business of the Company and/or reduce the debt to equity ratio of the company. 4 7. Benefits of Capital Increase/Allocation to Shareholders 7.1 Dividend policy The company has a policy to pay dividends to

U City Public Company Limited (Registration No. 0107537000459) 21 TST Tower Soi Choei Phuang, Viphavadi-Rangsit Road, Chomphon, Chatuchak, Bangkok 10900, Thailand T: + 662 273 8838 F: + 662 273 8858 www.ucity.co.th Ref. No. U.SET 019/2017 October 30, 2017 Subject: Entire business transfer of Unicorn Enterprise Company Limited, capital increase, issuance of the U-W3 Warrants and U-W4 Warrants, issuance and offering of the newly issued preferred shares to be issued and offered to the existing shar...

Total asset of listed company = 416.54 x 100 712.99 = 58.42% 4) Transaction’s size based on value of equity shares Value of equity shares = Equity shares issued for the payment of assets x100 Issued and

percent 4. Value of equity issued = Not applicable, as the Company does not issue any securities as a consideration for the acquisition of assets. From the calculation above, the transaction size calculated

the consolidated financial statement of the Company. 4 = THB (1,950,000,000+ 35,716,680) x 100 / THB 4,761,754,545 = 41.70 percent 4. Value of equity issued = Not applicable, as the Company does not

percent, respectively from Apollo and Goldman, the Company and PRE shall the sole shareholder in PP1 and PP3 and the obligation under the documents and contract which the Company committed to Apollo and

, excluding interested shareholders’ equity; (2) Appoint an independent financial adviser (IFA) to provide an opinion pursuant to the Notification of Connected transactions, which the Company appointed Advance

4,761,754,545 = 41.70 percent 4. Value of equity issued = Not applicable, as the Company does not issue any securities as a consideration for the acquisition of assets. From the calculation above, the transaction

ชือ่ File ทีส่ง่ 1. Equity & Others Feature MS_EQF.TXT 2. Fixed Income Feature MS_FIF.TXT 3. Futures, Forward Feature MS_F_FWF.TXT 4. Swap Feature MS_SWF.TXT 5. Option Feature MS_OF.TXT 2/13 Master File

leads to a lower finance cost and increase financial strength of the Company as debt to equity ratio improves which is beneficial to the Company and shareholders. 5. Warranty of Directors The Board of