JWD InfoLogistics Public Company Limited entered into Memorandum to acquire SCG Logistics Management Co., Ltd from SCG Cement-Building Materials Co., Ltd.,SCG Distribution Co., Ltd, Yamato Holdings Co., Ltd. & Pattarawan Tunsakul for THB 17 billion.
October 25, 2022
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JWD InfoLogistics Public Company Limited (SET:JWD) entered into Memorandum to acquire SCG Logistics Management Co., Ltd from SCG Cement-Building Materials Co., Ltd.,SCG Distribution Co., Ltd, Yamato Holdings Co., Ltd. (TSE:9064) & Pattarawan Tunsakul for THB 17 billion on October 26, 2022. Under the terms of transaction, JWD will issue 791 million new shares in total under which 537.8 million shares issued to SCG CBM & 238.9 million newly issued ordinary shares will be allocated to SCG Distribution, the total consideration amount wonÃt exceed THB 18.6 billion. The Swap Ratio shall be 22. 17 Subscription Shares for 1 share in SCGL. After the completion of the merger transaction, JWD will change its name to SCGJWD Logistics Public Company Limited (ôSCGJWDö or ôMerged-coö) & SCG CBM and SCG Distribution will hold 42.9 percent of JWD.
The Siam Cement Public Company Limited (SET : SCC) Board Meeting held on 26 October 2022, resolved to approve the entering into the transaction and agreements related to the conditional Merger Transaction (the ôAgreements Related to the Merger Transactionö). SCGL will enter into the Merger Transaction after receiving an approval from JWDÃs Extraordinary Meeting of Shareholders No. 1/2022, which will be held on 8 December 2022, and the completion of conditions precedent. JWD; SCG CMB; SCG Distribution and SCGL will enter into the Agreements Related to the Merger Transaction within November 2022. As of November 30, 2022. SCG Logistics Management has nearly completed it's internal restructuring except the purchase of shares in China Asean Supply Chain Management at 49.0 percent of the total shares from SCG Distribution, which is anticipated to complete before the Merger Transaction and the purchase of shares in SCG International Vietnam Co., Ltd by SCGL or another company in the logistics business group, which includes SCGJWD from SCG International Co., Ltd. Transaction is subject to JWDÃs shareholders approval, approval from the Office of the Securities and Exchange Commission, approval from authorities relating to trade competition. The Merger Transaction will be completed in the first quarter of 2023. Avantgarde Capital Company Limited acted as financial advisor to JWD InfoLogistics Public Company Limited.
SCGJWD Logistics Public Company Limited is engaged in integrated in-land logistics business with a range of goods storage, and management as well as domestic transportation. The Companyâs segments include Warehouse & Yard Management business, Transport & Distribution business, Other Logistics business, Overseas business and Other businesses. The Company provides a range of services, such as business-to-business logistics, business-to-consumers; overseas logistics, and logistics infrastructure, food supply chain, and logistics information technology solutions. It offers property management services, such as property and facility management; financial management; safety management; consultation on local condominium act and building inspection. Its business-to-business logistics includes general and free zone warehouse, chemicals and dangerous goods, document storage, and freight forwarding and supply.
JWD InfoLogistics Public Company Limited entered into Memorandum to acquire SCG Logistics Management Co., Ltd from SCG Cement-Building Materials Co., Ltd.,SCG Distribution Co., Ltd, Yamato Holdings Co., Ltd. & Pattarawan Tunsakul for THB 17 billion.