JWD InfoLogistics Public Company Limited (JWD) completed the share swap transaction with SCG Logistics Management Company Limited (SCGL) according to the merger plan, the company’s name will be changed to “SCGJWD Logistics Public Company Limited” and will start using the new trading symbol “SJWD” effective on February 17.
This significant move will elevate the merged company to become the largest logistics and supply chain service provider in the ASEAN region pertaining to the customer base and increased asset, with services covering customers in the B2B, B2B2C and C2C groups, through from upstream, midstream to downstream of all industrial groups and increasing business expansion capability from a strong capital structure.
Mr. Charvanin Bundikitsada, Chairman of the Executive Committee and Chief Executive Officer of JWD Pcl. (JWD), ASEAN’s recognized expert in logistics and supply chain, announced that, after the company has received the approval from the shareholders to merge with SCG Logistics Management Co., Ltd. (SCGL) on February 14, 2023, the company has acted on the shareholders’ decision through a share swap by reducing capital and increasing the company’s registered capital to 905,510,153.00 baht from the original 510,000,000.00 baht and issuing ordinary shares to increase capital in the amount of not more than 791,020,363 shares at a par value of 0.50 baht per share for allocating and offering in private placement (PP) to SCGL’s shareholders at a price of 24.02 baht per share as compensation for the transfer of SCGL’s ordinary shares instead of payment in cash. As a result, SCGL’s shareholders will become shareholders of JWD, representing 43.7 percent of JWD’s total voting shares after the conclusion of this transaction.
Presently, the merger transaction has been completed, thus the company is changing the company’s name to “SCGJWD LOGISTICS PUBLIC COMPANY LIMITED” as from February 14, 2023, and will use “SJWD” as the trading symbol on the Stock Exchange of Thailand (SET) as from February 17, 2023, and will consolidate the business results of JWD and SCGL as from Q1/2023 onwards.
JWD Chairman of the Executive Committee and CEO further said that the merger leading to the emergent SCGJWD Logistics Plc. will elevate the company to become the leading and largest integrated logistics and supply chain service provider in the ASEAN region, as measured by revenue and profit, and business operations covering nine ASEAN countries, namely, Cambodia, Lao PDR, Myanmar, Vietnam, Indonesia, as well as Southern China, etc. The company is also capable of providing services covering the B2B (business-to-business), B2B2C (business-to-business-to-customer) and C2C (customer-to-customer) groups in all industrial groups.
The perfect synergy between JWD and SCGL will help to increase business capability and competitiveness, optimize the offering of a wider range of services and products, increase the efficiency of multimodal transportation services, and to be able to better manage and reduce costs from shared resources such as IT systems, transport vehicles, etc.
The merger will also help to increase investment opportunities through possessing a strong capital structure to support further growth opportunities in the logistics industry. While the interest-bearing debt to total equity ratio (IBD/E Ratio) of JWD before the merger was 1.8 times, after the merger to become SCGJWD Logistics Plc., this will be reduced to only 0.4 times.
While the performance on the back of the merger will become even more outstanding, the pro-forma consolidated financial statements for the year 2021 of SCGJWD Logistics Plc. will show a total revenue of 25,548 million baht and a net profit of 1,152 million baht, while the first six months of the year 2022 will show a total revenue of 14,270 million baht and a net profit of 584 million baht. It is expected that the proportion of income from abroad in the future will increase to at least 50 percent from the current proportion of JWD’s foreign income of over 20 percent, due to the growth capability of the business in the region.
The operations under SCGJWD Logistics Plc., with subsequent new trading symbol SJWD, will combine the strengths of JWD with its expertise in specialized logistics services, and SCGL’s competency in logistics for industrial customers and a highly-regarded reputation of its professional work culture.
The new company, with its 2,400-strong combined customer base, more than 2.3 million square meters of warehouse space of all types and truck parking lots, more than 12,000 trucks and more than 240 barges, has planned for sustainable growth in the ASEAN region through the five strategies.
These are: (1) Increasing revenue from cross-sale and up-sale from existing customer bases of both SCGL and JWD; (2) Adding value to existing services that each party has expertise in; (3) Connecting service bases seamlessly in the ASEAN region; (4) Providing D2C (Direct-to-Consumer) services to meet evolving customer needs; and, (5) Continually growing the scope of services in new businesses, such as industrial real estate, software development services for logistics management, etc.
“Under the merger into SCGJWD Logistics Plc., the new company’s business management structure will have Mr. Bunn Kasemsup, representing SCGL group, and myself, jointly managing the business as Co-CEOs (Co-Chief Executive Officers). I am confident that with the strongly enhanced capability, we will be able to fulfill all the needs of our customers and grow along with the fast expanding logistics and supply chain demands, and can effectively challenge any world-class competitors,” Mr. Charvanin concluded.