ONE

GMM Grammy Public Company Limited (GRAMMY) has announced that the Board of Director’s Meeting No. 3/2021 held on 10 March 2021 deemed appropriate to add an agenda in the 2021 Annual General Meeting of Shareholders to approve the initial public offering (IPO) framework of newly-issued ordinary shares of a company in a group of The One Enterprise Company Limited (ONE), a joint venture of GRAMMY, and the listing of ONE in SET. The proportion of newly-issued shares shall be 20.00 percent of total paid-up capital of ONE after the capital increase and to approve the authorization of the Group Chief Executive Officer (Group CEO) and Chief Financial Officer (CFO) to undertake any acts relevant to and necessary for Listing of ONE in the SET for the purposes of completion of the plan, including but not limited to proceeding relevant activities, voting as a representative director of GRAMMY who are ONE’s director, voting in the ONE’s shareholders meeting as a ONE’s shareholder to approve necessary actions for qualification and readiness in listing of ONE in the SET, determining policy, entering into relevant agreements or any documents on behalf of GRAMMY under Listing of ONE in the SET framework. GRAMMY stated that ONE is experienced in the business investment of digital television and is equipped with marketing personnel including procuring customers and distribution of advertising time of television channels. Further, as GMM25 and ONE produces television programs in a variety of contents and forms; and ONE31 and GMM25 have different contents to be presented to viewers, the entry into the Appointment of Marketing Agent Transaction, therefore, presents more opportunity to reach out to customers who are interested in advertisement purchasing such as product owners or advertising agencies. As such, the company perceives this transaction as an opportunity and therefore, recommended GMM25 to consider entering into the Appointment of Marketing Agent Transaction so that GMMCH is the marketing agent and can support the business operation of GMM25, which includes the procurement of customers and distribution of broadcasting time of GMM25. GMM25 shall receive a consideration payment in return of its appointment of a marketing agent in an amount of THB 67,000,000 in the year 2020 which GMM25 has completely received such return and shall allocate part of the income from the business operation of channel 25, in an amount of 30.00 percent of the total income from the business operations of the Marketing Rights of Channel 25, to itself and shall allocate 70.00 percent of the income to GMMCH with respect to the operations of the marketing rights. In any event, the income allocated to GMM25 shall be no more than THB 70.00 million per year from 1 January 2021 until the expiry of such broadcasting license, which is expected to expire on 24 April 2029 i.e., in a period of 8 years and 4 months, GMM25 will allocate such income to it no more than THB 583,333,333.