June 7th, 2022
To | : | Managing Director |
The Stock Exchange of Thailand | ||
Re | : | The acquisition of investment in Vachara Sirivej Co.,Ltd. (Chiangrai Inter Hospital) |
The board of directors of Ramkhamhaeng Hospital Public Co.,Ltd. No. 013/2022 held on June 7th, 2022 passed the following resolution concerning the acquisition of Vachara Sirivej Co.Ltd.'s share in the amount of 2,415,500 shares at the price of baht 100 per share, totally baht 241,500,000. Detail of the transactions are as follows :
1. Transaction date With in June, 2022
2. Parties involved
Vachara Sirivej Co.,Ltd. has increased company capital in the amount 4,864,200 shares and sells to Ramkhamhaeng Hospital Plc. in the amount of 2,415,500 shares at price 100 baht per share.
Relationship between buyer and seller : No
3. Total value of consideration
The payment will be made once in cash for a total amount of 241,550,000 baht.
4. Basis used in determination on the value of consideration.
Ram purchases the new share at par value by reference the property appraisal company named
" 15 Consult Business Co.,Ltd. It appraises the business value at 102 baht per share.
5. Share holding percentage of the company.
Prior to investment : None
After investment : 40.26 % of the total issued and paid up capital of Vachara Sirivej Co.,Ltd. (registered capital 600 million baht)
The name of shareholders after Ramkhamhaeng take part in Vachara Sirivej Co.,Ltd. (Chiangrai Inter Hospital)
ชือ | จํานวนห้นุ | สัดส่วนการ | |||||||||
ถือห้นุ(%) | |||||||||||
1. | Ramkhamhaeng Hospital Public Co.,Ltd. | 2,415,550 | 40.26 | ||||||||
2. | Hariphunchai Memorial Hospital | Co.,Ltd. | 1,500,000 | 25.00 | |||||||
3. | Techatheerawat Group | 1,026,214 | 17.10 | ||||||||
Mr. Vatchara | Techatheerawat | 160,844 | |||||||||
Mr. Siri | Techatheerawat | 415,224 | |||||||||
Mrs. Orawan | Techatheerawat | 98,002 | |||||||||
Miss Khanawan Techatheerawat | 170,393 | ||||||||||
Mrs. Laksipha | Techatheerawat | 170,393 | |||||||||
Mrs. Woranaj | Techatheerawat | 11,358 | |||||||||
4. | Chaingmai Ram Co.,Ltd. | 200,000 | 3.33 | ||||||||
5. | Takkaphuetphan Group | 124,938 | 2.08 | ||||||||
Mr. Pheera | Takkaphuetphan | 102,222 | |||||||||
Miss Pornlada | Takkaphuetphan | 11,358 | |||||||||
Mr. Pharadorn | Takkaphuetphan | 11,358 | |||||||||
6. | F & S 79 Co.,Ltd. | 100,000 | 1.67 | ||||||||
7. | Chiangmai Ram Medical Business Public Co.,Ltd. | 100,000 | 1.67 | ||||||||
8. | Theppanya Business Co.,Ltd | 50,000 | 0.83 | ||||||||
9. | Khaonkaen Ram Co.,Ltd. | 30,000 | 0.50 | ||||||||
10. | Other | 453,348 | 7.56 | ||||||||
Total | 6,000,000 | 100 | |||||||||
6. | The Expected benefits to the company. | ||||||||||
Chiangrai Inter Hospital has operated private hospital size 50 beds since February 4th, 2014 to present | |||||||||||
And locates at 123 Pahonyotin road, Chiangrai 57000. | Ramkhamhaeng has purposed to expand | ||||||||||
business | |||||||||||
to other provinces. Chiangrai Inter Hospital has good location and chances to growth business in the | |||||||||||
future. | |||||||||||
Ramkhamhaeng expects to received dividend at preferable rate in the future. | |||||||||||
7. | Sources of Funds | ||||||||||
The company will acquired the asset by using its available fund. |
8. General description of the transaction
The transaction is Acquisition of Asset of Listed Companies, the size of the transaction is 0.67 % value of asset. Including the acquisition of assets with in six months, the transaction size is 6.03 %. The size of the transaction is below 15 percents and there is no newly issued share in return of payment. However the company will report the transaction to the Stock Exchange of Thailand.
Method | Calculation | Transaction Size %) | |||
NTA of the invested fund x proportion of the assets | |||||
1. Asset Value Method (NTA) | acquired | - | |||
Company's NTA | |||||
New profit of the invested funds x proportion of the | |||||
2. Net Profit Method | asset acquired | - | |||
The Company's net profit | |||||
3. Aggregate Value of Returns Method | Value of acquired assets | 0.67 | |||
Net value of the Company's assets | |||||
Number of shares issued to pay for assets | Impossible to | ||||
4. Aggregate Value securities Method | All the Company's issued and paid-up shares | calculate as no shares | |||
were issued for the | |||||
purchase | |||||
9. Financial Data of Tippayabodin Co.,Ltd. | |||||
Unit : million | |||||
December 31, 2021 | |||||
Total Assets | 159.50 | ||||
Total Liability | 76.73 | ||||
Registered and Paid-up Capital | 113.58 | ||||
Shareholders' Equity | 82.76 | ||||
Total Revenue | 48.74 | ||||
Expenditure | 53.14 | ||||
Net Profit (Loss) | (7.76) | ||||
Earning Per Share (E.P.S.) | (Par = 100) | (6.84) | |||
Book value per share (baht) | 78.87 | ||||
Weighted Common Stock (share) | 1,135,800 |
At December 30, 2021 Chiangrai Inter Hospital participated in the moratorium project with the financial institution. This project had 3 years period from December 30, 2021 to 2024 and it had
increased expense as follow ; 1. | Property maintenance free | 3,000,000 | baht |
2. | Property rent | 300,000 | baht |
3. The loss will occur in the amount of 21.15 million baht if the
company don't pay the debt as promised. Because the collateral has value more than debt the amount of
21.15 million baht.
10. Opinion of the company's audit committee and / or director which are different from the opinion of the board of director (no)
Your faithfully,
(Dr. Chamnan Chanapai)
Managing Director
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Ramkhamhaeng Hospital pcl published this content on 07 June 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 June 2022 10:21:01 UTC.