Bangkok: Banpu Public Company Limited announced that its shareholders have approved the merger between the company and Banpu Power Public Company Limited (BPP) with over 99.90% of the votes cast at the meeting. This reflects shareholders' confidence in Banpu's business restructuring plan under the Energy Symphonics Phase 2 strategy.

According to Thai News Agency, Mr. Sinon Vongkusolkit, Chief Executive Officer of Banpu Public Company Limited, stated that the approval from the shareholders' meeting reflects shareholders' confidence in the group's business restructuring plan. This will enable the company to allocate capital and improve management efficiency appropriately, while adapting to changes and opportunities arising from energy trends and the growth of AI and digital infrastructure. Banpu believes that driving the Energy Symphonics strategy will enable it to achieve its goals by 2030, both in terms of strengthening its financial position and being environmentally responsible. Importantly, the restructuring of its four core business groups-Next-Gen Mining, US Closed-Loop Gas, Power+, and Future Tech-will generate cash flow while reducing greenhouse gas emissions from their diversified energy businesses, creating sustainable value for shareholders, investors, and society in the long term.

In addition, the meeting considered and approved the relevant agendas to support the legal procedures of the merger, namely: (1) increasing the registered capital of the Company by 5 baht from the original registered capital of 10,018,902,725 baht to a new registered capital of 10,018,902,730 baht through the issuance of 5 additional ordinary shares with a par value of 1.00 baht per share, along with the amendment of Article 4 of the Memorandum of Association to conform with the new registered capital; and (2) issuing and offering for sale additional ordinary shares to a limited group of persons (Private Placement) in an amount not exceeding 5 shares to support the implementation of the plan set forth in the merger of the Company and BPP, which will result in both companies ceasing to be juristic persons and becoming a new public limited company (NewCo) from the merger, in which the new company will receive all assets, debts, rights, duties and responsibilities of both companies by operation of law.

Following this Extraordinary General Meeting (EGM), it is expected that shares from shareholders who oppose the merger will be repurchased during the second quarter of 2026. Trading of both the Company and BPP shares will be temporarily suspended for approximately 10 days to prepare for the allocation of shares in the new company and the holding of a Joint Shareholders' Meeting (JGM) in the second quarter of 2026 to consider agenda items related to the merger transaction, which will be conducted under the provisions of the Public Company Limited Act. The new company will then be listed on the Stock Exchange of Thailand in the third quarter of 2026. Shareholders of the Company will be allocated shares in the new company based on a final swap ratio of 1 share of the Company to 0.38242 shares of the new company, without requiring any further action.