09 มีนาคม 2542

CQUIRES ITS STAKE IN TSS

BJC ACQUIRES ITS STAKE IN TSS Berli Jucker Public Company Limited (BJC) agreed to subscribe in full to a 34.13%, capital increase by way of a new issue of shares in Thai-Scandic Steel Co., Ltd. (TSS). TSS is BJC's subsidiary in the business of producing galvanized steel structures. The details of the transaction are as follows: TSS's registered and paid-up Capital -before capital increase: Bt386,000,000.- divided into 2,560,000 ordinary shares and 1,300,000 preference shares of Bt100 each -capital increase: Bt200,000,000.- divided into 2,000,000 ordinary shares of Bt100 each -after capital increase: Bt586,000,000.- divided into 4,560,000 ordinary shares and 1,300,000 preference shares of Bt100 each BJC's shareholding in TSS after capital increase: 2,000,000 shares equivalent to 34.13% of registered capital Method of Acquisition: Subscription of all 2,000,000 new ordinary shares at the price of Bt100 per share, totaling Bt200,000,000.- The parties involved: BJC holds 99.7% in Rubia Industries Ltd. (RIL) RIL holds 95% in Marble & Stones Co., Ltd. (M&S) M&S holds 100% of ordinary shares and 100% of preference shares in TSS Source of fund: Working capital Object: Long-term yield Benefit: Dividend Transaction size: 1. 1.38% (based on value of acquired asset/total assets of BJC) 2. - %* (based on net profit of TSS x percent of the additional acquisition/net profit of BJC) (*No data for calculation due to loss in TSS) 3. 0.085% (based on number of total shares - (Trademark + Deferred organization cost) x percent of the additional acquisition/BJC's shareholders equity - (Trademark + Deferred organization cost)) This is not classified according to the procedures, rules as a disposition/acquisition of listed company's asset or connected transaction.