diff --git a/README.md b/README.md index 230444b..19f166a 100644 --- a/README.md +++ b/README.md @@ -83,8 +83,11 @@ steps are open planning items. **Plan A, ~182M THB** (~2M above 180M since steam went biomass), the launch plant with six cost levers, and **Plan B, ~217M THB**, the same launch plant with everything in. **The main investor wants to go with - Plan B** (19 October 2026); the investor deck leads with it. The main - investor holds **at least 60 % of the company**, so at most 40 % is for + Plan B** (19 October 2026); the investor deck leads with it. The + shareholders fund the whole plant as share capital, no bank loan + planned (20 October 2026). The main + investor holds **at least 60 % of the company** (~130M THB of Plan B's + ~217M), so at most 40 % (~87M) is for sale to co-investors (Ploy Printing, the founders, others; [possible share prices](docs/finance/share-price.md); [shareholding](docs/finance/total-investment.md#two-plans-a-at-180m-thb-and-b-at-215m-thb-october-2026), @@ -330,10 +333,12 @@ The detail lives in dedicated documents: of the company open to co-investors (the lead investor holds at least 60 %), from market data (Damodaran industry multiples, the Thai risk premium and bond yield, illiquidity discounts, venture target returns, - Thai listed peers): the founding round at par (~21.7M THB for 40 % at - Plan B's equity floor), a premium only for documented pre-round costs, - and what a share could be worth once the plant runs, with the adverse - case at zero + Thai listed peers), on the decision that the shareholders fund the + whole plant as share capital: the founding round at par (Plan B's ~217M + as 2,170,000 shares of 100 THB, the 40 % ~86.8M THB, called in + instalments against the tranches), a premium only for documented + pre-round costs, and what a share could be worth once the plant runs + (adverse 11 to 42 THB per 100 THB paid, central 80 to 314 THB) - [Investor deck](docs/pitch/index.html) (October 2026): the plant in 17 web slides for BOI, bank and institutional readers, proposing Plan B (~215M THB) with Plan A as the comparison, in a light and a dark theme diff --git a/docs/boi.md b/docs/boi.md index ea6b49d..041b1cb 100644 --- a/docs/boi.md +++ b/docs/boi.md @@ -91,8 +91,10 @@ the battery, if it qualifies), not on "we press plastic discs." - Minimum investment THB 1,000,000 excluding land and working capital (comfortably cleared by the first pressing line alone) - Debt-to-equity ratio no higher than 3:1, maintained for the life of the - privileges; plan the equity/loan mix for the machinery and solar capex - accordingly + privileges. Met with room to spare: the shareholders fund the whole + plant as share capital and no bank loan is planned (user, October 2026; + [total investment](finance/total-investment.md#two-plans-a-at-180m-thb-and-b-at-215m-thb-october-2026)), + so any later loan keeps the same ceiling - Modern machinery and process expected; ISO/environmental compliance for larger projects - BOI promotion does not replace the factory license (Ror.Ngor. 4), diff --git a/docs/business-plan/CNX-Vinyl-Business-Plan-A.docx b/docs/business-plan/CNX-Vinyl-Business-Plan-A.docx index 19777cc..a4e5778 100644 Binary files a/docs/business-plan/CNX-Vinyl-Business-Plan-A.docx and b/docs/business-plan/CNX-Vinyl-Business-Plan-A.docx differ diff --git a/docs/business-plan/CNX-Vinyl-Business-Plan-A.pdf b/docs/business-plan/CNX-Vinyl-Business-Plan-A.pdf index 163cef0..21238f3 100644 Binary files a/docs/business-plan/CNX-Vinyl-Business-Plan-A.pdf and b/docs/business-plan/CNX-Vinyl-Business-Plan-A.pdf differ diff --git a/docs/business-plan/CNX-Vinyl-Business-Plan-B.docx b/docs/business-plan/CNX-Vinyl-Business-Plan-B.docx index 48ec29f..e70f604 100644 Binary files a/docs/business-plan/CNX-Vinyl-Business-Plan-B.docx and b/docs/business-plan/CNX-Vinyl-Business-Plan-B.docx differ diff --git a/docs/business-plan/CNX-Vinyl-Business-Plan-B.pdf b/docs/business-plan/CNX-Vinyl-Business-Plan-B.pdf index b93d777..fa997fc 100644 Binary files a/docs/business-plan/CNX-Vinyl-Business-Plan-B.pdf and b/docs/business-plan/CNX-Vinyl-Business-Plan-B.pdf differ diff --git a/docs/business-plan/build/content_a.py b/docs/business-plan/build/content_a.py index a666b51..5541247 100644 --- a/docs/business-plan/build/content_a.py +++ b/docs/business-plan/build/content_a.py @@ -265,11 +265,13 @@ def blocks(): ["The ask", pick( "~THB 182M (~USD 5.52M), the plan labelled ~180M THB (about 2M above 180M at the midpoint), " "released in tranches against milestones (section 8), starting with phase 0 (~THB 1.3M to " - "2.6M). BOI caps debt-to-equity at 3:1, so at least a quarter is equity: ~THB 46M " - "(arithmetic, before financing costs)", + "2.6M). Funded entirely by the shareholders as share capital, no bank loan planned: the " + "lead investor's 60 % is at least ~THB 109M, the 40 % open to co-investors at most ~THB 73M " + "(arithmetic at one share price)", "~THB 217M (~USD 6.56M), the ~215M THB plan, released in tranches against milestones " - "(section 8), starting with phase 0 (~THB 1.3M to 2.6M). BOI caps debt-to-equity at 3:1, so " - "at least a quarter is equity: ~THB 54M (arithmetic, before financing costs)")], + "(section 8), starting with phase 0 (~THB 1.3M to 2.6M). Funded entirely by the shareholders as " + "share capital, no bank loan planned: the lead investor's 60 % is at least ~THB 130M, the 40 % " + "open to co-investors at most ~THB 87M (arithmetic at one share price)")], ]), H2("Two versions of this plan"), P("This plan comes in two versions, built from the same documents and the same machine choices. " + pick( @@ -367,8 +369,8 @@ def blocks(): "**Decisions needed from the investor:** which version to fund, Plan A or Plan B (both make the " "same records, so the choice is ~THB 35M more at launch for what Plan A leases or defers; the " "Classic, Pheenix and EX 35 quotes, the solar PPA offer and the building quote settle the " - "numbers); the equity/debt mix (BOI requires debt-to-equity of at most 3:1, so at " - "least ~THB " + pick("46M of Plan A's ~182M", "54M of Plan B's ~217M") + " is equity); and CD " + "numbers); the share capital's call schedule against the tranches (the shareholders fund the whole " + "plant, no bank loan planned, so BOI's 3:1 debt-to-equity ceiling is met with no debt); and CD " "replication, yes or no (it must be in the BOI application from the start). The steam fuel is " "no longer open: both versions run on biomass steam from launch.", "**Co-investment:** Ploy Printing, the Chiang Mai print and packaging house that will produce " @@ -410,8 +412,9 @@ def blocks(): P("Currency: USD and THB at 1 USD = 33 THB (5 August 2026). Vendor quotes issued in EUR or GBP are " "kept in their currency next to their source and converted at 1 EUR = 1.155 USD and " "1 GBP = 1.35 USD. Currency exposure is real and is discussed in section 8.5."), - P("Deliberately **not** in this plan: a contingency in the plan price (section 8); a financing " - "structure or terms (to be agreed with the investor); " + P("Deliberately **not** in this plan: a contingency in the plan price (section 8); bank debt (the " + "shareholders fund the whole plant as share capital; the share price and call schedule are to be " + "agreed, section 12.2); " "a signed customer; a signed lease; firm quotes for the Classic, the galvanics line, the metrology " "stack or the building; a price for the central hydraulic plant; and a year-by-year cash model. " "Each of these is a named next step in section 14. The revenue also leaves out two upsides that " diff --git a/docs/business-plan/build/content_b.py b/docs/business-plan/build/content_b.py index d39d8a1..f1438bb 100644 --- a/docs/business-plan/build/content_b.py +++ b/docs/business-plan/build/content_b.py @@ -1100,8 +1100,9 @@ def blocks(): "whether R&D with Payap University and the joint student programmes count is to be checked."], ], widths_mm=[58, 112]), P("**Requirements:** minimum THB 1M investment excluding land and working capital (cleared many " - "times over); debt-to-equity no higher than 3:1 for the life of the privileges, which shapes " - "the financing mix; modern machinery and process; progress reports, annual reports and machinery " + "times over); debt-to-equity no higher than 3:1 for the life of the privileges, met with room to " + "spare because the shareholders fund the whole plant as share capital (no bank loan planned); " + "modern machinery and process; progress reports, annual reports and machinery " "lists. The plant's asset register and stock ledger in ERPNext are where the record of promoted " "machinery and raw materials lives, from the first capex invoice."), P("**Process:** file via the e-Investment system and present at an analyst meeting. BOI quotes " diff --git a/docs/business-plan/build/content_c.py b/docs/business-plan/build/content_c.py index c104388..bc42305 100644 --- a/docs/business-plan/build/content_c.py +++ b/docs/business-plan/build/content_c.py @@ -1135,15 +1135,18 @@ def blocks(): "Ploy Printing's participation, whether in cash, in kind (print capacity, premises, working " "capital in packaging) or both, is to be discussed; its strategic value is a packaging partner " "whose incentives are aligned with the plant's schedule and quality, within the same province.", - "**Debt-to-equity no higher than 3:1**, maintained for the life of the BOI privileges, which sets " - "the floor on equity in the financing mix: at least a quarter of the funding, " + pick( - "~46M THB of Plan A's ~182M", "~54M THB of Plan B's ~217M") + - " (arithmetic, before financing costs). " + pick( - "If all of it were paid in at one share price, the lead investor's 60 % would be at least " - "~28M THB and the 40 % at most ~18M THB", - "If all of it were paid in at one share price, the lead investor's 60 % would be at least " - "~32M THB and the 40 % at most ~22M THB") + - " (arithmetic only; share price, valuation and any founders' or in-kind shares are not agreed).", + "**Funding: the shareholders fund the whole plant and get shares for it** (decided October 2026); " + "no bank loan is planned. " + pick( + "Plan A's ~182M THB is paid in as share capital: at one share price the lead investor's 60 % " + "is at least ~109M THB and the 40 % at most ~73M THB", + "Plan B's ~217M THB is paid in as share capital: at one share price the lead investor's 60 % " + "is at least ~130M THB and the 40 % at most ~87M THB") + + " (arithmetic only; share price and any founders' or in-kind shares are not agreed). The capital " + "can be registered in full and called in instalments (at least 25 % on subscription, the rest " + "called by the directors with notice), which fits the tranches of section 8.3. BOI's 3:1 " + "debt-to-equity ceiling is met with no debt; the machinery stays unpledged and could secure a " + "loan later if one is ever needed. Possible share prices from market data: " + "docs/finance/share-price.md.", "**A shareholders' agreement** covering board composition, reserved matters (capital calls and " "tranche releases, the growth options such as a second Duplex, CD replication), pre-emption and transfer, information rights, and the founders' roles and " "remuneration.", @@ -1246,8 +1249,7 @@ def blocks(): ["On the gates clearing", pick( "A commitment in principle to **Plan A at ~180M THB** (~182M at the midpoint, the ramp-up " "reserve of 10M to 20M included, no contingency), released in the tranches of section 8.3, " - "with the financing mix set to hold debt-to-equity at or below 3:1 (equity of at least ~46M " - "THB). Told plainly: at the midpoint the plan is **~2M above 180M** (177M to 187M with the " + "paid in by the shareholders as share capital and called against the milestones. Told plainly: at the midpoint the plan is **~2M above 