Information disclosure on public tender offer

The PAN Group
Announce
The information disclosure on public tender offer

Name of share: Share of Bibica Corporation
Par Value: VND 10,000 / share
Price of public offer to acquire: VND 112,800 / share
Total Volume of public offer to acquire: 1,121,670 shares


Securities Company to act as agent to conduct the offer to accquire
Saigon Securities Inc. (SSI)
Address: 72 Nguyen Hue, 1 Disctrict,Hochiminh city
Telephone: (+84) 8 3824 2897 Fax:(+84) 8 3824 2997
Website: www.ssi.com.vn

I. Characteristics of Organization making public offer to acquire:

1. Name, address, Telephone Number, Fax Number, website address, charter capital, outstanding share volume:
- Name of Organization making public offer to acquire: PAN FOOD Joint Stock Company
- Transaction name: PAN FOOD JSC
- Charter Capital: VND 1,000,000,000,000 (in words: One thousand billion Vietnam Dong)
- Address: 236/43/2 Dien Bien Phu, Ward 17, Binh Thanh District, Hochiminh City.
- Telephone: +84.8.38406868 Fax: +84.8.35146721
- Website: N/A
- Total outstanding share volume: 100,000,000 shares

2. Profile of business, operation, strategy, development plan
- Main business: Pursuant Business Registration No. 0313041011 firstly issued on 04 December 2014, 3rd amended on 16 March 2016 by Hochiminh Department of Planning and Investment.
- Performance, strategy and development plan: The company has been operating well in recent years. PAN is pursuing its goal of building a regional leader company in food products, from Vietnam and will expand across the region through a strategic M&A of efficient and transparent companies with good governance.

II. Name of Target Company

Target Company: Bibica Corporation
1. Address: 443 Ly Thuong Kiet, Ward 8, Tan Binh District, Hochiminh City
2. Current Charter Capital: VND 154,207,820,000
3. Par Value: VND 10,000 /share
4. Target Company is a listed one in HOSE with security ticker BBC
5. Type of registered share: Common shares without any restrictions
6. Subject of offer to acquire: Shareholders own shares with no restriction on transfer of target Company

III. Relation between the Company making the public offer to acquire with target Company

PAN FOOD JSC., is a major shareholder, owns 43.73% total share of Bibica.
PAN FOOD JSC., is related entity of key personel of Bibica Corporation.

IV. Number, ownership rate of entity making public offer to acquire of target Company

Number of shares owned up to time of registration of Public Offer to Acquire: 6,742,930 shares.
Ownership rate up to time of registration of Public Offer to Acquire: 43.73% of total outstanding shares of BBC.

V. Number of share, ownership rate to be offered to acquire and method of share distribution

Number of Share to be offered to acqurie: 1,121,670 shares, equivalent to 7.27% of total outstanding shares of BBC.
After completing the end of offer tranche, PAN FOOD JSC., plans to own 7,864,600 shares of BBC, equivalent to 51% of BBC’s total outstanding shares.
Distribution method: In the case number of shares registered to sell more than the number of shares registered to acquire, the shares to be purchased will be calculated on the corresponding proportion of number of shares that each shareholder of BBC registered to sell at same price, the number of shares purchased will be rounded down to the tens.

VI. Price of public offer to acquire

Pursuant to Decision No. 03/2017/NQ-HĐQT dated 02 June 2017 of BOD of PAN FOOD JSC, Chairman of BOD decided the price of public offer to acquire to be VND 112,800 / share.

VII. Source of Capital for public offer

Own capital and other lawful capital sources of the Company.

VIII.Purpose of public offer to acquire and business plan after completing offer tranche

To increase ownership and long term invest in Bibica Corporation. PAN FOOD JSC plans to maintain business plan of BBC which were approved by General Meeting of Shareholders.

IX. Time of the public offer to acquire and expeted time for completing of acquire tranche

From 06 July 2017 to 21 Aug 2017

X. Condition for cancelling the offer to acquire

Pursuant Article 49 Decision No. 58/2012/NĐ-CP of Government date 20 July 2012. Minimum proportion of share registered to sell: None

XI. Period and payment method

Follow the instruction of Vietnam Securities Depository and Hochiminh Stock Exchange

XII. Securities Company to act as agent to conduct the offer to accquire

Saigon Securities Inc. (SSI)
- Address: 72 Nguyen Hue, 1 Disctrict, Hochiminh city
- Telephone: (+84) 8 3824 2897 Fax:(+84) 8 3824 2997
- Website: www.ssi.com.vn

Hochiminh City, June 2017
PAN Food JSC.
Legal Representative
Nguyen Duy Hung
Chairman


For further detail, please refer the original document at:

0. CV gui UBCK CBTT chao mua BBC_30062017.pdf
1. Cong van so 4371UNCK-QLCB ngay 28.06.2017.pdf
2. Thong bao chao mua cong khai co phieu BBC_30062017.pdf
03. PAN Food - Information disclosure - Public Tender Offer BBC-7.2017.pdf

Back to Top