Central Retail Corporation Public Company Limited (CRC) announced that on December 1, 2021, OAL Holding Limited (OAL) has exercised its put option to sell 133,545,740 shares, or equivalent to 67.0 percent, in Porto Worldwide Limited (Porto WW), a company that has invested in Grab Taxi Holding (Thailand) Co., Ltd., at the price as agreed upon in the Share Purchase Agreement (the SPA). dates December 11, 2019, to Hillborough Group, a subsidiary of the company.
The said acquisition of Porto WW shares in the amount of THB4,500 million by Hillborough Group is in accordance with the obligations stipulated in the SPA which was approved by the company’s Board of Directors’ Meeting on December 10, 2019 and the company has notified the Securities and Exchange Commission (SEC) and disclosed details of the aforementioned obligations to the investors in the prospectus for the initial public offering of the company.
CRC stated that the investment in Grab Thailand will be an important part in developing and strengthening the company’s ecosystem and omnichannel platform as Grab is a leading online-to-offline platform service provider that has a fast growth and expansion of service covering the Southeast Asia region.
Particularly in Thailand in which Grab has a variety of services from food delivery to transportation, logistics, hotel and accommodation reservation and financial services, which would support and drive the organization to fully become a digital retail organization and help in furthering the company’s business in the future.
Furthermore, the company may also receive additional benefit in the case that Porto WW exercises its one-time right to swap its shares, in part of entirety, in Grab Taxi Holdings (Thailand) Co., Ltd. with the Class A ordinary shares of Grab Holdings Limited (GHL) which will be listed on the NASDAQ in the United States of America on December 2, 2021 (U.S. Eastern Time), at the price of USD6.1629 per share. Whereby Porto WW is able to exercise its share swapright within 60 days from the first business day after the 6-month period after the first day trade of GHL shares on the NASDAQ has lapsed and subject to the terms and conditions of the relevant agreements and information disclosed in the registration statement of GHL (Form F-4).
In this regard, if Porto WW exercises its share swap right in entirety, Porto WW will receive approximately 1.06 percent of the total GHL Class A ordinary shares (which is equivalent to the value of THB14,000 million at the GHL’s IPO price of USD10.0 per share). In the respect, if Porto WW wishes to exercise its share swap right, the company will obtain the relevant approvals and proceed in accordance with the relevant regulations.