180M** (177M to 187M with the " "reserve's 10M to 20M); the price carries no contingency (at 15 % it would be ~25M THB more at " "the midpoint), and from the low to the high end of every block the plan comes to ~132M to " "233M THB. The Newbilt re-quote, the Pheenix quote, the building quote with the soil test, " @@ -1255,20 +1257,21 @@ def blocks(): "that range it lands and whether it comes back under 180M.", "A commitment in principle to **Plan B at ~215M THB** (~217M at the midpoint, the ramp-up " "reserve of 10M to 20M included, no contingency), released in the tranches of section 8.3, " - "with the financing mix set to hold debt-to-equity at or below 3:1 (equity of at least ~54M " - "THB). Told plainly: the price carries no contingency (at 15 % it would be ~30M THB more at " + "paid in by the shareholders as share capital and called against the milestones. Told plainly: the price carries no contingency (at 15 % it would be ~30M THB more at " "the midpoint), and from the low to the high end of every block the plan comes to ~156M to " "277M THB. The Newbilt re-quote, the Pheenix quote, the building quote with the soil test, " "the metrology quotes and the solar and battery purchase quotes decide where in that range it " "lands.")], ["Decisions", pick( - "The equity and debt mix, and how quotes landing above the plan price are funded; the six " + "The share price and the call schedule, and how quotes landing above the plan price are " + "funded (a further call on the shareholders); the six " "levers, the solar PPA first (~14.7M THB off the price for a power bill of ~0.06M USD a year); " "whether to buy a Chinese biomass boiler if its quote brings the plan under 180M; CD " "replication, yes or no, before the BOI application is finalised; the biomass fuel contracts; " "the split of the 40 % open to co-investors (Ploy Printing, the founders, others; the lead " "investor holds at least 60 %); hedging of the EUR orders.", - "The equity and debt mix, and how quotes landing above the plan price are funded; the ~35M " + "The share price and the call schedule, and how quotes landing above the plan price are " + "funded (a further call on the shareholders); the ~35M " "THB of items Plan A leases or defers (owned solar on the factory roof with no PPA bill, the " "full metrology stack, the visitor corridor, cassette and CD-R, the bought crane, the Thai " "compressor), each weighed against its lever; CD replication, yes or no, before the BOI " diff --git a/docs/finance/share-price.md b/docs/finance/share-price.md index 1084d1a..c064ce5 100644 --- a/docs/finance/share-price.md +++ b/docs/finance/share-price.md @@ -3,37 +3,49 @@ What a share in the plant company could cost the co-investors who take up the 40 % beside the lead investor, and what it could be worth once the plant runs, worked from public market data (dated and linked below) and -the plan's own figures. **This page is not a valuation opinion and not an -offer price.** Every result is an estimate or an illustration, given as a -range or as scenarios; the share price itself is for the shareholders' +the plan's own figures. The basis is the funding decision of 20 October +2026: **the shareholders fund the whole plant as share capital, with no +bank loan**. **This page is not a valuation opinion and not an offer +price.** Every result is an estimate or an illustration, given as a range +or as scenarios; the share price itself is for the shareholders' agreement (business plan B, section 12.2). Computed 20 October 2026. Owning documents: [total investment](total-investment.md#two-plans-a-at-180m-thb-and-b-at-215m-thb-october-2026) -(plans and shareholding), [revenue model](revenue-model.md#operating-pictures-of-plan-a-and-plan-b-october-2026) +(plans, shareholding and the Funding paragraph), [revenue model](revenue-model.md#operating-pictures-of-plan-a-and-plan-b-october-2026) (operating pictures), [BOI](../boi.md) (debt-to-equity and incentives), the [plant and business plan calculator](../fleet-calculator.html) (ten-year cash view) and the [business plan, Plan B](../business-plan/CNX-Vinyl-Business-Plan-B.pdf) -(section 12.2, ownership and structure). +(sections 8.3, tranches, and 12.2, ownership and structure). ## What is decided +- **Funding** (user, 20 October 2026): **the shareholders fund the whole + plant and get shares for it; no bank loan is planned.** Plan B's ~217M + THB is paid in as share capital, registered in full and called in + instalments against the tranches of business plan section 8.3 + ([total investment, Funding paragraph](total-investment.md#two-plans-a-at-180m-thb-and-b-at-215m-thb-october-2026)). + The share price, any founders' or in-kind shares and the call schedule + are not agreed. - **Shareholding** (user, 20 October 2026): the lead investor holds **at least 60 %** of the company that holds the plant and the BOI promotion, so **at most 40 % is for sale**. Ploy Printing (intended strategic co-investor, in cash, in kind or both), any founders' shares and any further co-investor all come out of that 40 % ([total investment](total-investment.md#two-plans-a-at-180m-thb-and-b-at-215m-thb-october-2026)). + On ~217M of share capital at one price that is at least ~130M THB for + the lead investor and at most ~87M for the 40 %. - **Plan B is the proposal**: ~217M THB at the midpoint (201.6M before the 10M to 20M ramp-up reserve), labelled ~215M; ~156M to 277M from the low to the high end of every block; no contingency (~30M at 15 % is not in the price). Plan A (~182M) is the comparison only. - **BOI**: debt-to-equity no higher than 3:1 for the life of the - privileges, so equity is at least a quarter of the funding: **~54M THB - for Plan B** (217 / 4 = 54.25), and the debt at most ~163M. Vinyl - pressing is expected in incentive **Group B: no corporate income tax - holiday on the core activity**; upgrade measures (automation, R&D) may - add limited exemptions, to be structured by a BOI consultant - ([BOI](../boi.md)). This page uses the 20 % Thai corporate tax rate. + privileges. With no debt the ceiling is met with room to spare and no + longer sets an equity floor; a loan added later would have to stay + within it. Vinyl pressing is expected in incentive **Group B: no + corporate income tax holiday on the core activity**; upgrade measures + (automation, R&D) may add limited exemptions, to be structured by a BOI + consultant ([BOI](../boi.md)). This page uses the 20 % Thai corporate + tax rate. - **Operating picture, Plan B, mature year at 60 % specials** ([revenue model](revenue-model.md#operating-pictures-of-plan-a-and-plan-b-october-2026)): revenue 2.28 / 3.65 / 5.41M USD, EBITDA 0.23 / 1.73 / 3.79M USD, @@ -47,39 +59,55 @@ cash view) and the [business plan, Plan B](../business-plan/CNX-Vinyl-Business-P Its basis, from the page source: discount rate **10 %** (input `discRate`, marked estimate), **pre-tax and pre-financing**, no terminal value, "Corporate income tax and BOI's CIT exemptions ... are not - modelled", ramp 35 / 70 / 90 % in years 1 to 3. + modelled", ramp 35 / 70 / 90 % in years 1 to 3, depreciation over 12.5 + years. With no loan, pre-financing is the shareholders' own position. - **FX**: 33 THB/USD (planning rate, total investment). -- **No loan terms are on file.** No interest rate, repayment schedule or - debt-service figure appears on this page. Where equity value needs net - debt, it is shown at the most the 3:1 rule allows (~163M THB, nothing - repaid: the conservative case) and at half repaid (~81M, a sensitivity). +- **No loan terms are on file, and no loan is planned.** No interest + rate, repayment schedule or debt-service figure appears on this page. + The one levered table below ("if a loan were added later") uses the + most debt the 3:1 rule would allow, nothing repaid, only to show what + leverage would do to the figures; it is not the plan. ## Thai company law basics From the Civil and Commercial Code (Thai text from the Office of the Council of State with English translation on [ThaiLawOnline](https://www.thailawonline.com/thai-civil-code/section-1105/), -cross-checked against the [Siam Legal library](https://library.siam-legal.com/thai-law/civil-and-commercial-code-limited-companies-section-1096-1116/); +cross-checked against the Siam Legal library, sections +[1096 to 1116](https://library.siam-legal.com/thai-law/civil-and-commercial-code-limited-companies-section-1096-1116/) +and [1117 to 1143](https://library.siam-legal.com/thai-law/civil-and-commercial-code-limited-companies-section-1117-1143/); checked 20 October 2026; to be confirmed by Thai counsel in phase 0): +- **Section 1096**: the shareholders' liability is limited to the amount, + if any, unpaid on their shares. Capital registered but not yet called + is owed to the company. - **Section 1117**: a share may not be less than **5 THB**. The par value is otherwise free; 100 THB a share is a common choice and is used below as the worked example (not decided). - **Section 1105**: shares **may not be issued below par**. Issuing above par (a share premium) is permitted **only if the memorandum of association sanctions it**, and the premium is paid with the first - payment. The **first payment must be at least 25 %** of par; the rest is - called later (sections 1120 and 1121: by the directors, at least 21 days' - notice), which fits a round paid in tranches. + payment. The **first payment must be at least 25 %** of par. +- **Calls on the rest (sections 1120 to 1125)**: unless a general meeting + decides otherwise, the directors call the unpaid money (1120), with at + least **21 days' notice by registered letter** (1121). A shareholder who + misses a call owes interest from the due date (1122); the directors may + send a second registered notice with a reasonable deadline that can + warn of forfeiture (1123), then declare the shares forfeited (1124); + forfeited shares are sold without delay **by public auction**, the + proceeds pay the call and interest and any surplus goes back to the + shareholder (1125). This is the frame for calling the share capital in + instalments against the tranches. - **Section 1108** (amended by Act No. 23 B.E. 2565, in force 7 February 2023): the statutory meeting ratifies the promoters' contracts and expenses, fixes any payment to promoters, and fixes the shares to be allotted as paid up **otherwise than in money**; the service or property given for them must be described expressly to the meeting. **Section - 1119**: otherwise every share is paid in money. After formation, new - shares paid in kind need a special resolution (**section 1221**). This - is the route for founders' work, the lead investor's pre-round costs and - Ploy Printing's in-kind contribution. + 1119**: otherwise every share is paid in money, and no set-off against + the company is allowed. After formation, new shares paid in kind need a + special resolution (**section 1221**). This is the route for founders' + work, the lead investor's pre-round costs and Ploy Printing's in-kind + contribution. - **Section 1220**: capital is increased by special resolution; **section 1222**: all new shares must first be offered to existing shareholders in proportion to their holdings (statutory pre-emption). @@ -110,243 +138,321 @@ Checked 20 October 2026. Damodaran files are the January 2026 release | Target returns of venture investors by stage | Start-up 50 to 70 %; **first stage 40 to 60 %**; second stage 35 to 50 %; bridge / IPO 25 to 35 %. Actual returns far lower (20-year early-stage VC 21.4 %, all VC 16.9 %, to 2007), the gap being failure risk | Damodaran, [Valuing Young, Start-up and Growth Companies](https://pages.stern.nyu.edu/~adamodar/pdfiles/papers/younggrowth.pdf), Tables 2 and 3, p. 15 (the paper gives no source line for Table 2) | May 2009 | | SET-listed Thai peers, EV/EBITDA and P/E (secondary market-data site) | SCGP (SCG Packaging) 10.1x, 21.0x, EBITDA margin 14.8 %; TPAC (Thai Plaspac) **4.7x**, 5.5x, margin 18.0 %; SITHAI (Srithai Superware) 3.2x, 7.3x; GRAMMY (GMM Grammy, music and media) 8.6x, 51.9x | stockanalysis.com statistics pages, e.g. [SCGP](https://stockanalysis.com/quote/bkk/SCGP/statistics/), [TPAC](https://stockanalysis.com/quote/bkk/TPAC/statistics/), [SITHAI](https://stockanalysis.com/quote/bkk/SITHAI/statistics/), [GRAMMY](https://stockanalysis.com/quote/bkk/GRAMMY/statistics/) | 19 to 20 Oct 2026 | -Not used: a bank lending rate. The methods below need none, and none is on -file for this project. +Not used: a bank lending rate. No loan is planned, the methods below need +none, and none is on file for this project. ## Method All amounts in M THB unless stated; EBITDA converted at 33 THB/USD. +Multiples are used unrounded (4.69x, 13.33x, 14.92x), so a hand check with +the rounded figures can differ by 1 or 2 THB a share. -- **A. Founding round at par, pari passu.