TRIS Rating has placed the company rating of Srisawad Power 1979 PLC (SAWAD) on CreditAlert with a “developing” implication. The rating action follows the 28 December 2016 announcement by SAWAD that it will acquire Bangkok First Investment & Trust PLC (BFIT), a finance company regulated by the Bank of Thailand (BOT). SAWAD will make a conditional voluntary tender offer for shares of BFIT at a price not exceeding Bt11.42 per share. The CreditAlert also addresses the uncertainties surrounding a restructuring plan SAWAD plans to implement after the acquisition.
SAWAD is currently one of BFIT’s major shareholders, holding 9.84% of BFIT’s outstanding shares. After the tender offer, SAWAD will become the parent company of BFIT. SAWAD will then establish
a financial business group, and the group will come under the consolidated supervision criteria of the BOT. In turn, SAWAD will be regulated by the BOT and its operating policies and risk management policies will be monitored and regulated by the BOT. In the financial business group, SAWAD will restructure by transferring a line of business, secured loans, plus the related assets and liabilities to a newly-established subsidiary, Srisawad Power 2014 Co., Ltd. SAWAD will become a non-operating holding company. After transforming into a non-operating holding company, SAWAD’s credit rating may be affected by the structural subordination, depending on the final structure of the newly-created financial business group.
SAWAD’s tender offer and restructuring plan are subject to certain requirements. For example, the transaction must be approved by SAWAD’s shareholders at the upcoming shareholders’ meeting on 8 March 2017. In addition, the company must make the successful purchase of 53,011,000 shares of BFIT (26.51% of the total paid-up shares) from a specific group of BFIT’s shareholders, at a price not exceeding Bt10.50.
TRIS Rating will closely monitor this transaction and resolve the CreditAlert once the transaction and new business structure have been finalized and a thorough analysis has been conducted.
Srisawad Power 1979 PLC (SAWAD)
Company Rating: BBB
CREDITALERT DESIGNATION: Developing