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Information of True Corporation Public Company Limited 1 NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES (Translation) Information of True Corporation Public Company Limited This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement is not an offer of securities for sale into the United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1993, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering is being made in the United States. NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES Content Page General Information of True Corporation Public Company Limited 1 Nature of Business 1 Lists of Board of Directors, Executive Officers and Major Shareholders 26 Connected Transactions 29 Summary of Financial Statements during the past 3 years 43 Management’s Discussion and Analysis 48 Legal Disputes 65 This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement is not an offer of securities for sale into the United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1993, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering is being made in the United States. NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES Information of True Corporation Public Company Limited 1. General Information of True Corporation Public Company Limited True Corporation Public Company Limited (“the Company”), with the security symbol “TRUE” on the Stock Exchange of Thailand, was established on 13 th November 1990 initially under the name of CP Telecommunication Co., Ltd. with authorized capital of Baht 1,000 million to undertake a major telecommunication infrastructure project, and registered as a public company limited on 11 th February 1993. The Public Company Registration No. 0107536000081 As at 15th August 2013, the Company’s authorized capital is Baht 153,332,070,330, divided into 15,333,207,033 ordinary shares with a par value of Baht 10 per share. The Company’s paid-up capital is Baht 145,302,152,660 divided into 14,530,215,266 ordinary shares with a par value of Baht 10 per share. The Company’s head office is located at: 18 True Tower, Ratchadapisek Road, Huai Khwang, Bangkok 10310 Telephone: (662) 643-1111 Fax: (662) 643-1651 Website: www.truecorp.co.th 2. Nature of Business Products and Services True Group is Thailand’s only integrated communications solutions provider. True Group facilitates subscriber lifestyles through the convergence of its voice (fixed-line and mobile), broadband Internet, pay TV, data, content and e-commerce services. By offering a comprehensive selection of networks, services and content, True Group is also well placed to seize future growth opportunities. True Group’s convergence lifestyle strategy is unique within the Thai market. It focuses on providing customers with their preferred combinations of content and services from its integrated platform. This helps the Group differentiate itself from the competition, drive subscriber growth and customer loyalty as well as maximize the full potential of its services. True Group believes convergence enhances value for its customers and delivers significant benefits in the medium and long term. True Group’s businesses have been organized into the three following categories: Online business under TrueOnline, consisting of fixed-line phone and value-added services, business data services, Internet and Broadband Internet services, WiFi, WE PCT plus the lifestyle venture, TrueCoffee; Cellular business under True Mobile Group comprising TrueMove, TrueMove H and Hutch (CDMA service was offcially shut down in April 2013); Pay TV business under TrueVisions True Group also operates “Convergence and other businesses”, which includes a retail business for True Group’s bundled packages, e-commerce under TrueMoney and digital content under TrueLife. For the purpose of financial reporting, the performance of the “Convergence and other businesses” segment is reported under TrueOnline. 1 This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement is not an offer of securities for sale into the United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1993, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering is being made in the United States. NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES The tables below present Group service revenue and EBITDA profile Service revenue 1/ : Unit: Baht million 2010 % 2011 % 2012 % 1H13 % TrueOnline 21,267 40 21,433 38 21,891 35 11,155 34 True Mobile Group (ex. IC and network rental) 22,076 42 26,113 46 30,187 49 16,476 50 TrueVisions 9,305 18 9,256 16 9,788 16 5,084 16 Total 52,649 100 56,802 100 61,865 100 32,714 100 EBITDA 2/ : Unit: Baht million 2010 % 2011 % 2012 % 1H13 % TrueOnline 9,751 53 9,973 58 10,089 60 5,382 58 True Mobile Group 6,233 34 4,974 29 4,852 29 2,902 32 TrueVisions 2,322 13 2,236 13 1,966 11 939 10 Intersegment elimination 87 - (80) - (169) - (155) - Total 18,392 100 17,104 100 16,738 100 9,068 100 Remark: 1/ After intersegment elimination; 2/ Before intersegment elimination. (1) TrueOnline TrueOnline comprises fixed-line telephone and its value-added services such as public phones and WE PCT, as well as broadband Internet, business data services, Internet, data gateways and International Direct Dialing which was successfully transferred to True Mobile Group at the beginning of 2011. The Group’s broadband Internet businesses have continued to grow rapidly and help to maintain overall revenue generated by TrueOnline. i) Fixed-line phone, WE PCT and public phone services TrueOnline is the largest fixed-line telephone service provider in the BMA with a fixed-line capacity of 2.6 million lines, of which approximately 1.8 million lines are in commercial use. It also provides 26,000 public phones in the BMA under the approval of the Telephone Organization of Thailand (later renamed TOT). True Group operates WE PCT through its subsidiary, AWC, in which it holds a 100.00 percent equity interest. Together with AWC, the Group officially launched its PCT service in November 1999 as a value-added service of its traditional fixed-line services. WE PCT is a cordless fixed-line phone service. A subscriber’s PCT phone number is the same as his or her fixed-line number. Up to nine PCT handsets can be used with one fixed-line number. In August 1991, True Group signed a 25-year Joint Operation Agreement under Build-Transfer-Operate terms with the Telephone Organization of Thailand (later renamed TOT) to construct, install, maintain and jointly operate a 2-million-line wireline network in the BMA, which will expire in 2017. The agreement was subsequently extended to cover an additional 600,000 lines. True Group transferred its fixed-line network to TOT which collects revenues from subscribers and makes payment to the Group of its proportion as stipulated by the Joint Operation Agreement at the rate of 84.0 percent for 2 million lines and 79.0 percent for 600,000 lines. True Group receives an 82.0 percent share of revenue from each value-added service and 76.5 percent from the public phone service. As for the WE PCT service, the Group is entitled to 82.0 percent of the revenue generated from such service and AWC is entitled to approximately 70.0 percent of this amount. The PCT service is also available to TOT subscribers. TOT shares with True Group approximately 80.0 percent of revenue received from its subscribers as a PCT network rental fee. 2 This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement is not an offer of securities for sale into the United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1993, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering is being made in the United States. NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES Value-Added Services In addition to fixed-line phone and public phone services, True Group offers a range of value-added services to meet customers’ needs, including: • Voice Mailbox, Call Waiting, Conference Calling, Call Forwarding, Hot Line, Abbreviated Dialing, Automatic Call Repetition, Outgoing Call Barring, and Caller ID. The Group also provides services for corporate customers requiring a large number of telephone lines and provides a range of value-added services including: • Direct Inward Dialing or DID; • Hunting Lines service, which bundles two or more telephone lines at one location into a single number; • Integrated Service Digital Network or ISDN, which can carry all forms of voice, data and image communications simultaneously on the same telephone line; • Televoting; • Free Phone 1-800, allowing businesses to provide their customers with a free contact call service; • Voice Conferencing; and • VoIP service, called NetTalk by True.
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