Press Release

With strong shareholder support, CGS gets unanimou

Suthida Chirapatsakul, Chief Executive Officer of Country Group Securities PCL (CGS), said the shareholders meeting approved the plan to restructure the company’s organization as a holding company: “Country Group Holding Public Company Limited” (CGH). The objectives of this restructuring are to handle investments and to hold stakes in CGS. The holding company will make a tender offer to buy all shares of Country Group Securities through share swaps. The share swap between CGH and CGS will have an exchange ratio of 1 ordinary share of CGS to 1 ordinary share of CGH.

If CGH’s tender offer to buy CGS shares goes smoothly, it will become a major shareholder in CGS, with more a than 75% stake. Ordinary shares of CGH will also be listed on the Stock Exchange of Thailand (SET), replacing ordinary shares of CGS. In turn, CGS will be delisted from the SET at the same time.

“I would like to thank all of CGS’ shareholders for your support of the company’s transformation. Your support reflects that you have a good understanding of the company’s business direction, which will move forward aggressively in the future. The tender offer for all CGS shares in payment and exchange for ordinary shares in CGH will be completed within August 2014. The share swap ratio is 1-to-1. This is a historical change for CGS in order to accommodate future business expansion and competition,” Suthida Chirapatsakul added.

Moreover, CGS’ shareholders also approved to pay cash dividends to its shareholders for its 2013 performance at 0.11 baht per share for a total of 284,871,783.24 baht, or 90.60% of net profit (after corporate tax payments). This dividend payout is in line with the company’s dividend policy. The remaining net profit will be reserved as working capital for the business’ future expansion. CGS dividend payment is scheduled to be on May 15, 2014.