** Everyone pays the same price, - par, in money (or in kind at the same value). Equity = Plan B's 217M x - a quarter (the 3:1 floor), a third, or a half; shares = equity / 100 THB; - the lead investor's 60 % and the 40 % in shares and THB. Plan A's floor - as the one comparison line. +- **A. Founding round at par, pari passu, all equity.** Everyone pays the + same price, par, in money (or in kind at the same value). Share capital + = the plan price; shares = capital / 100 THB; the lead investor's 60 % + and the 40 % in shares and THB. Plan B at ~217M, Plan B before the + reserve (201.6M) and Plan A (~182M) as the comparison. The capital is + registered in full and called in instalments: at least 25 % on + subscription (section 1105), the rest by the directors (section 1120) + against the tranche gates of business plan section 8.3. - **B. Development premium.** Work and money spent before the round (phase 0 at 1.3M to 2.6M THB; design, vendor work, the platform software) credited as a pre-money value P of 0, 1.3, 2.6, 5, 10 or 20M. - The new cash C is the equity floor (54.25M). Post-money = P + C. With - the share count held at the par case (542,500), the cash pays (P + C) / - 542,500 a share, the developers receive P / that price in shares paid + The new cash C is Plan B's 217M. Post-money = P + C. With the share + count held at the par case (2,170,000), the cash pays (P + C) / + 2,170,000 a share, the developers receive P / that price in shares paid otherwise than in money, and the 40 % costs 0.4 x (P + C). A pre-money credit and shares at par for the same amount give the same ownership; the table shows it as a price because that is how a co-investor sees it. - **C. Value once the plant runs** (mature year, ~year 4 to 5). - Enterprise value = mature-year EBITDA x EV/EBITDA; equity = EV minus net - debt; minority stake in a private company: less a 20 to 35 % illiquidity - discount (the restricted-stock range and the court's 20 %); per share at - the floor's 542,500 shares. Three multiples: **4.7x**, the median of the - three SET-listed plastics and packaging peers (TPAC, SITHAI, SCGP); - **13.3x**, Emerging Markets Packaging & Container, the closest industry; - **14.9x**, the median of the five EM industries (Machinery's 25.0x - reflects machine builders and is not used on its own). Net debt - 162.75M (all the debt 3:1 allows, nothing repaid, no cash netted) and - 81.4M (half repaid). EBITDA: adverse, central, favourable, plus a - cross-check at an industry-norm margin: 20 % (the middle of the 15 to - 25 % in the revenue model; the SET peers earn 15 to 18 %) of central - revenue, 0.73M USD. + Enterprise value = mature-year EBITDA x EV/EBITDA; **net debt 0**, so + equity value = enterprise value; minority stake in a private company: + less a 20 to 35 % illiquidity discount (the restricted-stock range and + the court's 20 %); per share on the 2,170,000 shares. No cash is netted + either: cash the plant earns by then is assumed paid out or spent on + growth (the second Duplex is funded from revenue); cash kept in the + company would add to every value. Three multiples: **4.7x**, the median + of the three SET-listed plastics and packaging peers (TPAC, SITHAI, + SCGP); **13.3x**, Emerging Markets Packaging & Container, the closest + industry; **14.9x**, the median of the five EM industries (Machinery's + 25.0x reflects machine builders and is not used on its own). EBITDA: + adverse, central, favourable, plus a cross-check at an industry-norm + margin: 20 % (the middle of the 15 to 25 % in the revenue model; the SET + peers earn 15 to 18 %) of central revenue, 0.73M USD. One sensitivity + table shows the same cases if a loan were added later at the 3:1 + ceiling (equity 54.25M, 542,500 shares, debt 162.75M, nothing repaid). - **D. Price a financial co-investor would pay today (venture-capital - method).** Post-money value today = equity value in year 5 from C, - before the illiquidity discount (the target returns already price - illiquidity and failure), divided by (1 + r) to the fifth. Pre-money = - post-money minus the 54.25M paid in; the justified price per share = - 100 THB x post-money / 54.25M. **Stage: first stage, 40 to 60 %.** The - technology is proven (vendor presses, galvanics and cutting lines in - use elsewhere) and the product is known, so this is not a start-up - inventing a product; but there is no plant, no customer and no - validated price (roadmap item 1 is open), so it is not second stage. - Start-up rates (50 to 70 %) apply if market validation fails to + method).** Post-money value today = equity value in year 5 from C + (net debt 0), before the illiquidity discount (the target returns + already price illiquidity and failure), divided by (1 + r) to the + fifth. Pre-money = post-money minus the 217M paid in; the justified + price per share = 100 THB x post-money / 217M. **Stage: first stage, 40 + to 60 %.** The technology is proven (vendor presses, galvanics and + cutting lines in use elsewhere) and the product is known, so this is + not a start-up inventing a product; but there is no plant, no customer + and no validated price (roadmap item 1 is open), so it is not second + stage. Start-up rates (50 to 70 %) apply if market validation fails to produce buyer prices; second-stage rates once the plant runs and sells. Cross-check: a CAPM cost of equity, 2.30 % + beta x 6.18 %, with the EM - unlevered beta relevered at 3:1 and 20 % tax (beta x (1 + 0.8 x 3)): - Packaging & Container 0.61 to **2.08**, cost of equity **15.2 %**; Total - Market 0.85 to **2.88**, **20.1 %**. The 10-year yield contains - Thailand's default spread; netting it out, as Damodaran does, would - lower both by about 1.3 points, so the gross yield is the cautious - choice. -- **E.** The calculator's project return against these rates. + **unlevered** beta as it stands (no debt, so no relevering): Packaging + & Container 0.61, cost of equity **6.1 %**; Total Market 0.85, **7.5 %**. + CAPM prices market risk only: nothing for size, illiquidity or a plant + not yet built, which is what the gap to the venture targets measures. + The 10-year yield contains Thailand's default spread; netting it out, + as Damodaran does, would lower both by about 1.3 points, so the gross + yield is the cautious choice. +- **E.** The calculator's project return, which with no loan is also the + shareholders' return, against these rates. ## Results -### A. Founding round at par, pari passu (estimate) +### A. Founding round at par, pari passu, all equity (estimate) -| Case | Equity | Debt at most (3:1) | Shares at 100 THB | Lead investor, 60 % | Co-investors, 40 % | 25 % first payment | +| Case | Share capital | Shares at 100 THB | Lead investor, 60 % | Co-investors, 40 % | 25 % first payment (40 %'s part) | +|---|---|---|---|---|---| +| **Plan B, all equity** (~217M) | **217.0M** | **2,170,000** | 1,302,000 shares, **130.2M** | 868,000 shares, **86.8M** | 54.25M (21.7M) | +| Plan B before the reserve | 201.6M | 2,016,000 | 1,209,600 shares, 121.0M | 806,400 shares, 80.6M | 50.4M (20.2M) | +| Plan A, all equity (comparison) | 182.0M | 1,820,000 | 1,092,000 shares, 109.2M | 728,000 shares, 72.8M | 45.5M (18.2M) | + +The price is **100 THB a share in every row**; a larger plan means more +shares, not a different price. At the legal minimum par of 5 THB Plan B +would be 43,400,000 shares at 5 THB: the same money for the same 40 %. In +practice the registered capital is set to a round figure. The 40 % at +par, ~86.8M THB, matches the plan's "at most ~87M" (total investment, +Funding paragraph; business plan 12.2). + +**Which calls fall when** (illustrative; the calls follow the actual +tranche releases). The tranche shares of business plan section 8.3 are +ranges of the 201.6M before the reserve; the reserve is drawn from +tranche 4 on. Phase 0 (tranche 0) is spent before the company exists: in +the project calendar the company is incorporated after the BOI +certificate, so the promoters pay phase 0 and the statutory meeting +ratifies it (section 1108), reimbursed from the first call or credited as +shares at par (B). + +| Call | When | Tranche need, M THB (share of 217M) | Call, share of 217M | Call, M THB | Lead investor, 60 % | The 40 % | |---|---|---|---|---|---|---| -| **Plan B, 3:1 floor** (a quarter of 217M) | **54.25M** | 162.75M | **542,500** | 325,500 shares, **32.6M** | 217,000 shares, **21.7M** | 13.6M | -| Plan B, equity a third | 72.3M | 144.7M | ~723,300 | ~434,000 shares, 43.4M | ~289,300 shares, 28.9M | 18.1M | -| Plan B, equity a half | 108.5M | 108.5M | 1,085,000 | 651,000 shares, 65.1M | 434,000 shares, 43.4M | 27.1M | -| Plan A, 3:1 floor (comparison) | 45.5M | 136.5M | 455,000 | 273,000 shares, 27.3M | 182,000 shares, 18.2M | 11.4M | +| 1 | On subscription, at incorporation: tranche 1 (BOI certificate, lease, zoning, soil, pricing validated) with phase 0 | 41.6 to 63.1 (19 to 29 %) | **25 %**, the legal minimum | 54.25 | 32.55 | 21.70 | +| 2 | Tranche 2: building permit, vendor build dates in writing | 70.6 to 90.7 (33 to 42 %) | 40 % | 86.80 | 52.08 | 34.72 | +| 3 | Tranche 3: building watertight, first machinery shipped | 30.2 to 40.3 (14 to 19 %) | 20 % | 43.40 | 26.04 | 17.36 | +| 4 | Tranche 4: metal path commissioned, first stampers; the reserve | 26.1 to 44.2 (12 to 20 %) | 15 % | 32.55 | 19.53 | 13.02 | +| | **Total** | | **100 %** | **217.00** | **130.20** | **86.80** | -The price is **100 THB a share in every row**; more equity means more -shares, not a different price. At the legal minimum par of 5 THB the -floor would be 10,850,000 shares at 5 THB: the same money for the same -40 %. In practice the registered capital is set to a round figure. The -40 % at the floor, ~21.7M THB, matches the plan's "at most ~22M" (total -investment, business plan 12.2). +The 25 / 40 / 20 / 15 split is one fit to the tranche ranges, rounded to +add up to 100 %; it is arithmetic, not a schedule. If tranche 1 lands at +its high end, the first payment is set above the 25 % minimum (~29 %) or +the second call comes forward. Each call needs at least 21 days' notice +(section 1121), so a call goes out three weeks before the money is due +to a vendor. ### B. Development premium (illustrative) -New cash at the floor, 54.25M; share count held at 542,500. +New cash 217M (all equity); share count held at 2,170,000. | Pre-money credited | Post-money | Price the cash pays | Premium over par | Shares to the developers (share of company) | The 40 % costs | |---|---|---|---|---|---| -| 0 (par) | 54.3M | 100 THB | 0 % | 0 | 21.7M | -| 1.3M (phase 0, low end) | 55.6M | 102 THB | 2.4 % | 12,696 (2.3 %) | 22.2M | -| 2.6M (phase 0, high end) | 56.9M | 105 THB | 4.8 % | 24,811 (4.6 %) | 22.7M | -| 5M | 59.3M | 109 THB | 9.2 % | 45,781 (8.4 %) | 23.7M | -| 10M | 64.3M | 118 THB | 18.4 % | 84,436 (15.6 %) | 25.7M | -| 20M | 74.3M | 137 THB | 36.9 % | 146,128 (26.9 %) | 29.7M | +| 0 (par) | 217.0M | 100 THB | 0 % | 0 | 86.8M | +| 1.3M (phase 0, low end) | 218.3M | 100.6 THB | 0.6 % | 12,923 (0.6 %) | 87.3M | +| 2.6M (phase 0, high end) | 219.6M | 101.2 THB | 1.2 % | 25,692 (1.2 %) | 87.8M | +| 5M | 222.0M | 102 THB | 2.3 % | 48,874 (2.3 %) | 88.8M | +| 10M | 227.0M | 105 THB | 4.6 % | 95,595 (4.4 %) | 90.8M | +| 20M | 237.0M | 109 THB | 9.2 % | 183,122 (8.4 %) | 94.8M | -A premium must rest on documented costs or assets: invoices for the -phase 0 work, time records at an agreed rate, the platform code and -designs handed to the company. Money already spent on the company's -behalf is most simply counted as capital at par or reimbursed as a -promoter's expense ratified at the statutory meeting (section 1108); -either way it gives the same 2 to 5 % as the phase 0 rows. Credit beyond -documented spending is a valuation of work and needs a basis the other -shareholders accept. Whose credit it is matters for the 60/40: founders' -in-kind shares come out of the 40 % (at 10M they would be 15.6 % of the -company, leaving 24.4 % for Ploy Printing and others), the lead -investor's out of the 60 %. **For a company without a plant or revenue, -the defensible default is par.