A logistics company is going to be formed following a share-swap deal between SET-listed JWD InfoLogistics (JWD) and a logistics unit of Siam Cement Group (SCG), with the goal of becoming the largest service provider in Southeast Asia once the transaction valued at more than 18.6 billion baht is completed.
In a filing to the Stock Exchange of Thailand (SET) yesterday, SCG president and chief executive Roongrote Rangsiyopash said SCG Cement-Building Materials Co (SCG CBM) and SCG Distribution have completely swapped their ordinary shares in SCG Logistics Management Co (SCGL) with JWD.
Under the deal, no more than 35,031,000 ordinary shares in SCGL were swapped with no more than 776,806,301 newly issued ordinary shares in JWD for 24.02 baht apiece, making the total deal worth more than 18.6 billion baht.
The new company would be publicly traded on the SET under the name SCGJWD Logistics (SJWD), said Mr Roongrote.
According to JWD, SCG CBM now holds 29.7% of the new company and SCG Distribution owns 13.2%.
Meanwhile, the family of Charvanin Bundikitsada, JWD's chairman and chief executive, diluted its ownership from 41.7% to 23.5%, with Mr Charvanin's holding diluted from 20.1% to 11.3%.
SJWD's registered capital totals 905 million baht, up from 510 million prior to the merger.
Bunn Kasemsup, a co-chief executive from the SCGL group, is expected to jointly manage the business along with Mr Charvanin.
Mr Charvanin said the merger deal will help elevate the new company to become the largest integrated logistics and supply chain service provider among nine countries in Southeast Asia as well as southern China.
The venture would increase business capability and competitiveness, aiming for better management and cost reduction from shared resources such as IT systems and transport vehicles, he said.
"The merger will also help to increase investment opportunities through a strong capital structure to support further growth in the logistics industry," said Mr Charvanin.
The pro forma consolidated financial statements for 2021 of SCGJWD Logistics register total revenue of 25.5 billion baht with a net profit of 1.15 billion.
In the first six months of 2022, revenue totalled 14.3 billion baht and net profit was 584 million.
The firm projects the proportion of income from abroad to increase to at least 50% of the total in the future, up from 20% at present for JWD, attributed to the growth capability of the business in the region.
The new company has a combined customer base of 2,400, more than 2.3 million square metres of warehouse space of all types and truck parking lots, more than 12,000 trucks and in excess of 240 barges.
