Thai Oil Public Company Limited (TOP) announced the Board of Directors’ Meeting held on 25 November 2020 has passed resolutions regarding the restructuring of the Company’s marine transport business unit through the disposal of all ordinary shares directly held by the Company in Thaioil Marine Company Limited (TM) to Phurich Marine Company Limited (the Buyer), a subsidiary of Prima Marine Public Company Limited (the Transaction). TOP informed that the Company and the Buyer will sign the Share Purchase Agreement (SPA) on 24 December 2020, disposing all ordinary shares directly held in TM, of which the Company has 100 percent shareholding, leading to TM’s termination as a subsidiary of the Company. TM also has equity interests in TOP Maritime Services Company Limited, TOP Nautical Star Company Limited, T.I.M. Ship Management Company Limited, TOP-NTL Shipping Trust, and TOP-NTL Pte., Ltd.
According to the SPA, the initial share purchase price of THB 346.5 million will be further adjusted by cash and debt in the amount to be agreed between the Company and the Buyer on the Closing Date, which is targeted to be no later than 30 June 2021. The Company expects the final share purchase price to be paid by the Buyer on the Closing Date, together with expected cash to be received from TM’s business operations and internal restructuring of approximately THB 800 million in total. In relation to the restructuring of the Company’s marine transport business unit, the Company will acquire all ordinary shares in Thaioil Marine International Pte., Ltd. (TOMI) from TM at the expected share purchase price of approximately THB 270 million. All ordinary shares of TOMI are to be transferred from TM to the Company by 30 June 2021 and before the execution of the Transaction.
The restructuring of the Company’s marine transport business unit is to support the Company’s long-term growth and business strategy, where the partnership between the Company and the Buyer will also serve the Company’s operational needs for future marine transportation services. The Company also expects the restructuring of the marine transport business to increase efficiency and flexibility in driving the Company’s main business forward.