** +On a 217M round the pre-round work is a small share of the company: the +phase 0 rows come to 0.6 to 1.2 %. A premium must still rest on +documented costs or assets: invoices for the phase 0 work, time records at +an agreed rate, the platform code and designs handed to the company. +Money already spent on the company's behalf is most simply counted as +capital at par or reimbursed as a promoter's expense ratified at the +statutory meeting (section 1108); either way it gives the same 0.6 to +1.2 %. Credit beyond documented spending is a valuation of work and needs +a basis the other shareholders accept. Whose credit it is matters for the +60/40: founders' in-kind shares come out of the 40 % (at 10M they would be +4.4 % of the company, leaving 35.6 % for Ploy Printing and others), the +lead investor's out of the 60 %. **For a company without a plant or +revenue, the defensible default is par.** ### C. What a share could be worth once the plant runs (estimate) -Mature year, net debt **162.75M (nothing repaid)**, 542,500 shares paid at -100 THB. Each cell: equity value before the discount; value per share -after a 35 % to 20 % illiquidity discount; in brackets, the multiple on -the 100 THB paid. +Mature year, **net debt 0** (all equity), 2,170,000 shares paid at 100 +THB. Each cell: enterprise value, which is also the equity value; value +per share after a 35 % to 20 % illiquidity discount; in brackets, the +multiple on the 100 THB paid. | Mature-year EBITDA | Thai listed peers, 4.7x | EM packaging, 13.3x | EM industry median, 14.9x | |---|---|---|---| -| **Adverse**, 0.23M USD (7.6M THB) | -127.2M: debt exceeds value, **share worth ~0** | -61.6M: **~0** | -49.5M: **~0** | -| Industry-norm margin, 20 % of central revenue, 0.73M USD (24.1M THB) | -49.8M: **~0** | 158.4M: 190 to 234 THB (1.9 to 2.3x) | 196.7M: 236 to 290 THB (2.4 to 2.9x) | -| Central, 1.73M USD (57.1M THB) | 105.0M: 126 to 155 THB (1.3 to 1.5x) | 598.3M: 717 to 882 THB (7.2 to 8.8x) | 689.0M: 826 to 1,016 THB (8.3 to 10.2x) | -| Favourable, 3.79M USD (125.1M THB) | 423.8M: 508 to 625 THB (5.1 to 6.3x) | 1,504.4M: 1,803 to 2,219 THB (18 to 22x) | 1,703.3M: 2,041 to 2,512 THB (20 to 25x) | +| **Adverse**, 0.23M USD (7.6M THB) | 35.6M: **11 to 13 THB** (0.1x) | 101.2M: **30 to 37 THB** (0.3 to 0.4x) | 113.2M: **34 to 42 THB** (0.3 to 0.4x) | +| Industry-norm margin, 20 % of central revenue, 0.73M USD (24.1M THB) | 113.0M: 34 to 42 THB (0.3 to 0.4x) | 321.1M: 96 to 118 THB (1.0 to 1.2x) | 359.4M: 108 to 133 THB (1.1 to 1.3x) | +| Central, 1.73M USD (57.1M THB) | 267.8M: **80 to 99 THB** (0.8 to 1.0x) | 761.0M: 228 to 281 THB (2.3 to 2.8x) | 851.8M: 255 to 314 THB (2.6 to 3.1x) | +| Favourable, 3.79M USD (125.1M THB) | 586.6M: 176 to 216 THB (1.8 to 2.2x) | 1,667.2M: 499 to 615 THB (5.0 to 6.1x) | 1,866.0M: 559 to 688 THB (5.6 to 6.9x) | -Sensitivity, **half the debt repaid** (net debt 81.4M), value per share -after the discount: +What this means, plainly: + +- **Without a loan the shares keep some value in the adverse case, but + lose most of it**: 11 to 42 THB for every 100 THB paid, a loss of 58 to + 89 %. Nothing is owed ahead of the shareholders, so the plant's value + is theirs; at the adverse EBITDA that value is small. +- **At Thai listed multiples even the central case is below par** (80 to + 99 THB), and so is an industry-norm margin at that multiple (34 to 42); + at the EM multiples the industry-norm margin is about par (96 to 133 + THB). Only the central case at an EM-industry multiple (2.3 to 3.1x) + and the favourable case (1.8 to 6.9x) put a share clearly above what + was paid. +- **The large multiples of the earlier version of this page (7 to 25x + par) came from leverage**, not from the plant: with three quarters + borrowed, the same enterprise value, less the debt, was spread over a + quarter of the shares. The table below shows that case. +- The choice of multiple moves the result more than anything else: Thai + listed plastics and packaging companies trade at 3 to 10x EBITDA, the + EM industries at 12 to 25x. + +**If a loan were added later (sensitivity, not the plan).** Equity at the +3:1 ceiling, 54.25M (542,500 shares at 100 THB), debt 162.75M, nothing +repaid, no loan terms assumed; value per share after the discount: | Mature-year EBITDA | 4.7x | 13.3x | 14.9x | |---|---|---|---| -| Adverse | ~0 (equity -45.8M) | 24 to 29 THB (0.2 to 0.3x) | 38 to 47 THB (0.4 to 0.5x) | -| Industry-norm margin | 38 to 47 THB (0.4 to 0.5x) | 287 to 354 THB (2.9 to 3.5x) | 333 to 410 THB (3.3 to 4.1x) | -| Central | 223 to 275 THB (2.2 to 2.7x) | 814 to 1,002 THB (8.1 to 10.0x) | 923 to 1,136 THB (9.2 to 11.4x) | -| Favourable | 605 to 745 THB (6.1 to 7.5x) | 1,900 to 2,339 THB (19 to 23x) | 2,138 to 2,632 THB (21 to 26x) | +| Adverse | ~0 (equity -127.2M) | ~0 (equity -61.6M) | ~0 (equity -49.5M) | +| Industry-norm margin | ~0 (equity -49.8M) | 190 to 234 THB (1.9 to 2.3x) | 236 to 290 THB (2.4 to 2.9x) | +| Central | 126 to 155 THB (1.3 to 1.5x) | 717 to 882 THB (7.2 to 8.8x) | 826 to 1,016 THB (8.3 to 10.2x) | +| Favourable | 508 to 625 THB (5.1 to 6.3x) | 1,803 to 2,219 THB (18 to 22x) | 2,041 to 2,512 THB (20 to 25x) | -Read with the caveats: at the maximum debt the adverse case leaves the -shares worth nothing at any multiple, and so does an industry-norm -margin at Thai listed multiples. Leverage at 3:1 is what makes the -central and favourable rows large: equity is a quarter of the funding, -so every baht of enterprise value above the debt goes to a small equity -base. The choice of multiple moves the result more than anything else: -Thai listed plastics and packaging companies trade at 3 to 10x EBITDA, -the EM industries at 12 to 25x. +Leverage multiplies the good cases and wipes the shares out in the bad +ones: the adverse case and an industry-norm margin at Thai listed +multiples leave nothing for the shareholders once the debt is repaid, +where all equity leaves 11 to 42 THB. Any interest and repayment would +change these values either way; none is assumed. ### D. What a financial co-investor would pay today (estimate) -Year-5 equity value from C (nothing repaid, before the illiquidity -discount), discounted over five years. Price per share justified against -par (100 THB); a price above 100 means the round could carry a premium at -that return, below 100 means par is already rich. +Year-5 equity value from C (net debt 0, before the illiquidity discount), +discounted over five years. Price per share justified against par (100 +THB); a price above 100 means the round could carry a premium at that +return, below 100 means par is already rich. -| Year-5 equity, central case | First stage 40 % | First stage 60 % | CAPM 15.2 % | CAPM 20.1 % | +| Year-5 equity, central case | First stage 40 % | First stage 60 % | CAPM 6.1 % | CAPM 7.5 % | |---|---|---|---|---| -| 4.7x, 105.0M | post-money 19.5M, **36 THB** | 10.0M, **18 THB** | 51.8M, 96 THB | 42.0M, 77 THB | -| 13.3x, 598.3M | 111.2M, **205 THB** | 57.1M, **105 THB** | 295.4M, 544 THB | 239.2M, 441 THB | -| 14.9x, 689.0M | 128.1M, **236 THB** | 65.7M, **121 THB** | 340.2M, 627 THB | 275.5M, 508 THB | +| 4.7x, 267.8M | post-money 49.8M, **23 THB** | 25.5M, **12 THB** | 199.3M, 92 THB | 186.2M, 86 THB | +| 13.3x, 761.0M | 141.5M, **65 THB** | 72.6M, **33 THB** | 566.5M, 261 THB | 529.1M, 244 THB | +| 14.9x, 851.8M | 158.4M, **73 THB** | 81.2M, **37 THB** | 634.0M, 292 THB | 592.2M, 273 THB | -Other cases at the first-stage rates (40 % / 60 %): **adverse 0 at every -multiple**; industry-norm margin 0 at 4.7x, 54 / 28 THB at 13.3x, 67 / -35 THB at 14.9x; favourable 145 / 75 THB at 4.7x, 516 / 264 THB at 13.3x, -584 / 299 THB at 14.9x. So a purely financial investor at first-stage -target returns would pay **about par (105 to 236 THB) only if it believes -the central case and an EM-industry multiple**; on the Thai listed -multiple, or at an industry-norm margin, par is already rich (18 to 67 -THB). Pre-money values: negative wherever the price is below 100 (for -example -44.2M at 4.7x and 60 %), +2.8M to +73.9M for the central case at -the EM multiples. +Other cases at the first-stage rates (40 % / 60 %): **adverse 3 / 2 THB +at 4.7x, 9 / 4 at 13.3x, 10 / 5 at 14.9x**; industry-norm margin 10 / 5, +28 / 14 and 31 / 16 THB; favourable 50 / 26 THB at 4.7x, 143 / 73 at +13.3x, 160 / 82 at 14.9x. So a purely financial investor at first-stage +target returns would pay **below par in every case but one**: the +favourable case at an EM multiple and the lower 40 % rate (143 to 160 +THB). In the central case it would pay 12 to 73 THB, in the adverse case +2 to 10. Pre-money values are negative wherever the price is below 100 +(for example -75.5M at 13.3x and 40 % in the central case). At the CAPM +cost of equity, which prices market risk only, the central case is +worth 86 to 292 THB today and the adverse case 11 to 39 THB. Ploy +Printing as a supplier and the founders as operators have reasons to +hold at par that a purely financial investor does not. ### E. Cross-check with the calculator -The calculator's ~22 % IRR and ~4.7M USD NPV at 10 % are a project return -on the whole 6.56M USD, before tax and financing: it clears the -unlevered cost of capital the market data give (2.30 % + 0.61 to 0.85 x -6.18 % = 6.1 to 7.5 %) and the calculator's own 10 %, but sits well below -the 40 to 60 % first-stage targets, so the calculator alone would not -support a premium to a financial investor. Equity funded at 3:1 earns -more than the project when the plant earns more than its loans cost and -loses faster when it does not (the adverse rows in C); with no loan terms -on file, no equity IRR is stated here. +With no loan, **the shareholders' return is the project return**: the +calculator's ~22 % IRR (pre-tax, no terminal value) and ~4.7M USD NPV at +its 10 % discount rate are what the 217M of share capital (6.56M USD in +year 0) earns before tax on the calculator's picture. That clears the +CAPM cost of equity (6.1 to 7.5 %) and the calculator's 10 %, is close to +the returns venture funds actually earned (16.9 to 21.4 %, Damodaran +Table 3), and sits well below the 40 to 60 % first-stage targets, so the +calculator alone would not support a premium to a financial investor. +The 20 % corporate income tax (Group B, no CIT holiday on the core +activity) lowers it: a rough check, tax on the calculator's yearly cash +less straight-line depreciation over its 12.5 years (0.49M USD a year), +gives **~18 % after tax** (estimate). The calculator's cash view is +itself well above the revenue model's central EBITDA (2.23M against +1.73M USD), so this return is not the honest case either; in the adverse +case EBITDA pays the price back in ~37 years (revenue model). ## What it means - **A founding round pari passu at par is the defensible default.