Bangkok, The SEC ordered MORE to clarify information within Jan. 17, 2024, in the case of scheduling a shareholder meeting on Jan. 19, 2024, which is related to the approval of the increase. Company’s registered capital As well as disclosing information through the SET’s information system.
As More Return Public Company Limited (MORE) sent a notice calling for the Extraordinary General Meeting of Shareholders No. 1/2024 to shareholders on January 4, 2024, with the relevant agenda. with consideration and approval of increasing the registered capital of the company in the amount of 1,076.51 million baht from the original registered capital of 358.84 million baht to a new registered capital of 1,435.35 million baht by issuing additional ordinary shares. 21,530,245,323 shares with a par value of 0.05 baht per share to be offered to existing shareholders in proportion to their shareholding (Right Offering), an amount not exceeding 14,353,496,882 shares, and to support the exercise of rights according to the warr
ants to purchase shares. The company’s 3rd ordinary shares (MORE-W3) amount to 7,176,748,441 shares. The meeting will be held on 19 Jan. 2024.
The Securities and Exchange Commission (SEC) received a complaint regarding MORE regarding the disclosure of information in the above shareholder meeting invitation letter. In the issue of calculating the impact on shareholders from the said issuance of additional capital shares. and the disclosure of information regarding the purpose of capital increase that may still be unclear. The SEC considers that such cases may have an impact on the rights of security holders or their investment decisions. invest Therefore, by virtue of Section 58 (2) of the Securities and Exchange Act B.E. 2535, MORE clarifies the following information.
1. Since MORE has set the subscription price for additional ordinary shares, Right Offering, equal to 0.05 baht per share, which is lower than the market price before the offering, therefore, if the existing shareholders of MORE do not exercis
e their rights to subscribe for the ordinary shares offered for sale, may be affected by the market price of shares (price dilution) in a significant proportion, but MORE disclosed information in the meeting notice that There is no effect on the price. The matter of exercising the right to convert warrants at a price higher than the market price has been taken into account in the calculation. This may cause MORE’s shareholders to misunderstand the significant price dilution effect and is information that shareholders need to use in making decisions.
The SEC therefore ordered MORE to explain the facts and corrective measures in this matter.
2. As MORE reveals the objectives of the capital increase and plans for using the money. The money received from the capital increase of 717.67 million baht will be used to expand current business operations. in the public utilities group Real estate business and entertainment business and/or to support expansion into health and beauty businesses in the form of Original E
quipment Manufacturer (OEM) and Original Design Manufacturer (ODM), which MORE states is in the process of studying investment information and/or analyzing the possibility. This is because the number of additional common shares offered this time is quite high. If shareholders do not exercise their rights to subscribe for shares in proportion to their shareholding, it will affect their voting rights (control dilution) by approximately 75 percent. The plan for using the additional capital is therefore important information for your company’s shareholders. Needed to be used in making decisions.
The SEC therefore ordered MORE to clarify and disclose information regarding the plan for using the additional capital increase. At least in terms of the proportion of the budget and the time period expected to be spent on each project. Brief project details and the relationship between the capital increase plan and the exercise of conversion rights of MORE-W3 warrants.
In this regard, MORE will clarify such information
to the SEC together with related documents and evidence by 17 January 2024 and publish such clarification through the information system of the Stock Exchange of Thailand.
Source: Thai News Agency