10 มิถุนายน 2540
ANNOUNCES CAPITAL INCREASE, ALLOCATION OF NEW SHARES
Dusit Thani Plc. (DTC) was resolved at the board of directors's
meeting no. 3/1997 held on June 10, 1997, as below:
1. To raise the company's registered captital from Bt600 million to
Bt850 million through an issuance of 25 million new common share with Bt10
each of par value. These new shares are for a private placement to
Investment Partnership Affiliated To the Goldman Sachs Group L. P. and/or
Thai financial institution assigned by Goldman Sachs Group L. P., at the
price of Bt30 apiece. The issue will be proposed at the extraordinary
shareholders' meeting for an approval.
2. To hold the extraordinary meeting no. 1/1997 on Friday, July 18,
1997, 2.30 p.m., in Wimanmek Rm., Dusit Thani Hotel. The share
registration book will be closed, to entitle shareholders for attending
the meeting, on Friday June 27, 1997 at 12.00 a.m. The book will be kept
closed until the meeting is over. This shareholders' meeting is to
consider approvals for following issues:
- Deregulation for Investment Partnership Affiliated to the
Goldman Sachs Group L. P. or Thai financial institutions assigned by
Goldman Sachs Group L. P. to acquire the mentioned common shares without
the necessity to make a tender offer for the business' entire shares.
- To amend the memorandam of associates to be in line with the
the capital increase, and to change the amount of paid-up capital.
3. To appoint Securities One Plc. (S-ONE) as the financial advisor to
express opinions and comments to DTC's shareholders in various topics
related to the acquisiton of DTC's shares by Goldman Sachs Group L.P.
4. Allocation details:
Allocated Number of Selling Price Subscription & Note
To Share (Baht/Share) Paid-up Date
Investment 25 million 30 September 5, 1997 Bt750
Partnership million
Affiliated To The totally
Goldman Sachs Group L.P.
Details of investor:
Investment Partnership Affiliated To The Goldman Sachs Group L.P.
- Established in USA in 1869, having a representative office
in Thailand on the 2nd floorr of Monthathip Court, Regent Hotel, 155
Rajadamri Rd., Bangkok 10330
- Registered as a corporation on December 31, 1996 with a
registered capital of US$5,309 million
- Operate a business as an investment banker
5. Capital increase objective and utilisation of fund mobilised: The
company will spend the proceeds to repay debts that incurred from
investment in shares of Philippine Hoteliers, Inc. and Dusit Sinthorn Co.,
Ltd.
- Investment in Philippine Hoteliers, Inc.
The company has acquired 3,515,177 shares, with the par
value of 100 peso apice, in Philippine Hoteliers, Inc. at the price of
193.59 peso. This accounts for 85.76% of the registered capital. Payment
for 3,123,554 shares has already been arranged, making a total of about
Bt595 million, including expenses. The payment was arranged from DTC's
off-shore loan.
- Investment in Dusit Sinthorn Co., Ltd.
DTC has invested in 50% of Bt2.2 billion registered capital
of Dusit Sinthong Co., Ltd. The investment was partially funded by the
proceeds of Bt618 million mobilised from a previous capital increase
conducted on August 22, 1995 by issuing 15.45 million new shares at the
par value of Bt40 apiece and the proceeds of Bt243 million raised from
another capital increase of 8.1 million shares with the par value of Bt30
apiece. The remaining Bt239 million was from an off-shore loan.
Comment: Please verify details in R-SIMS.
Translated by The Nation