Charoen Pokphand Foods Public Company Limited (SET: CPF) has announced that on April 12, 2023, CPF Global Food Solution Public Company Limited (formerly, CPF Trading Company Limited) (CPFGS), a CPF’s subsidiary, has filed an application for approval and the registration statement and draft prospectus in respect of the initial public offering of its newly issued ordinary shares (IPO) with the Office of the Securities and Exchange Commission (the SEC Office), and has filed an application for the listing of its ordinary shares as registered securities on the Stock Exchange of Thailand (the SET) with the SET.
Concurrently, CPF and C.P. Merchandising Company Limited (CPM), a CPF’s subsidiary, has filed with the SEC Office the registration statement and draft prospectus in respect of the offering of ordinary shares held by them in CPFGS at the same time.
The CPFGS’s issuance and initial public offering comprise of: (1) an offering of not exceeding 66,700,000 newly issued ordinary shares of CPFGS; (2) an offering of certain portions of ordinary shares of CPFGS held by CPF of not exceeding 316,655,000 shares; and (3) an offering of certain portions of ordinary shares of CPFGS held by CPM of not exceeding 116,655,000 shares, totaling up to 500,010,000 shares of CPFGS with a par value of THB 0.50 per share (collectively referred to as the Initial Public Offering). The total number of newly issued ordinary shares and ordinary shares to be offered by CPF and CPM will equal to not exceeding 30% of the total issued and paid-up ordinary shares of CPFGS after completion of the Initial Public Offering. In this regard, CPFGS will remain as a CPF’s subsidiary while the combined shareholding of CPF and CPM in CPFGS will be no less than 70% of total issued and paid-up ordinary shares of CPFGS.
The Initial Public Offering will be made to a different category of investors, including but without limitation to, institutional investors, cornerstone investors and CPF shareholders who are eligible for allocation in proportion to their shares in CPF as of the record date (Pre-emptive Rights).
In this regard, each of the Board of Directors of CPFGS, CPF and CPM may resolve or consider the amendment to reserve the right to not offer nor allocate the ordinary shares to any CPF shareholders if such offering or allocation will or may cause either CPFGS, CPF or CPM at risk of acting in violation of foreign laws or rules, or may have any burdens or obligations including expenses to proceed any actions other than those obligations required under the laws or regulations in relation to the issuance and offering of securities of Thailand, or the securities offering to not being complied with the criteria, procedures or conditions concerning the offering or allocation of shares.
In addition, the Board of Directors of CPF will consider determining the record date on which CPF shareholders will be eligible for subscription in proportion to their shares as of the record date and will then inform the shareholders accordingly.
CPFGS and its subsidiaries are one of the leading global food solutions providers. CPFGS is the exclusive distributor of CPF in Thailand for fresh meat products and processed food products and the exclusive exporter for fresh meat products and processed food products manufactured by CPF in Thailand.
In addition, CPFGS distributes products sourced from third-party suppliers and is the flagship company of CPF for the restaurant business in Thailand and pet snack manufacturing and distributing business both domestically and internationally. Anyone who is interested can obtain information in detail from the registration statement and draft prospectus of CPFGS available on the SEC Office website (www.sec.or.th).
It is noted that the Initial Public Offering is subject to approval being granted to CPFGS by the SEC Office and upon the registration statement and draft prospectus filed by CPFGS, CPF and CPM becoming effective, as well as various conditions to be conducted by CPFGS, being completely satisfied. CPF shall further notify you of any update on the Initial Public Offering.
