Update on the merger between TMB Bank and Thanachart Bank ING and MOF exercise TSRs, remaining as major shareholders after the merger.

Economy News Friday November 15, 2019 11:42 —PRESS RELEASE LOCAL

Bangkok--15 Nov--TMB

TMB Bank Public Company Limited (TMB) yesterday notified the Stock Exchange that, ING Bank N.V. (ING) and the Ministry of Finance (MOF), its current major shareholders, exercise their transferrable subscription rights (TSRs) to purchase TMB newly issued shares. Consequently, they will remain the major shareholders after the merger is complete.
The TSRs were allocated to ING on a pro-rata basis from its direct holding and indirect holding through ING SUPPORT HOLDING BV, totaling 9,077,412,246 units. For the MOF, its rights are 8,498,936,101 units in total.
ING has started to exercise its rights while the MOF has fully subscribed to all its TSRs by its investment unit-Vayupak Fund 1. In addition, the MOF has shown the intention to oversubscribe in the case that other shareholders do not fully exercise their rights.
The TSR subscription period starts from November 8 to 22, and TMB expects to close the purchase of entire TBANK common shares within December this year. In addition to fund-raising from TMB's existing shareholders via TSR, all TBANK's existing shareholders including Thanachart Capital Public Company Limited (TCAP) and The Bank of Nova Scotia (BNS) will also use part of their proceeds from the sales of TBANK to subscribe to TMB newly issues share. The new shareholding structure of the Merged Bank is expected to consist of ING by 22%, TCAP 21%, MOF (including Vayupak Fund 1) 20% and BNS 6% approximately.

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