Sabuy Technology Public Company Limited (SET: SABUY) has announced that its Board of Directors on August 12, 2022, approved the investment in Asiasoft Corporation Public Company Limited (SET: AS) with a total investment value of over THB 1,800 million.
The company planned to purchase up to 73,720,904 ordinary shares in Asiasoft Corporation Public Company Limited (SET: AS) or equivalent to 15.70 percent of the total shares in AS and up to 33,837,554 units of the Warrants to Purchase the Ordinary Shares in AS No. 2 (AS-W2) from Mr. Pramoth Sudjitporn and Ms. Saowaluck Jitsumrit (collectively referred to as the “AS Existing Shareholders”) where the ordinary shares to be received by the company from this transaction in the case where the AS-W2 and the Warrants to Purchase the Ordinary Shares in AS Allocated to the Directors, Executives and Employees of AS and its Subsidiaries (AS-WB) have been exercised in full, will account for 21.00 percent (i.e. 14.39 percent for the AS Shares and 6.61 percent for the exercise of the AS-W2) of the total shares in AS after the exercise of such rights. AS is an online entertainment service provider and is a leading online game operator in South East Asia.
In this regard, SABUY will make a payment of up to THB 1,710,062,347 to the AS Existing Shareholders. In any case, the company will exercise the right to purchase the ordinary shares under the AS-W2 at the exercise price of THB 3.50 per share, or equivalent to the total amount of up to THB 118,431,439.
As such, the value of such investment is up to THB 1,828,493,786.
In addition, SABUY stated that it will issue and offer the company’s newly issued ordinary shares to specific persons (Private Placement) of 26,121,350 shares at the offering price of THB 20.00 per share, totaling THB 522,427,000 in which the offering price of such capital increase shares is a price of not less than 90 percent of the weighted average price of the company’s shares on the Stock Exchange of Thailand of the past 15 business days which equals to THB 17.05 per share to one investor in a private placement, namely, Ms. Saowaluck Jitsumrit. The said investor is a natural person who has real investment potential including having appropriate knowledge and experience or the potential to benefit or promote the company’s operations in the long term, or to be a Strategic Shareholder.
SABUY stated that the transaction will create an alliance between the company and the AS Group, which is a leading online game operator in South East Asia whose online game services include over 33 PC games and mobile games in five countries, ranging from free-to-play MMORPG, FPS and casual games, as well as offering of in-game items, serving as a platform that generate a large number of micro-transactions and repeat customers, resulting in extensive use of payment services and substantial user database, which will give an opportunity to the company to expand its ecosystem from having access to a larger customer base and to offer a wider range of products and services.
The merger of both companies’ ecosystems will increase an opportunity for the growth of revenue and cash flow of both companies and also increase an opportunity to continually generate returns, asset growth rate, profit and cash flow to the company and its shareholders in the long run.
Moreover, the company will acquire the land and buildings which can be developed into warehouses, product distribution centers, data centers, including staff training centers to accommodate the expansion of the company’s ecosystem in the future. The company can use the tangible assets to be acquired as collateral for its loans.
Meanwhile, the Boards also approved the sale of up to 27,083,415 ordinary shares or equivalent to 11.06 percent of the total shares in Plus Tech Innovation Public Company Limited (PTECH) to TSR via an entire business transfer where the company will receive consideration of up to THB 595,835,130.