** Until the plant exists, a share is worth the cash behind it. At par (100 THB) - the 40 % costs ~21.7M THB at the 3:1 equity floor, ~28.9M at a third and - ~43.4M at a half, for 217,000, ~289,300 or 434,000 shares; the lead - investor's 60 % costs one and a half times as much at the same price. - The memorandum needs no premium clause for this. + the 40 % is 868,000 shares for ~86.8M THB of Plan B's ~217M share + capital, and the lead investor's 60 % is 1,302,000 shares for ~130.2M, + the same price for everyone. The memorandum needs no premium clause for + this. - **A development premium only for documented costs or assets.** Phase 0 - money (1.3M to 2.6M THB) is worth 2 to 5 % of the floor round and is - most simply counted as capital at par. Anything above documented - spending is a valuation of work; in-kind shares need their description - before the statutory meeting (section 1108) or a special resolution - later (section 1221), and a premium needs the memorandum's sanction - (section 1105). + money (1.3M to 2.6M THB) is 0.6 to 1.2 % of a 217M round and is most + simply counted as capital at par. Anything above documented spending + is a valuation of work; in-kind shares need their description before + the statutory meeting (section 1108) or a special resolution later + (section 1221), and a premium needs the memorandum's sanction (section + 1105). - **Later entrants pay a market-based price.** Once the plant runs and its accounts show the real EBITDA, the market multiples put a share - anywhere from nothing to many times par, so shares issued after the - founding round should be priced from results (C and D with actual - figures), not at par. Statutory pre-emption (section 1222) lets the - founding shareholders keep their share of such a round. -- **The adverse case shows why co-investors need protection.** At the - maximum debt the 3:1 rule allows, the adverse case and an - industry-norm margin at Thai listed multiples leave the shares worth - nothing, while the lead investor controls 60 % of the votes. Items for - the shareholders' agreement: keep statutory pre-emption and do not - waive it in the articles; information rights (monthly management - accounts, the BOI progress and annual reports, the lender's reports - once loans exist); a board seat or observer for the 40 %; reserved - matters; and keep the three-quarters threshold for special resolutions - (section 1194), which already gives the 40 % a say on capital increases, - in-kind allotments and changes to the memorandum. Ploy Printing as a - supplier and the founders as operators have reasons to hold at par that - a purely financial investor does not (D). + anywhere from a tenth of par to several times par, so shares issued + after the founding round should be priced from results (C and D with + actual figures), not at par. Statutory pre-emption (section 1222) lets + the founding shareholders keep their share of such a round. +- **The 40 % now carries four times the money, and needs protection to + match.** All-equity funding puts ~86.8M THB into the 40 % instead of + ~21.7M at the old 3:1 floor, with no lender ahead of it; the adverse + case still loses most of it, while the lead investor controls 60 % of + the votes. Items for the shareholders' agreement: keep statutory + pre-emption and do not waive it in the articles; information rights + (monthly management accounts, the BOI progress and annual reports, the + evidence for each tranche gate before its call); a board seat or + observer for the 40 %; reserved matters; and keep the three-quarters + threshold for special resolutions (section 1194), which already gives + the 40 % a say on capital increases, in-kind allotments and changes to + the memorandum. +- **The call schedule belongs in the agreement.** The directors make the + calls (section 1120) and the 60 % appoints most of them, so the + agreement should tie each call to its tranche gate (business plan 8.3), + make every call pro rata to all shareholders on the same date, and say + what happens when a shareholder misses one. The Code's route is + interest from the due date (section 1122), a second notice that can + warn of forfeiture (1123), forfeiture (1124) and a public auction of + the forfeited shares, the surplus returned (1125). The agreement can + add who may take up a missed call or the forfeited shares first, so a + stake does not pass to an outside bidder, and evidence that each + shareholder can meet its calls: the lead investor carries 60 % of each + one (~52M THB at the second call), so a missed call there would stall + the build. ## Caveats - **Not a valuation opinion, not an offer price.** Ranges and scenarios from public data and the plan's estimates, for discussion. No share price is agreed; it goes into the shareholders' agreement. -- **No loan terms are on file.** Net debt is the most the 3:1 rule allows - and one sensitivity; no interest rate, schedule or debt-service figure - is assumed. Interest and repayment would change the year-5 net debt - either way. +- **No loan is planned and no loan terms are on file.** The levered table + in C is a sensitivity at the most the 3:1 rule allows; no interest + rate, schedule or debt-service figure is assumed. - **The extra cost of specials is not modelled** in the revenue model's direct cost, so every EBITDA here is an upper bound until compound quotes exist. - **Central is optimistic, adverse is honest.** The central EBITDA margin (~47 %) is far above the 15 to 25 % pressing plants earn and the 15 to 18 % of the SET peers; the industry-norm row shows the difference. -- **Contingency is not in the price.** At 15 % (~30M THB) a cost overrun - funded by equity at par adds shares at 100 THB; funded by debt, it - raises net debt and lowers every value in C and D. +- **Contingency is not in the price.** At 15 % (~30M THB), an overrun + funded by the shareholders at par adds ~300,000 shares at 100 THB + (pro rata, the 60/40 holds) and lowers every per-share value in C and D + by about an eighth; funded by a loan, it would add net debt instead. +- **Cash is not counted.** Net debt 0 nets no cash: cash the plant earns + before year 5 is assumed paid out (a return of its own, not in C) or + spent on growth; cash kept in the company adds to the values. - **Market multiples are for listed companies**, most of them far larger than this plant; a small private company would usually be priced below - them (estimate). The illiquidity discount covers - part of that, not all. Damodaran's Emerging Markets set (27,360 firms) - spans many countries and is not a Thai benchmark; the Thai listed peers - are only three plastics and packaging companies, read from a secondary - market-data site. + them (estimate). The illiquidity discount covers part of that, not all. + Damodaran's Emerging Markets set (27,360 firms) spans many countries and + is not a Thai benchmark; the Thai listed peers are only three plastics + and packaging companies, read from a secondary market-data site. - **Taxes and BOI**: EV/EBITDA is a pre-tax measure; the calculator is - pre-tax and pre-financing. The tax at 20 % in the CAPM line assumes no - CIT holiday on the core activity (Group B, [BOI](../boi.md)); any - upgrade-measure exemption would raise after-tax values somewhat. + pre-tax. The after-tax return in E assumes no CIT holiday on the core + activity (Group B, [BOI](../boi.md)); any upgrade-measure exemption + would raise it somewhat. - **Timing**: year 5 after the round is the plant's third or fourth year of sales (the build takes ~1.5 to 2 years), so a mature-year EBITDA by then is itself optimistic; each extra year of delay divides D's values - by a further 1.4 to 1.6 at the first-stage rates. + by a further 1.4 to 1.6 at the first-stage rates. The calculator puts + all 6.56M USD in year 0; calling the capital over the build changes the + IRR a little either way. - **Law**: the Code summaries are from English translations checked against the Thai text online; Thai counsel confirms them in phase 0, - along with how BOI counts in-kind capital for the 3:1 ratio. + along with the call and forfeiture mechanics in the articles and how + BOI counts in-kind capital. diff --git a/docs/finance/total-investment.md b/docs/finance/total-investment.md index dbfb054..93003e9 100644 --- a/docs/finance/total-investment.md +++ b/docs/finance/total-investment.md @@ -144,14 +144,24 @@ most **40 % is for sale** to other shareholders. Ploy Printing's stake (cash, in kind or both), any founders' shares and any further co-investor all come out of that 40 %. BOI promotion permits up to 100 % foreign ownership of the promoted activity ([BOI](../boi.md)), so the -split needs no particular nationality on either side. With BOI's 3:1 -debt-to-equity ceiling Plan B needs at least ~54M THB of equity; if all -of it were paid in at one share price, the main investor's 60 % would be -at least ~32M THB and the 40 % at most ~22M THB (arithmetic only: the -share price, the valuation, the total equity above the floor and any -founders' or in-kind shares are not agreed). The terms go into the -shareholders' agreement (business plan section 12.2). Possible share -prices for the 40 % from market data: [share price](share-price.md). +split needs no particular nationality on either side. + +**Funding (user, 20 October 2026): the shareholders fund the whole plant +and get shares for it; no bank loan is planned.** Plan B's ~217M THB is +paid in as share capital, so at one share price the main investor's 60 % +is at least **~130M THB** and the 40 % at most **~87M THB** (~121M and +~81M on the 201.6M before the ramp-up reserve; Plan A for comparison: +~109M and ~73M of ~182M). Arithmetic only: the share price, any +founders' or in-kind shares and the call schedule are not agreed. BOI's +3:1 debt-to-equity ceiling is met with room to spare (no debt), so it no +longer sets an equity floor; the machinery, and in Plan B the owned PV +array and battery, stay unpledged and could secure a loan later if one +is ever needed. Thai company law lets the capital be registered in full +and called in instalments (at least 25 % on subscription, the rest called +by the directors), which fits releasing the money in tranches against +milestones. The terms go into the shareholders' agreement (business plan +section 12.2). Possible share prices from market data: +[share price](share-price.md). Decided (user, October 2026): the business plan comes in **two versions** for the investor, built from the same documents: diff --git a/docs/pitch/CNX-Vinyl-Investor-Deck-light.pdf b/docs/pitch/CNX-Vinyl-Investor-Deck-light.pdf index eb1e324..538007e 100644 Binary files a/docs/pitch/CNX-Vinyl-Investor-Deck-light.pdf and b/docs/pitch/CNX-Vinyl-Investor-Deck-light.pdf differ diff --git a/docs/pitch/CNX-Vinyl-Investor-Deck.pdf b/docs/pitch/CNX-Vinyl-Investor-Deck.pdf index 1e099ed..fd21aa4 100644 Binary files a/docs/pitch/CNX-Vinyl-Investor-Deck.pdf and b/docs/pitch/CNX-Vinyl-Investor-Deck.pdf differ diff --git a/docs/pitch/index.html b/docs/pitch/index.html index 3725307..d1d84fd 100644 --- a/docs/pitch/index.html +++ b/docs/pitch/index.html @@ -473,7 +473,7 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Source: business plan B, sections 1, 3.1 to 3.3 and 9.1; revenue-model.md "First market data point" and "Record Industry's calculator"; roadmap.md item 1. THB at 33 per USD.

