Bangkok--19 May--SiamCommercial Bank
The Siam Commercial Bank Public Company Limited (the “Bank”) would like to inform on the disclosure made by the Bank to the Stock Exchange of Thailand (the “SET”) on May 19, 2011 that on May 18, 2011, the Bank issued an intention to make a tender offer to purchase all securities of The Siam Industrial Credit Public Company Limited (“SICCO”) with details as follow.
Due to an increasingly tough competition in financial markets in respond to Financial Liberalization Policy, the policy to allow commercial banks to expand the scope of business, SICCO will face direct impact on future business . In addition, the Bank has to comply with the One Presence Policy of the Financial Sector Master Plan imposed by the Bank of Thailand where each financial group can only possess one deposit taking entity. For many years, the Bank had proceeded with the divestment of SICCO’s shares held by the Bank using several approaches including finding any investors who have interest to invest in SICCO. The Bank received some interests from both local and foreign investors, however, the Bank was unable to reach a conclusion with any investors. In the latest attempt, the Bank held a public auction for SICCO’s shares held by the Bank. Nonetheless, there was no investor submitting the non-binding bid to the Bank for consideration, and as a result, the public auction of SICCO shares held by the Bank is concluded.
The Bank viewed that the appropriate action with least effect to the shareholders of SICCO is for the Bank to make a tender offer to purchase all securities of SICCO in order to delist SICCO’s securities from the SET at the offer price of Baht 6.89 (Six Baht and Eighty-Nine Satang) per share or the price as per the regulations set out in the relevant notifications of the Securities and Exchange Commission (the “SEC”). Upon the delisting of SICCO’s securities from the SET, the Bank has a plan to subsequently liquidate SICCO and return SICCO’s finance business license to the authority. As such, the Bank will specify the appropriate measures to help SICCO’s depositors and endeavor to take care SICCO’s employees and other parties related SICCO from any potential impact that may arise.
Nonetheless, the commencement of this tender offer to purchase all securities of SICCO in order to delist SICCO’s securities will be conditional upon the followings.
1. Obtain an approval from the Bank’s Board of Directors and general meeting of shareholders to proceed with such action
2. Obtain an approval from general meeting of shareholders of SICCO to delist SICCO’s securities from the SET and
3. Obtain necessary approvals from the governing authorities and other relevant parties including the Office of the SEC and the SET to proceed with such action.
Lastly, the Bank is hopeful that this procedure shall be carried on smoothly with a satisfactory outcome to all parties and the Bank will eventually be able to close this matter.
The Siam Commercial Bank Public Company Limited