News2008
TKK Logistics (Thailand) to become a Subsidiary of KWE 2008/12/24
KWE announces that at a meeting of the Board of Directors on December 24, 2008 it was determined to acquire all shares in the forwarding company TKK Logistics (Head Office: Bangkok, Kingdom of Thailand, ("TKK")). Upon completion of that share acquisition, TKK will become a consolidated subsidiary of KWE. The details of the acquisition are outlined below.
1. Reasons for Share Acquisition
KWE has reached an agreement with Mr. Kanit Smithivas, the present Chairman and sole shareholder of TKK, under which the KWE group included KWE affiliate in Thailand in stages (initial acquisition 60% of shares, the remainder in 3 years) will acquire all the shares of TKK making it a consolidated subsidiary of KWE. This will be a non-hostile takeover, having been approved by TKK's Board of Directors.
Commencing operations in 1986, TKK is a forwarding company with a strong business base centering around logistics services for the automotive and electronic parts industries together with the provision of air and ocean freight transporting services. KWE by securing TKK's commercial and trading rights will both expand the range of its transported products as well as further diversify its consignor client base. In addition, as TKK already owns a number of warehousing facilities, the acquisition of TKK is expected to further enhance KWE's comprehensive network of business sites within Thailand. Through TKK becoming a part of the KWE group, KWE will increase its presence within Thailand. This acquisition is expected to play a large role in KWE's future business development which will help ensure its position as one of the premier freight forwarding and logistics companies.
2. Outline of Subsidiary Transfer (Share Acquisition)
| (1) Business Name: | TKK Logistics Co., Ltd. |
| (2) Representative: | Mr. Kanit Smithivas / Chairman |
| (3) Registered Office: | No.99 Ladprao Soi28, Ratchadaphisek Road, Chankasem Sub-District, Chatuchak District, Bangkok Metropolis, Thailand |
| (4) Date of Establishment: | February 1986 |
| (5) Main Businesses: | Logistics, Customs Clearance, Air and Ocean Freight Forwarding |
| (6) Account Settlement Date: | December 31 |
| (7) Number of Employees: | 685 |
| (8) Main Office: | Bangkok, Kingdom of Thailand |
| (9) Capital: | 450 million baht (Approx. 1,215 million yen) |
| (10) Number of Issued Shares: | 4,500,000 |
| (11) Major Shareholder and % of Shares Held: | Mr. Kanit Smithivas 100% |
| (12) Results for the Last Fiscal Year: |
(FY2007) Sales: Approx. 3,158 million yen Net Income: Approx. 62 million yen Total Assets: Approx. 3,443 million yen |
3. Number of Shares to be Initially Acquired and Shareholding (KWE group in total),
Acquired Price
(1) Number of Shares Prior to Transfer (Acquisition): 0 (0%)
(2) Number of Shares to be Transferred (Acquired): 2,700,000
(3) Number of Shares After Transfer (Acquisition): 2,700,000 (60%)
(4) Acquired Price: 229.8 million baht (Approx. 620 million yen)
4. Initial Share Transfer (Acquisition)
January 5, 2009 (planned)
5. Future Outlook
Upon completion of this initial share acquisition TKK will become a consolidated subsidiary of KWE. However, this will not be reflected in the financial reports of KWE for the fiscal year concluding March 31, 2009.