- + @@ -555,7 +555,7 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Source: process-flow.md; traceability.md; quality-automation.md; digital-factory.md; business plan B, sections 1, 4 and 5.1 to 5.3.

- + @@ -606,7 +606,7 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Source: business plan B, sections 6.1 and 6.2; site-candidates.md; scale.md; crane-workshop-tours.md; Payap rezoning: land-listings/payap/rezoning-2026-10-20.md (Town Planning Act B.E. 2562, section 35; the planning department's amendment work plan, ~70 to 82 weeks). Render: fleet-calculator.html, Plan B preset (figure 9). The 60 × 25 m hall is the Mueang Chi design; the layout is fixed once a plot passes zoning and lease-ability.

- + @@ -710,7 +710,7 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Source: total-investment.md "Two plans" ("What decides between them"); revenue-model.md "Operating pictures of Plan A and Plan B"; business plan B, sections 1, 8.2, 8.4 and 9.4; fleet-calculator.html, presets planA and planB; sustainability.md "Leasing instead (Plan A)" (PPA terms 15 to 25 years) and "PV, not solar thermal"; boi.md.

- + @@ -747,7 +747,7 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Source: revenue-model.md "Operating pictures of Plan A and Plan B (October 2026)"; business plan B, section 9.4. Estimates, mature year at 60 % specials; depreciation on Plan B's blocks; payback is EBITDA on the plan price including the reserve. Plan A for comparison: operating profit -0.41 / 1.33 / 3.54M USD.

