Asia Aviation Public : Notification of the exercise of convertible debentures and conversion price calculation (Amended)
June 17, 2022 at 01:53 am EDT
Share
AAV14/2022
June 16, 2022
Subject: Notification of the exercise of convertible debentures and conversion price calculation (Amended)
Attention: President
The Stock Exchange of Thailand
Asia Aviation Public Company Limited ("the Company") has offered and newly issued the convertible debentures on December 14, 2021 pursuant to the agreement in respect of "THB 2,200,000,000 Zero Coupon Convertible Debentures No. 1/2021 Due 2023 with Mandatory Conversion Condition" to North Haven Thai Private Equity, L.P. ("NHTPE") and Bangkok Bank Public Company Limited ("BBL"). Subsequently on June 16, 2022 NHTPE has notified the exercising of the conversion debentures rights as follows:
Amount of debentures
Exercise the right
Remaining
Number of
Number of remaining
(Units)
to conversion
debentures after
shares derived
shares reserved
(units)
conversion
from conversion
(shares)
(June 16, 2022)
(units)
(shares)
NHTPE
BBL
NHTPE
BBL
NHTPE
BBL
NHTPE
BBL
NHTPE
BBL
1,000,000
1,200,000
250,000
-
750,000
1,200,000
142,857,142
-
428,571,429
685,714,286
On June 16, 2022
NHTPE notified the conversion of "THB 2,200,000,000 Zero Coupon Convertible Debentures No. 1/2021 Due 2023 with Mandatory Conversion Condition" amount 250,000 units (THB 250 million) to 142,857,142 ordinary shares.
The conversion price of THB 1.75 per share which is a convertible price of less than 90 percent of the market price, which is calculated from the weighted average price of the
Company's shares in the SET for the past 7-15 business days.
The weighted average prices of the Company's shares for the past 7 business days (information from www.set.or.th) are as follows :
Date
Trading Shares Value
Volume of trading Shares
(Million Baht)
(Million Shares)
June 15, 2022
14.46
5.24
June 14, 2022
61.98
22.47
222, Don Mueang International Airport, 3rd Fl., Central Office Bldg., Room no. 3200, Vibhavadee Rangsit Road,
Weighted average market price for 7 business days (THB/Shares)=
Trading Value
255.34
= 91.40 = 2.79
90% of the weighted average market price (THB/Share)= 2.51
Consequently, the conversion price as of June 16, 2022 which equals to THB 1.75 per share, is lower than 90 percent of the market prices and NHTPE will be prohibited from selling the converted shares within a period of one year from the date of receipt the convertible debentures. After a period of 6 months from the date of receipt of convertible debentures, NHTPE can gradually sell the prohibited shares in the amount of 25 percent of the total prohibited shares in accordance with the rules under the Notification of the Stock Exchange of Thailand Re: Rules, Conditions and Procedures for Consideration of an Application for the Acceptance of Ordinary Shares or Preferred Shares in a Capital Increase as Listed Securities B.E. 2558 (2015).
As mentioned above, NHTPE will receive the converted shares this time at the amount of 142,857,142 shares representing 25 percent of the total prohibited shares. However, from the date of 14 June 2022, NHTPE is entitled to sell such converted shares because it is the end of the sale restriction period of the first 6 months from the date of receipt of the convertible debentures.
Please be informed accordingly.
Yours sincerely,
(Mr. Santisuk Klongchaiya)
Chief Executive Officer
Authorized to sign on behalf of the Company
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Asia Aviation pcl published this content on 17 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 June 2022 05:52:05 UTC.
Asia Aviation Public Company Limited is a Thailand-based holding company. The Company is engaged in investing in a low-fare airline or relevant business in relation to airline operations under the brand Thai Air Asia. Its segments include scheduled flight operations, and chartered flight operations. Its scheduled flight operations provide passenger air transportation services to routine destinations for scheduled flights. Its chartered flight operations provide passenger air transportation services to non-routine destinations. Flights are operated when there is a hiring from customers who normally are tourist agency companies. It sells tickets through its distribution channels such as the Website, sales counter and travel agents. Its subsidiaries include Thai AirAsia Co., Ltd., which is engaged in low-fare airline service, and Asia Aviation Center Co., Ltd., which provides an academy institution of learning and competency development for the aviation tourism and hospitality industries.