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...

loans from financial institutions and to repayment loans from foreign Baht 25.00 million in order to reduce the burden of financing to repay and reduce interest expenses. 6. Benefits which the Company and

time or several times within three months from the date on which the Board of Directors of the Company has the resolution. A purpose is to help the Company to have enough cash flow for a business

within three months from the date on which the Board of Directors of the Company has the resolution. A purpose is to help the Company to have enough cash flow for a business operation and increase in the

107 42% 132 97 36% Operating Cash Flow 240 249 258 (7)% 923 966 (4)% Net Operating Debt to Equity (times) 0.45 0.39 0.84 (46)% 0.45 0.84 (46)% 1Consolidated financials are based upon elimination of

warrants exercise  LTM 3Q18 Operating Cash Flow of $1,037 million  Net Operating D/E ratio 0.53x; Rating Upgrade to AA- with “Stable Outlook”  2019 Guidance reaffirmed; attractive and accretive production

disclosed to the SET. Enclosure Page 5 3.3 Rationale and background of the transaction Currently, the Company encounters the situation of the lack of financial liquidity and requires cash flow for debt

requires cash flow for debt repayment and for business operation, because the Company, in the past, has continuous loss in operating results. Thus, the Company considers the business restructuring of the

cash flow for debt repayment and business operation, as the Company has continuous Enclosure Page 4 loss. Thus, the Company considers the business restructure of the Company’s group, whereby the Company

. Financing costs The company’s financial costs in the year ended December 31, 2017 totaled 6.98 million Baht which decreased from the same quarter last year totaling 0.12 million Baht or 1.69 % due to long