- + @@ -775,20 +775,20 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Source: business plan B, section 9.4 and figure 12; fleet-calculator.html, presets planB and planA, cash view (values read from the page, October 2026); revenue-model.md. Estimates.

- +
BOI promotion and financing
-

Duty-free machinery under BOI, debt-to-equity no higher than 3:1

+

Duty-free machinery under BOI; the shareholders fund the whole plant

Category
Basic plastic consumer-goods manufacturing (Category 6), incentive Group B: no tax holiday on the core activity. Sub-code to confirm with a BOI-registered consultant.
To confirm
Privileges
Machinery import duty exemption, with import VAT; 100 % foreign ownership; visas and work permits through the One Stop Service; raw-material duty relief for export production.
Group B core
Upgrades
Smart and Sustainable Industry (15/2565, refreshed July 2025): typically 3 years of CIT exemption, capped around 50 % of the upgrade spend; R&D merit at 1 % of revenue adds 1 to 3 years.
To structure
Solar
No longer promoted since 1 July 2025 (Announcement 3/2568): Plan B's owned array earns the bill saving, no tax benefit. The 271 kWh battery may still qualify, capped at 12M THB per MW.
Solar dropped
-
Conditions
Debt-to-equity no higher than 3:1 for the life of the privileges; minimum 1M THB excluding land and working capital; modern machinery; progress and annual reports; machinery imported within ~30 months, full operation by ~36 months.
Binding
+
Conditions
Debt-to-equity no higher than 3:1 for the life of the privileges, met with no debt; minimum 1M THB excluding land and working capital; modern machinery; progress and annual reports; machinery imported within ~30 months, full operation by ~36 months.
Binding
Process
e-Investment filing and analyst meeting; ~40 working days to a decision under 200M THB, 60 to 90 above; 4 to 6 months in practice. No machinery order before the certificate.
Phase 0
Without BOI
~5 % duty on ~2.3M USD of imported machinery (~0.11M USD) and ~0.17M USD of import VAT up front est.
Avoided
@@ -796,61 +796,61 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Funding need, Plan B: reserve in, no contingency

~217M THB
~6.56M USD at the midpoint, labelled ~215M; ~156M to 277M low to high
-
~54M THB
equity at least: a quarter of the funding at the 3:1 ceiling (arithmetic)
+
All equity
share capital paid in by the shareholders; no bank loan planned
-
Collateral
The machinery and equipment, in Plan B including the owned PV array and battery. The building only if the lease grants its ownership and the right to mortgage it. No land collateral: the site is a long lease of raw land.
+
Collateral
None pledged: the machinery, with Plan B's owned PV array and battery, stays free to secure a loan if one is ever needed; the building only if the lease grants ownership and the right to mortgage it. The land is leased.
Use of funds
Equipment (presses, metal path, metrology, lab) ~85M THB; building, crane, workshop and corridor ~40M; utilities ~35M; solar and battery ~15M; software, cassette and CD-R, freight, working capital and phase 0 ~28M (block midpoints est.), plus the reserve, in tranches (slide 17).
-

Financing structure to be agreed: no loan terms, interest rate or debt-service figures are on file.

+

Share capital called in instalments against the tranches; the call schedule and the shareholders' agreement to be agreed.

-

Source: boi.md; business plan B, sections 1 ("The ask"), 6.1, 7.1, 8.1, 8.4 and 12.2; total-investment.md "Launch plant" and "Two plans" (shareholding, 20 October 2026). Equity floor, the 60/40 amounts and use-of-funds groups are arithmetic on the plan's figures, before financing costs.

+

Source: boi.md; business plan B, sections 1 ("The ask"), 6.1, 7.1, 8.1, 8.4 and 12.2; total-investment.md "Launch plant" and "Two plans" (shareholding and funding, 20 October 2026). The 60/40 amounts and use-of-funds groups are arithmetic on the plan's figures.

- +
Share price: what the 40 % could cost
-

At par, the 40 % costs ~21.7M THB; what it is worth later is a range

+

At par, the 40 % is ~86.8M THB; what it is worth later is a range

-

Founding round at par, pari passu: Plan B at the 3:1 equity floor

+

Founding round at par, pari passu: Plan B's ~217M as share capital

- - - + + +
100 THB a share exampleSharesTHB
The lead investor, at least 60 %325,50032.6M
Co-investors, at most 40 %217,00021.7M
Equity at the floor: a quarter of ~217M542,50054.25M
The lead investor, at least 60 %1,302,000130.2M
Co-investors, at most 40 %868,00086.8M
Share capital: all of Plan B, no loan2,170,000217M
-

With a third or half of the funding as equity the price stays 100 THB and the 40 % costs ~28.9M or ~43.4M. Thai law: no shares below par, par at least 5 THB, a premium only if the memorandum allows it.

+

Called in instalments against the tranches (slide 17): at least 25 % (~54M THB) on subscription. Thai law: no shares below par, par at least 5 THB, a premium only if the memorandum allows it.

Development premium, only for documented costs

-
105 THB +5 %
phase 0 spending, 2.6M THB, credited: the 40 % costs 22.7M
-
118 THB +18 %
10M THB credited for pre-round work: the 40 % costs 25.7M
+
101 THB +1 %
phase 0 spending, 2.6M THB, credited: the 40 % costs 87.8M
+
105 THB +5 %
10M THB credited for pre-round work: the 40 % costs 90.8M
-

A financial co-investor today (venture-capital method, first-stage target return 40 to 60 %, central case in year 5): 18 to 236 THB a share depending on the multiple; nothing in the adverse case.

+

A financial co-investor today (venture-capital method, first-stage target return 40 to 60 %, year 5): 12 to 73 THB a share in the central case, 2 to 10 in the adverse: below par in both.

Value of one 100 THB share once the plant runs est.

Range across market multiples, after the illiquidity discountPar paid
-

EV/EBITDA 4.7x (Thai listed plastics and packaging) to 14.9x (emerging-market industries), less a 20 to 35 % discount for a private minority stake; net debt the most 3:1 allows, ~163M THB; 542,500 shares.

-

Ranges, not a valuation or an offer price. The adverse case is the honest one: the central margin (~47 %) is far above the 15 to 25 % plants earn. No loan terms are on file; co-investors need pre-emption and information rights.

+

EV/EBITDA 4.7x (Thai listed plastics and packaging) to 14.9x (emerging-market industries), less a 20 to 35 % discount for a private minority stake; no loan, net debt 0; 2,170,000 shares.

+

Ranges, not a valuation or an offer price. Adverse is the honest case (central margin ~47 %, plants earn 15 to 25 %): with no loan a share keeps some value but loses most of it, and at Thai listed multiples even central is below par. Co-investors need pre-emption, information rights and calls tied to the tranches.

-

Source: share-price.md (October 2026); total-investment.md "Two plans"; revenue-model.md "Operating pictures"; Damodaran industry EV/EBITDA and betas (January 2026), country risk premiums (July 2026), illiquidity discount (2005), venture target returns (2009); ThaiBMA 10-year yield 2.30 % (19 October 2026); SET peers via stockanalysis.com (20 October 2026); Civil and Commercial Code ss. 1105, 1117, 1222. Estimates.

