transaction, NBC shall have an exclusive right to organize the said events, instead of KMM. 5. Total value and criteria used to determine total value of transaction, total value of consideration and payment

WISDOM brand and maintain our leadership status, we delivered a superior experience with exclusive privileges for optimum customer satisfaction. Among the highlights were “Snap the Moment with Style

infrastructure is provisioned for exclusive use by a single organization comprising multiple consumers (e.g., business units). It may be owned, managed, and operated by the organization, a third party, or some

⌎㐎⤎ㄎᜎ숎 ทั้งนี้ꃂᜀ㔎䠎ᬎ⌎『਎㠎ℎᰎ㤎䤎ᘎ㜎ⴎ⬎㠎䤎ᤎᔎ䤎ⴎ܎ℎ㔎ℎᔎ㐎䐎✎䤎ⴎ∎䠎㈎܎਎ㄎᐎ䄎ࠎ䤎܎䌎⬎䤎ࠎㄎᐎ⨎⌎⌎⬎┎ㄎĎᜎ⌎ㄎḎ∎䰎䌎⬎䤎䄎Ď䠎ᔎㄎ✎䄎ᜎᤎᬎ⌎『Ďㄎᤎ਎㔎✎㐎ᔎᜎ㔎䠎ℎ㔎┎ㄎĎ⤎ጎ『ᐎㄎ܎ᔎ䠎ⴎ䐎ᬎᤎ㔎䤎㰎⼀瀀㸀ഀ਀㰀瀀㸀숀 ꃂ숀 ꃂ숀 ꃂ⠀Ā⤎숀 ꃂᬀ༎㐎ᨎㄎᔎ㐎܎㈎ᤎ䌎⬎䤎䀎ऎḎ㈎『Ďㄎᨎᨎ⌎㐎⤎ㄎᜎ⬎⌎㜎ⴎᨎ⌎㐎⤎ㄎᜎ∎䠎ⴎ∎숎 (exclusiveꃂ愀

⌎『਎㠎ℎᰎ㤎䤎ᘎ㜎ⴎ⬎㠎䤎ᤎᔎ䤎ⴎ܎ℎ㔎ℎᔎ㐎䐎✎䤎ⴎ∎䠎㈎܎਎ㄎᐎ䄎ࠎ䤎܎䌎⬎䤎ࠎㄎᐎ⨎⌎⌎⬎┎ㄎĎᜎ⌎ㄎḎ∎䰎䌎⬎䤎䄎Ď䠎ᔎㄎ✎䄎ᜎᤎᬎ⌎『Ďㄎᤎ਎㔎✎㐎ᔎᜎ㔎䠎ℎ㔎┎ㄎĎ⤎ጎ『ᐎㄎ܎ᔎ䠎ⴎ䐎ᬎᤎ㔎䤎㰎⼀瀀㸀ഀ਀㰀瀀㸀숀 ꃂ숀 ꃂ숀 ꃂ⠀Ā⤎숀 ꃂᬀ༎㐎ᨎㄎᔎ㐎܎㈎ᤎ䌎⬎䤎䀎ऎḎ㈎『Ďㄎᨎᨎ⌎㐎⤎ㄎᜎ⬎⌎㜎ⴎᨎ⌎㐎⤎ㄎᜎ∎䠎ⴎ∎숎 (exclusiveꃂ愀最攀渀琀⤀숀 และ

㔎䠎ᬎ⌎『਎㠎ℎᰎ㤎䤎ᘎ㜎ⴎ⬎㠎䤎ᤎᔎ䤎ⴎ܎ℎ㔎ℎᔎ㐎䐎✎䤎ⴎ∎䠎㈎܎਎ㄎᐎ䄎ࠎ䤎܎䌎⬎䤎ࠎㄎᐎ⨎⌎⌎⬎┎ㄎĎᜎ⌎ㄎḎ∎䰎䌎⬎䤎䄎Ď䠎ᔎㄎ✎䄎ᜎᤎᬎ⌎『Ďㄎᤎ਎㔎✎㐎ᔎᜎ㔎䠎ℎ㔎┎ㄎĎ⤎ጎ『ᐎㄎ܎ᔎ䠎ⴎ䐎ᬎᤎ㔎䤎㰎⼀瀀㸀ഀ਀㰀瀀㸀숀 ꃂ숀 ꃂ숀 ꃂ⠀Ā⤎숀 ꃂᬀ༎㐎ᨎㄎᔎ㐎܎㈎ᤎ䌎⬎䤎䀎ऎḎ㈎『Ďㄎᨎᨎ⌎㐎⤎ㄎᜎ⬎⌎㜎ⴎᨎ⌎㐎⤎ㄎᜎ∎䠎ⴎ∎숎 (exclusiveꃂ愀最攀渀琀⤀숀 และ

proposed to the Shareholders’ Meeting to consider and authorize the either executive committee or the chief executive officer or other person assigned by the executive committee or the chief executive

approved to proposed to the Shareholders’ Meeting to consider and authorize the either executive committee or the chief executive officer or other person assigned by the executive committee or the chief

of the newly issued ordinary shares to a specific investor (Private Placement) at an offering price with a discount of more than 10 percent of the market price without any objection on the proposed

line with the swap ratio approved by the Board of Directors. Thus, the swap ratio proposed by the Company and approved by the Board is considered appropriate. And, in consider the purchase price of