01 October 2003
EGCOMP's Lending to GEC
No. EGCO 110/388
Date : October 1, 2003
Attn : President of the Stock Exchange of Thailand
Subject: EGCOMP's lending to GEC
According to the approval in principle of the Board of Directors' Meeting
of Electricity Generating Public Company Limited (EGCOMP) No. 9/2003
held on August 25, 2003, to lend EGCOMP's fund to Gulf Electric Public
Company Limited (GEC) for the purpose of prepayment of GEC's bridge loan,
EGCOMP would like to inform the Stock Exchange of Thailand (SET) that
EGCOMP has lent Baht 434,006,501.16 to GEC since October 1, 2003.
In accordance with the Notification of the SET, Re: Rules, Procedures and
Disclosure of Connected Transactions of Listed Company, the aforementioned
transaction is qualified as a connected transaction. Pursuant to the value
of the transaction, Baht 434,006,501.16 , the volume of transaction is 2 %
of book value of the net tangible asset of EGCOMP. Thus, EGCOMP would like
to provide information as promulgated by the SET as follows:
1. Date of transaction and names of parties involved
Utilization date: October 1, 2003
Maturity date: November 25, 2003
Names of parties involved : - EGCOMP
- GEC
2. General explanation of the transaction
EGCOMP lends Baht 434,006,501.16 to GEC to prepay the whole principal
outstanding of GEC's bridge loan lending by Siam City Bank Public Company
Limited (SCIB).
3. Total value of the transaction, the terms and conditions of transaction
Total value of transaction (Facility Amount): Baht 434,006,501.16
Terms and conditions:
- Lending period: October 1 - November 25, 2003
- Interest Rate: 4.5% per annum
- Repayment: the facility shall be repaid in full together with the accrued
interest by the borrower on the maturity date.
4. The name of connected person
- EGCOMP
- GEC (To be held by EGCOMP and Electric Power Development Co., Ltd. at the
same proportion of 50% each)
5. The nature and extent of the interest of the connected persons in that
transaction
- GEC borrows Baht 434,006,501.16 from EGCOMP in order to prepay its bridge
loan lending by SCIB.
- As the interest rate of GEC's bridge loan (4.5% per annum) equals to the
interest rate provided by EGCOMP, the transaction will not cause any
impact to GEC.
- Under the transaction, EGCOMP will receive the following benefits:
- EGCOMP will capitalize on the interest rate.
- EGCOMP will be able to receive the dividend payment from GEC earlier.
As in the covenant of GEC's bridge loan lending by SCIB, the borrower
will not be able to pay its dividends to its shareholders if the full
amount of facility has not been repaid. Thus, this covenant will be
terminated due to the prepayment of GEC's bridge loan to SCIB.
Yours sincerely,
Kraisi Karnasuta
President