26 กุมภาพันธ์ 2557

Acquisition of Licenses to Operate Commercial Digital Channels at National Level (Amendment)

Acquisition and disposition of assets Revision of and deletion of details stated in MCOT Public Company Limited (MCOT Plc.)'s letter on the Acquisition of Licenses to Operate Two Commercial Digital Terrestrial Channels at National Level dated February 25, 2014 1.Table describing details of the calculation for transaction , Paragraph 1, page 4 Current phrase: "Value of Total Assets based on the Company's consolidated financial statements as of September 30, 2013 of 11,208.38.00 million Baht " Revised phrase: "Value of Total Assets based on the Company's consolidated financial statements as of September 30, 2013 of 11,208.38 million Baht " 2. Article 9 on "Opinion of the Board of Directors on the Transaction", page 7 Current sentences: "The Board of Directors was of the opinion that the acquisition of the licenses to operate HD variety and SD kids and family channels at national level was beneficial to the Company as described in Article 8. The Resolution of the Board of Directors' Meeting No.4/2014 on February 25, 2014 approved to propose the connected transaction ratification for the Acquisition of Assets." Revised sentences: "The Board of Directors was of the opinion that the acquisition of the licenses to operate HD variety and SD kids and family channels at national level was beneficial to the Company as described in Article 8. The Board of Directors' Meeting No. 4/2014, on February 25, 2014, has resolved to propose to the 2014 Annual General Meeting of Shareholders, to be held on April 25, 2014, to ratify the participation of the Company's in the auction, the acquisition of the aforementioned transactions and necessary actions relating to these transactions. " 3. Article 11 on "Term and Condition of the Transaction", page 7 3.1 Revision of first paragraph Current sentences: "MCOT, as a listed company, is required to prepare a report disclosing details about the transaction to SET as well as to arrange Shareholder's meeting for ratification and send invitation letter along with letter of opinion by financial advisor to all shareholders no less than 14 days prior to the date of the meeting. The Shareholders shall approve the transaction by a vote of not less than three quarters of total number of votes of shareholders or proxies, excluding the votes of shareholders with direct interest in this asset acquired. In order that, the Board of Directors' Meeting resolved to propose the connected transaction ratification to the Annual General Meeting of Shareholder 2014 on February 25, 2014 accordingly." Revised sentences: "The Company is required to disclose the information concerning the aforementioned transactions to SET as well as to arrange a shareholder's meeting to approve the connected transactions with approval votes of not less than three-fourths (3/4) of the total votes of the shareholders present at the meeting and entitled to vote excluding the votes of the interested shareholders. In addition, the Company is required to distribute an invitation letter along with a letter of opinion of the Company's independent financial advisor to shareholders not less than 14 days prior to the date of the meeting. The Board of Directors approved to propose to the 2014 Annual General Meeting of Shareholders, to be held on April 25, 2014, to ratify entering into the aforementioned transactions. 3.2 Deletion of "Statement of responsibility of the Board of Directors for any information contained in the documents distributed to shareholders - The Board of Directors is solely responsible for the information and other documents prepared and submitted to shareholders" ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. In case you have any inquiries or clarification regarding this announcement, please directly contact listed company or issuer who made this announcement.