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Financial Transaction with Risk to the Financial Position and Operating Performance.

The Stock Exchange of Thailand·08/11/2026 10:16:41
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Financial Transaction with Risk to the Financial Position and Operating Performance Quarter / Year : Quarter 2 / 2026 Name of Transaction : The expected credit loss on rental and services receivables relates to one debtor: Udon Plaza Company Limited ("Udon Plaza"), which is the leaseback tenant of a portion of the space at the UD Town Project, and also serves as the property manager for the UD Town Project. Type of Transaction : - Expected Credit Loss (ECL) Source of Transaction : 1. Timeline of Events: Due to the continuing impact of the COVID-19 pandemic, Udon Plaza was unable to fully meet its rental, services, and other payment obligations under the lease agreements and related arrangements, resulting in outstanding receivables. This led to the execution of agreements regarding the settlement of outstanding amounts and the deferral of future rental and services payments, as approved by AIMCG's Trust Unitholders' Meeting No. 1/2022 on 29 April 2022. However, Udon Plaza was subsequently unable to fully comply with such agreements, resulting in the recognition of expected credit losses on the receivables. As of 30 June 2026, the expected credit losses amounted to THB 368.2 million. 2. Counterparty information: The contracting party is Udon Plaza, which operates a business providing retail space for lease to sell products or offer all other types of services. It is a tenant of the UD Town Project and serves as the property manager for the UD Town Project. Its shareholders are as follows: - Mr. Tanakorn Weerachatyanukul 50.0% - Mrs. Monthathip Methawarangkul 50.0% 3. Relationship with the REIT manager: Udon Plaza has no relationship with the REIT manager, including shareholders, directors, or executives of the REIT manager. Cause of Transaction : Cause and amount of the loss: The expected credit loss for the three-month period ended 30 June 2026 amounted to THB 32.1 million, representing: - 46.5% of total investment income - 727.5% of the increase (decrease) in net assets from operations - 86.8% of the accounts receivable - Udon Plaza - 16.0% of net assets The expected credit loss for the six-month period ended 30 June 2026 amounted to THB 67.1 million, representing: - 50.0% of total investment income - 1,135.7% of the increase (decrease) in net assets from operations - 86.8% of the accounts receivable - Udon Plaza - 16.0% of net assets Details of Loss Amounts Loss Amounts (Thousand Baht) : 32,111.53 Proportion of Loss Amount Compared with the Latest Financial Statements (Unit : Thousand Baht) Operating Income Quarter 2 30 Jun 2026 : 69,034.34 % Loss Amounts Quarter 2 30 Jun 2026 : 46.52 For 6 Months 30 Jun 2026 : 134,332.61 % Loss Amounts For 6 Months 30 Jun 2026 : 49.96 Increase (Decrease) in net assets from operations Quarter 2 30 Jun 2026 :4,413.84 % Loss Amounts Quarter 2 30 Jun 2026 : 727.52 For 6 Months 30 Jun 2026 : 5,909.44 % Loss Amounts For 6 Months 30 Jun 2026 : 1,135.72 The Relevant Transaction Value Quarter 2 30 Jun 2026 : 424,373.14 % Loss Amounts Quarter 2 30 Jun 2026 : 86.75 For 6 Months 30 Jun 2026 : 424,373.14 % Loss Amounts For 6 Months 30 Jun 2026 : 86.75 Net Assets Quarter 2 30 Jun 2026 : 2,307,103.18 % Loss Amounts Quarter 2 30 Jun 2026 : 15.96 For 6 Months 30 Jun 2026 : 2,307,103.18 % Loss Amounts For 6 Months 30 Jun 2026 : 15.96 Impact Analysis on Business Operation / Financial Position / Liquidity / Operating Performance : - Assessment of the impact on business operations, financial position, liquidity, and operating results 1. Assessment of Business Impact - The event resulted in a loss of rental and services income from Udon Plaza. However, it did not materially affect the overall operations of UD Town Project or AIMCG's ability to generate income from other areas not subject to the leaseback agreement, as such areas can continue to be leased to other retail tenants in the normal course of business. 2. Financial position - As of 30 June 2026, net rental and services receivables amounted to THB 66.0 million, a decrease of THB 28.4 million from 31 December 2025, primarily due to the allowance for expected credit losses. Nevertheless, as of 30 June 2026, total assets amounted to THB 2,819.9 million and net assets amounted to THB 2,307.1 million, remaining at a level comparable to total assets as of 31 March 2026. 3. Liquidity - The non-payment of rental and services in accordance with contractual obligations by Udon Plaza had negatively impacted AIMCG's liquidity. Nevertheless, AIMCG remained able to continue operating and retained the ability to service principal and interest payments on schedule. In addition, cash and cash equivalents stood at THB 191.1 million as of 30 June 2026. 4. Operating results - For the three-month period ended 30 June 2026, AIMCG recorded an expected credit loss on rental and services receivables of THB 32.1 million, relating to one such receivable, namely Udon Plaza. This item was a non-cash accounting entry, which resulted in net investment income declining to THB 4.4 million. - Assess the completeness and adequacy of accounting records The REIT manager considered that trade accounts receivable from rental and services were appropriately and adequately presented at fair value as at 30 June 2026, and were in accordance with the guidance of accounting practices for Property Fund, Real Estate Investment Trust, Infrastructure Fund, and Infrastructure Investment Trust, which is determined by the Association of Investment Management Companies and approved by the Securities and Exchange Commission (Accounting Guidelines). Corrective and Preventive Measures to Avoid Recurrence of Similar Event : Corrective Measures: The REIT manager has continued to follow up on the outstanding receivables in accordance with its established procedures, including issuing demand letters and maintaining close discussions and negotiations with Udon Plaza to determine appropriate remedial measures and repayment arrangements. The REIT manager will continue to closely monitor the outstanding receivables to fully preserve AIMCG's rights and will pursue legal action when considered to be in the best interests of AIMCG and its unitholders. Preventive Measures: 1. Tenant Selection Process - The REIT manager assesses major prospective tenants with particular consideration given to their ability to fulfill lease obligations, financial position, and business experience, in order to ensure their ongoing ability to meet obligations to AIMCG. 