Bangkok--23 Apr--Siam Commercial Bank
CP ALL Public Company Limited (“CPALL or the Company”), the Thai operator of the 7-Eleven ‘Convenience Food Store’, announced another stepping stone in preparing toward upcoming AEC with the major acquisition of Siam Makro Public Company Limited (“Makro”), the leader in the operation of membership based cash and carry trade centers, for a total consideration of Thai Baht 188,880 million. Makro will be a new distribution channel to export Thai small and medium enterprises (SMEs) and agricultural products as well as fresh and frozen goods such as meat products to ASEAN countries creating an opportunistic distribution channel for SME operators and Thai farmers.
Mr.Korsak Chairasmisak, Chief Executive Officer of CP ALL Plc., stated that as Thailand is moving towards AEC in the next 20 months, CPALL, an operator of 7-Eleven and a leader in Thai retail business, foresees this as an opportunity for Thai producers and manufacturers to showcase their products in ASEAN market which has population of more than 600 million people. Although Thai export products are seen as having high quality but they still need more effective distribution channels. Thus CP ALL would like to bridge this gap with confidence from experience in managing retail business for over 25 years combining with the successful operations of Siam Makro as a leading retailer dedicating to dry grocery, fresh and frozen goods, and other necessities.
CP ALL praises Siam Makro’score policies in giving back to society through actively participating in the social and economic development of the many local communities to become the center providing goods to small retailers nationwide and plans to combine this with 7-Eleven ongoing social activities with the Ministry of Commerce to local communities in all regions since 2008.
Additional benefits from this major acquisition are to strengthen the business operations of CP ALL and its subsidiaries, synergizing activities in seeking new products and services catering to customer demand as well as enhancing efficiency and economy of scale. Moreover, it also provides the opportunity to students of Panyapiwat Technological College and Panyapiwat Institute of Management, which are CP All’s educational institutions contributing to society, to have hands-on working experience. Meanwhile, employees of both companies will have an opportunity for personal development by participating in those two institutions corresponding to the Company’s policy that places importance on education and human resources development.
For the acquisition of Makro shares, the Siam Commercial Bank Plc. is appointed as Sole Financial Advisor and one of the Joint Mandated Lead Arrangers and Underwriters, together with The Hongkong and Shanghai Banking Corporation (HSBC), Standard Chartered Bank, UBS AG, and Sumitomo Mitsui Banking Corporation (SMBC), in respect of a financing package to be arranged. Baker & McKenzie is a Legal Advisor for the transaction. CPALL has signed a sale and purchase agreement with the major shareholder for stake directly and indirectly in Makro. However, such acquisition of shares shall be further proposed to shareholders’ meeting for approval. Thus CPALL will tentatively convene EGM on June 12, 2013and if the shareholders approve the acquisition of shares, CPALL will proceed to acquire Makro shares from the major shareholder and make tender offer for all securities of Makro from all other shareholders between July — August 2013 with tender offer price equal to the price mutually agreed by all parties under the sale and purchase agreement at Baht 787 per share.