IVL announces connected transaction to source paraxylene

23 Feb '12

2 min read

The Board of Directors meeting of Indorama Ventures Public Company Limited held on 22 February 2012, has approved the connected transaction of the sale of Paraxylene (“Px”), the details of transaction are as follows:

1. Transaction date: March, 2012 onwards

2. The parties involved:
Seller: TPT Petrochemicals PCL. (“TPT”) and/or Indorama Petrochem Ltd. (“IRPL”), a subsidiary of IVL
Buyer: PT. Indorama Petrochemicals (“PTIP”), a company jointly controlled by IVL (42%) and by PT. Indo-Rama Synthetics Tbk. (“PTIRS”) (42%), a company belonging to Mr. Sri Prakash Lohia and Mr. Amit Lohia, directors of IVL.

3. Description of transaction:
PTIP is expected to restart PTA production from April 2012 onwards, after being closed since 2007. It will require Paraxylene as a raw material for PTA production. Paraxylene supply is very tight now and it is hard for PTIP to secure Px, especially when it has just resumed the business which was halted due to its financial crisis. TPT and IRPL have been dealing with many PX suppliers on both long term purchase agreements and spot purchases. The agreed purchase terms and conditions of TPT and IRPL are likely to be better than those of PTIP because of their higher negotiation power. Accordingly it is proposed that TPT and/or IRPL will support PTIP in sourcing Px. The quantity to supply Px to PTIP is upto 150,000 tons per annum and TPT and/or IRPL will charge PTIP at cost plus margin upto USD 15 per ton.

4. The total value:
The maximum transaction value is estimated upto USD 2.25 million or Baht 68.62 million (150,000 tons x USD 15 per ton). The selling price is based on the fair market price plus margin of upto USD 15 per ton.

The calculation has revealed that the size of such transaction is greater than 0.03% but less than 3% of the Company's net tangible asset value as per the consolidated financial statements ended on 31 December 2011. Consequently, the Company has taken the IVL Board approval and disclosing the same to the Stock Exchange of Thailand.
5. Source of Capital: Working Capital

6. Interested directors not attending the meeting and voting:
1) Mr. Sri Prakash Lohia
2) Mr. Aloke Lohia
3) Mrs. Suchitra Lohia
4) Mr. Amit Lohia

7. Opinion of the Company's Board of Directors and Audit Committee:

In the opinion of the Audit Committee and the Board of Directors, the above connected transaction is fair and reasonable based on the fair market price and plus margin.

Indorama Ventures Public Company Limited

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