Summary · why it matters
Asset World Corp Public Company Limited, or AWC, announced that its Board of Directors, at an extraordinary meeting 1/2569 held on 25 September 2569, approved the disposal of five assets to the AWC Lifestyle Properties Real Estate Investment Trust, or AWR, at a minimum total sale price of 48.449 billion baht, with the preliminary transaction value expected to fall within a limit of 50 billion baht. The assets to be sold comprise the Banyan Tree Samui hotel project at a minimum price of 6.463 billion baht, the Banyan Tree Krabi Resort hotel project at 4.884 billion baht, the Melia Koh Samui hotel project at 5.895 billion baht, the Pattaya Marriott hotel project at 6.1 billion baht, and The Empire project at 25.107 billion baht. If all five projects are sold together, the minimum sale price must be no less than 48.449 billion baht, excluding value-added tax, specific business tax, stamp duty, and expenses related to the transaction. The Board also approved the establishment of two subsidiaries to serve as the asset lessee and property manager of AWR, namely AWC Hotel Property Company Limited, or AWR-Hs, with initial registered capital of 199.99999 million baht, in which AWC holds 99.99999995%, and AWC Commercial Property Manager Company Limited, or AWR-R, with initial registered capital of 9.99999 million baht, in which AWC holds 99.999999%. Both companies are scheduled to be established within September 2569. In addition, AWC approved the company's subscription for trust units of AWR of not more than 28% of the total issued and sold trust units, using cash flow, loans from financial institutions, and/or other funding sources, while the final investment amount will depend on the trust unit offering price and the fundraising value determined by AWR. AWC stated that the disposal of all five projects represents a transaction size of not more than 25% of the company's total assets under the total consideration criteria, based on total assets in the financial statements for the second quarter of 2569 ending 30 June 2569, and therefore constitutes a small-scale transaction and is not a connected transaction. Regarding future plans, AWC acknowledged a study of assets for possible disposal to AWR, with an initial phase studying nine projects, including Bangkok Marriott Hotel The Surawongse, Bangkok Marriott Marquis Queen's Park, The Ritz-Carlton Phuket Resort and Spa, Fairmont Bangkok Sukhumvit, Phuket Marriott Resort and Spa Nai Yang Beach, Kimpton Hua Hin Resort Beach Club, Asiatique The Riverfront Destination, The Hotel Plaza Athenee Nobu Bangkok, and InterContinental Chiang Mai Mae Ping Hotel. The transaction remains subject to relevant conditions precedent, including approval from the Securities and Exchange Commission for the trust manager and the issuance and offering of trust units, the establishment of AWR and sufficient fundraising to invest in the assets, consent from lenders, hotel managers, and relevant counterparties, due diligence results satisfactory to AWR, and the absence of any event causing a material adverse effect on the assets or the related transaction.
Asset World Corp Public Company Limited