.
In cases where the final date for exercising rights falls on the same date as a
holiday of the company, the aforementioned last date for exercising rights is to
be moved to the last business day before the aforementioned last date for
exercising rights with the period to express the intention to exercise rights
required to be at least 15 days before the aforementioned rights exercise date.
June 8th , 2016
Expiry Date of Warrant
Thailand Securities Depository Company Limited
Registrar of Warrant
Secondary Market of Warrants The Company will list the warrant with the Stock Exchange of Thailand.
The company will list the ordinary shares occurred from exercise of rights
Secondary Market of
according to the issued and offered warrants with the Stock Exchange of
Ordinary Share Occurred
Thailand.
from Exercise of Rights
Your kind attention is highly appreciated.
Best regards,
(Mr.Suwat Luengviriya)
President & CEO
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