General Announcement::Voluntary Termination

Issuer & Securities

Issuer/ Manager
PHILLIP SECURITIES PTE LTD
Securities
GULF ENERGY TH SDR 1TO1 - SGXE64631562 - TGED
Stapled Security
No

Announcement Details

Announcement Title
General Announcement
Date &Time of Broadcast
12-Feb-2025 19:56:03
Status
New
Announcement Sub Title
Voluntary Termination
Announcement Reference
SG250212OTHRIBJR
Submitted By (Co./ Ind. Name)
Lee Hui Xian
Designation
Manager
Description (Please provide a detailed description of the event in the box below)
Gulf Energy Development Public Company Limited (Gulf) has announced that the board of directors have approved certain resolutions relating to amalgamation between Gulf and Intouch Holdings Public Company Limited (Intouch) (Amalgamation). After the completion of the Amalgamation, Gulf and Intouch will cease their status as juristic persons, and a new company will be formed as a public limited company (NewCo). As a result, Gulf and Intouch will be delisted from the Stock Exchange of Thailand (SET) (Delisting). The resolutions approved by the board of directors of Gulf include (a) the convening of a joint shareholders meeting between shareholders of Gulf and Intouch on 25 March 2025 to consider matters related to the Amalgamation; and (b) the request for trading suspension of Gulf s shares between 21 March 2025 and 2 April 2025 to SET for the purpose of preparing the allocation of NewCo shares to its shareholders (Trading Suspension). The announcements are published on the website of SET.

The SDR programme provides that termination of the SDR may occur when the NVDR cease to be listed on the SET. The terms and conditions of the SDR provide that the Depository may at any time terminate the agreement evidenced by the SDR by announcing such termination through SGXNET, at least ninety days prior to the proposed termination (or such a shorter period as the Depository may determine, acting reasonably).

In view of the Delisting, SDR holders are hereby notified that the Depository will terminate the GULF ENERGY TH SDR (Termination). The Depository is unable to provide 90 days notice prior to the Termination as the Trading Suspension is expected to be effective on 21 March 2025. As such, the Termination shall be effective on 27 March 2025. The SDR will continue to be traded on SGX-ST until the close of trading on 10 March 2025.

SDR holders have until 6 March 2025 to convert the SDR to the NVDR on Gulf (Underlying NVDR) so as to continue trading the Underlying NVDR on the SET. The Depository will cease to accept any deposits of NVDRs for the issuance of new SDRs as of the date of this announcement.

Upon the close of trading on 10 March 2025, trading of the SDR will cease on SGX-ST.

For SDRs that are recorded on the Register as of 11 March 2025, under the terms and conditions of the SDR, the Depository will sell the Underlying NVDR by 20 March 2025, unless such sale is unlawful or impracticable. The Depository will subsequently credit the proceeds, net of liquidation expenses, to entitled SDR Holders in Singapore dollars at the prevailing foreign exchange rates on 27 March 2025. The Depository will announce the final cash proceeds in Singapore dollars in due course.

Attachments

Voluntary Termination_GULF_20250212.pdf
Total size =434K