2. Tenant Payment Monitoring Process - The REIT manager continuously monitors tenants' payment status, including outstanding balances, aging of receivables, and potential payment default trends. Appropriate reminder, collection, and escalation procedures are applied when risk indicators arise, enabling timely management of issues and reducing the risk of accumulating overdue receivables in the future. 3. Investment Policy and Procedures - The REIT manager sources and selects quality assets, conducting reviews and assessments in conjunction with independent appraisers and legal advisors, in compliance with the REIT's investment policy, benefit procurement policy, and applicable regulations. The review encompasses multiple dimensions, including the overall asset profile, historical operating performance, asset benefit procurement structure, and legal matters, while also taking into account long-term investment value in order to generate risk-adjusted returns commensurate with the risks that may arise from the investment. Opinion of the Trust Manager/Management Company on the reasonableness of past transactions : - Consideration of price, expected return, and key terms The consideration to enter into leaseback agreements with Udon Plaza and the key terms of the lease agreements and related arrangements with Udon Plaza are detailed below, categorized by type of transaction o Leaseback agreement with Udon Plaza: Udon Plaza leases a portion of the space at the UD Town Project on a short-term or daily income-generating basis, managing such areas to provide operational flexibility appropriate to the revenue-generating characteristics of the space, namely the activity courtyard, night market, food court, and restaurants. The rental rate for such leaseback space was determined with reference to the historical operating performance of the leased-back areas, reflecting the income-generating potential achieved prior to AIMCG's investment date. An additional discount was applied, setting the rental rate below historical operating performance, in order to reduce AIMCG's risk and accommodate operational fluctuations in Udon Plaza's management of such space. The leaseback agreement has a 3-year term from AIMCG's investment date, with AIMCG's right to call Udon Plaza to renew the agreement for successive 3-year periods until the end of the investment period in the UD Town Project. Udon Plaza provided a security deposit equivalent to 1 month's rent. o Risk mitigation measures for rental and services income loss: This refers to an arrangement under which Udon Plaza agreed to lease vacant space and to pay differential rent in the event that the UD Town Project's income falls below projections, for a period of 5 years from AIMCG's investment date. The objective is to mitigate the risk of income loss to AIMCG and its unitholders at a level consistent with the value of the assets that Udon Plaza received from the sale of leasehold rights to AIMCG. Udon Plaza agreed to provide a security deposit equivalent to 3 months' rent in connection with entering into the vacant space lease agreement. - Compliance with investment policy The investment in the leasehold rights of the UD Town Project and the leaseback arrangement with Udon Plaza were conducted in accordance with AIMCG's investment policy, as disclosed in the prospectus and considered by the SEC prior to the initial public offering (IPO) in 2019. In addition, the REIT manager established risk mitigation measures for rental and services income loss to maintain AIMCG's income at a level consistent with the value of the assets that Udon Plaza received from the sale of leasehold rights to AIMCG. - Due Diligence Process The REIT manager conducted due diligence in accordance with the guidelines for property fund and REIT management, together with financial advisors, and obtained independent valuations from two independent appraisers, as part of the IPO process in 2019. The UD Town Project recorded operating profit from 2015 to 2018 in the range of THB 98.6 - 117.6 million, demonstrating a consistent ability to generate income, which served as the basis for determining the rental rates under the leaseback agreement with Udon Plaza. Opinion of the Trust Manager/Management Company on the Adequacy of Current Measures : The remediation and preventive measures taken are appropriate to the situation. The REIT manager has been closely monitoring and following up on the collection of overdue debt and negotiating with Udon Plaza, while also preparing to pursue legal action to fully protect AIMCG's rights whenever it is deemed to be in the best interest of AIMCG and its unitholders. In addition, the REIT manager maintains a process for screening major tenants, regularly monitors tenants' payment status, and follows a prudent investment policy, which are part of the risk management framework. Current Progress Status : Under Rectification ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. In case you have any inquiries or clarification regarding this announcement, please directly contact listed company or issuer who made this announcement. If you would like to see the full details of this information, please click view "full details" in attached file.