Two SET-listed companies, Glow Energy Plc and Global Power Synergy Plc (GPSC), are ready to proceed with their transaction after the Energy Regulatory Commission (ERC) gave the nod to a takeover of Glow.
The ERC on Wednesday approved the takeover by GPSC, with the proviso that Glow must sell the Glow SSP 1 power plant in Map Ta Phut to a third party before the acquisition takes place.
The new condition is aimed at preventing a monopoly after the takeover is completed.
This was the third judgement after the ERC blocked the deal in its first two rulings in October and December.
GPSC reported to the Stock Exchange of Thailand that it submitted a new application on Dec 18 for the share acquisition transaction, both directly and indirectly, with respect to 1.011 billion shares, equal to 69.11% of total Glow shares.
Chawalit Tippawanich, GPSC's president and chief executive, said his company restructured the proposed transaction to solve the problem of reduced competition in the Map Ta Phut area.
"GPSC is pleased to comply with the conditions subsequently specified by the ERC and is willing to promote fair competition in the energy business to create security and stability in providing energy services to customers," Mr Chawalit said. "GPSC expects the relevant issues to be resolved in a relatively short period of time and the sale of Glow SSP 1 should be completed by early 2019."
Prapon Chinudomsub, Glow's vice-president for finance and treasury, said France-based Engie, the major shareholder of Glow, entered into an agreement with GPSC on an amendment to the share purchase agreement of June 20.
The amendment provides that the sale of Glow SPP 1 be specified as an additional condition for the share purchase agreement.
"GPSC will purchase the sold shares and make a tender offer for all the remaining Glow shares upon completing the sale of Glow SPP 1," Mr Prapon said.
Engie and GPSC are working together to reflect all necessary changes in the contractual documentation as a result of the additional condition, he said, and any necessary adjustment of GPSC's tender price for Glow shares will be disclosed by GPSC to investors.
GPSC shares closed yesterday on the Stock Exchange of Thailand at 57.50 baht, down five baht, in trade worth 614 million baht. GLOW shares closed at 88.50 baht, up 50 satang, in trade worth 535.9 million baht.
As of yesterday, Glow's shares were worth 128.73 billion baht for a total of 1.462 billion shares on the stock market.
Parinth Nikornkittikosol, a stock analyst at Yuanta Securities, said the ERC's approval of the Glow takeover will bring GPSC significant long-run growth and benefits from the business synergy with Glow.
Yuanta estimates the condition to sell Glow SSP 1 as part of the takeover deal to be worth 91-132 billion baht, which is pressuring GPSC to increase its registered capital and lowering its stock price.