+

Source: share-price.md (October 2026); total-investment.md "Two plans"; revenue-model.md "Operating pictures"; Damodaran industry EV/EBITDA and betas (January 2026), country risk premiums (July 2026), illiquidity discount (2005), venture target returns (2009); ThaiBMA 10-year yield 2.30 % (19 October 2026); SET peers via stockanalysis.com (20 October 2026); Civil and Commercial Code ss. 1105, 1117, 1120 to 1125, 1222. Estimates.

- +
@@ -953,9 +953,9 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Now: phase 0

1.3M to 2.6M THB

~USD 40k to 80k over 3 to 6 months, part of the plan price: the BOI consultant, Thai counsel for the lease, zoning and the shareholders' agreement, a soil test, the quotes.

-

On offer to co-investors

Up to 40 %

of the company, beside the lead investor's at least 60 %: Ploy Printing, the founders, others. Share price not agreed: par is the default, ranges on slide 13; terms in the shareholders' agreement.

+

On offer to co-investors

Up to 40 %

of the company, beside the lead investor's at least 60 %: Ploy Printing, the founders, others. At par ~87M THB of the ~217M share capital; price not agreed, ranges on slide 13.

-

Then Plan B at ~215M THB in tranches: share of the investment before the reserve est.

+

Then Plan B at ~215M THB, called in tranches: share of the investment before the reserve est.

@@ -977,8 +977,8 @@ body.pvmode .stage,body.pvmode .ctl{display:none}

Decisions for the investor

@@ -989,9 +989,9 @@ body.pvmode .stage,body.pvmode .ctl{display:none}
Revenue then funds
The second Duplex system (~15.4M THB at the midpoint est.), PV on the PV-ready office roof and canopies (~120 kWp, ~2.4M to 3.1M THB est.), the phase 2 building.
-

Source: business plan B, sections 8.3, 12.2, 14.1 and 14.2; total-investment.md "Two plans" (shareholding); roadmap.md phases 0 to 2. Tranche amounts are the shares applied to Plan B's ~201.6M THB before the reserve (arithmetic). Gates before any order: market validation, the BOI certificate, and land (zoning, lease terms, soil).

+

Source: business plan B, sections 8.3, 12.2, 14.1 and 14.2; total-investment.md "Two plans" (shareholding and funding); roadmap.md phases 0 to 2. Tranche amounts are the shares applied to Plan B's ~201.6M THB before the reserve (arithmetic). Gates before any order: market validation, the BOI certificate, and land (zoning, lease terms, soil).

- + @@ -1026,7 +1026,7 @@ const SRC = { pv: "sustainability.md 'What ~520 kWp means on the grid'; business plan B, section 1", tl: "project-timeline.md, Gantt (August 2026 calendar)", bp10: "Business plan B, section 10", - sp: "share-price.md (October 2026): par round, development premium, value per share (Damodaran EV/EBITDA January 2026, SET peers 20 October 2026, illiquidity discount 20 to 35 %), venture-capital method" + sp: "share-price.md (October 2026, all equity: Plan B's ~217M as share capital, net debt 0): par round and call schedule, development premium, value per share (Damodaran EV/EBITDA January 2026, SET peers 20 October 2026, illiquidity discount 20 to 35 %), venture-capital method" }; const DATA = { fx: { usdThb: 33, src: "ti" }, @@ -1064,18 +1064,20 @@ const DATA = { }, steam: { biomass: 0.67, electric: 4.9, src: "bio" }, solar: { used: 633, plant: 1036, share: 61, src: "pv" }, - /* share price for the 40 %: founding round at par (A), development premium (B), value per share once running (C, - floor share count, net debt 162.75M, after a 20 to 35 % illiquidity discount), VC-method price today (D) */ + /* share price for the 40 %: all equity (user, 20 October 2026: the shareholders fund the whole plant as share + capital, no bank loan), so Plan B's ~217M at par 100 THB = 2,170,000 shares, net debt 0. Founding round at par (A), + first call at least 25 % on subscription, development premium (B), value per share once running (C, after a 20 to + 35 % illiquidity discount), VC-method price today (D, first stage 40 to 60 %) */ share: { - par: 100, shares: 542500, equity: 54.25, lead: { sh: 325500, thb: 32.55 }, open: { sh: 217000, thb: 21.7 }, src: "sp", - dev: [ { pre: 2.6, price: 105, prem: 4.8, cost40: 22.7 }, { pre: 10, price: 118, prem: 18.4, cost40: 25.7 } ], - value: { axis: 2600, src: "sp", rows: [ - { k: "adv", label: "Adverse", sub: "EBITDA 7.6M THB a year", lo: 0, hi: 0, neg: 1 }, - { k: "norm", label: "Industry-norm margin", sub: "20 % of central revenue", lo: 0, hi: 290, x: "up to 2.9x par", faint: 1 }, - { k: "cen", label: "Central", sub: "EBITDA 57.1M THB a year", lo: 126, hi: 1016, x: "1.3x to 10x par" }, - { k: "fav", label: "Favourable", sub: "EBITDA 125.1M THB a year", lo: 508, hi: 2512, x: "5x to 25x par" } + par: 100, shares: 2170000, equity: 217, lead: { sh: 1302000, thb: 130.2 }, open: { sh: 868000, thb: 86.8 }, firstCall: 54.25, netDebt: 0, src: "sp", + dev: [ { pre: 2.6, price: 101.2, prem: 1.2, cost40: 87.8 }, { pre: 10, price: 104.6, prem: 4.6, cost40: 90.8 } ], + value: { axis: 750, ticks: [0, 250, 500, 750], src: "sp", rows: [ + { k: "adv", label: "Adverse", sub: "EBITDA 7.6M THB a year", lo: 11, hi: 42, x: "0.1x to 0.4x par" }, + { k: "norm", label: "Industry-norm margin", sub: "20 % of central revenue", lo: 34, hi: 133, x: "0.3x to 1.3x par", faint: 1 }, + { k: "cen", label: "Central", sub: "EBITDA 57.1M THB a year", lo: 80, hi: 314, x: "0.8x to 3.1x par" }, + { k: "fav", label: "Favourable", sub: "EBITDA 125.1M THB a year", lo: 176, hi: 688, x: "1.8x to 6.9x par" } ] }, - vc: { lo: 18, hi: 236, rate: [40, 60], src: "sp" } + vc: { lo: 12, hi: 73, adv: [2, 10], rate: [40, 60], src: "sp" } }, gantt: { from: "2026-08-01", to: "2029-07-31", src: "tl", rows: [ { g: "Phase 0", label: "Market validation", s: "2026-08-01", e: "2026-11-29" }, @@ -1238,14 +1240,16 @@ function chSolar() { el(s, "text", { x: W - 2, y: 64, "text-anchor": "end", fill: C.mu, "font-size": 14 }, "~" + D.used + " of ~" + D.plant.toLocaleString("en-US") + " MWh"); } -/* value of one share once running: a bar per case from the lowest to the highest market multiple, par paid as a dashed line */ +/* value of one share once running (all equity, net debt 0): a bar per case from the lowest to the highest market multiple, + par paid as a dashed line */ function chShare() { const s = document.getElementById("chShare"); if (!s) return; const S = DATA.share, D = S.value, L = 300, R = 828, T = 36, rh = 94, X = v => L + Math.max(0, v) / D.axis * (R - L); const B = T + D.rows.length * rh, nf = v => v.toLocaleString("en-US"); - for (const t of [0, 500, 1000, 1500, 2000, 2500]) { + const tk = D.ticks, tl = tk[tk.length - 1]; + for (const t of tk) { el(s, "line", { x1: X(t), x2: X(t), y1: T - 4, y2: B, class: t ? "gr" : "ax" }); - el(s, "text", { x: X(t), y: B + 24, "text-anchor": t ? "middle" : "start", "font-size": 14 }, nf(t)); + el(s, "text", { x: X(t), y: B + 24, "text-anchor": t === 0 ? "start" : t === tl ? "end" : "middle", "font-size": 14 }, nf(t)); } el(s, "text", { x: 0, y: B + 24, "font-size": 14, fill: C.dim }, "THB a share"); const px = X(S.par); @@ -1256,11 +1260,6 @@ function chShare() { el(s, "text", { x: 0, y: y + 38, fill: C.tx, "font-size": 19, "font-weight": 600 }, r.label); el(s, "text", { x: 0, y: y + 63, fill: C.mu, "font-size": 15 }, r.sub); el(s, "rect", { x: L, y: y + 44, width: R - L, height: 18, rx: 3, fill: C.track }); - if (r.neg) { - el(s, "rect", { x: L - 1, y: y + 38, width: 6, height: 30, rx: 2, fill: C.negf }); - el(s, "text", { x: px + 10, y: y + 32, fill: C.neg, "font-size": 16.5, "font-weight": 600 }, "~0: the debt exceeds the plant's value at every multiple"); - return; - } el(s, "rect", { x: X(r.lo), y: y + 44, width: Math.max(4, X(r.hi) - X(r.lo)), height: 18, rx: 3, fill: C.acf, "fill-opacity": r.faint ? 0.55 : 0.92 }); el(s, "text", { x: Math.max(X(r.lo), px + 10), y: y + 32, fill: r.faint ? C.tx2 : C.ac, "font-size": 16.5, "font-weight": 700 }, nf(r.lo) + " to " + nf(r.hi) + " THB \u00b7 " + r.x); });
#TriggerCoversShareM THB
0NowPhase 0 work1 to 2 %1.3 to 2.6