(Translation)

Ref. 27/630911

Date: 11 September 2020

Subject: Update on the notification on the acquisition of additional shares in Red Lobster Master Holdings,
L.P. by Thai Union Investments North America LLC, a subsidiary of Thai Union Group Public
Company Limited in the United States of America

Attention: President
The Stock Exchange of Thailand

Thai Union Group Public Company Limited (TU) would like to inform the Stock Exchange of Thailand (the
SET) of the completely closing of the acquisition, through its U.S. subsidiary, Thai Union Investments North
America LLC (TUINA), of the additional 1,040,000 common units which equivalent to 13.68% of common
equity interest on an undiluted basis in Red Lobster Master Holdings, L.P. (RLMH) as previously notified to
SET on 1 September 2020. The details are as follows:
1. The date on which the transaction is completed: 10 September 2020
2. Details of investment
Prior to this acquisition, TU, through its U.S. subsidiary, TUINA, held, directly and indirectly, 2,500,000 common
units (representing 25.00% of the total outstanding units on a fully-diluted basis) and 2,400,000 preferred units
(representing 24.00% of the total outstanding units on a fully-diluted basis) of RLMH, an entity that indirectly
owns the Red Lobster restaurant business.
TU by Executive Committee, which has authorities delegated from the Board of Director, approved TUINA to
acquire the additional 1,040,000 common units (representing 13.68% of common equity interest on an undiluted
basis) in RLMH from GGCOF RL Splitter, L.P. (Splitter), a holding entity under Golden Gate Capital
Opportunity Fund, L.P. (the Transaction). Apart from the additional acquisition, TUINA enters into a series of
other terms and conditions with consortium of new investors in RLMH, therefore the diluted shareholding will
however, not increase above 25% of the total outstanding units on a fully-diluted basis. TUINA will also continue
to hold 2,400,000 preferred units (representing 24.00% of the total outstanding units on a fully-diluted basis) of
RLMH.
Summary of the Transaction is as follow.
Type of Assets Purchased: Common units of RLMH

Location: The United States of America

Type of Business: RLMH which indirectly owns the Red Lobster restaurant business.

Seller: GGCOF RL Splitter, L.P.

Status after investment RLMH remains the associated company of TU

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3. Shareholding Structure
Shareholding Structure
Shareholder Structure Prior to This Transaction After all Terms and Conditions have been
Fulfilled
No. Name of Unit holder Type of Unit Proportion* No. Name of Unit holder Type of Unit Proportion*
GGCOF RL common 25%
1. common 51%
Splitter, LP. 1. TUINA
common 25% preferred 24%
2. TUINA
preferred 24% 2. Seafood Alliance common 36%
3. Red Lobster common 15%
Management
*The proportion is shown on a fully-diluted basis i.e. showing as all options or other rights to acquire common
units have been exercised or converted, as fully applicable.
4. Management of Red Lobster
The structure of the Red Lobster Board of Directors will not change. Two out of the five board members will be
appointed by TUINA. Due to the new investors in Red Lobster having extensive food & beverage experience,
particularly in operations, we would expect that any new board members will likewise have extensive food &
beverage experience
5. Connected Nature
Seller is not a connected person of TU. The acquisition of additional common units in RLMH does not constitute a
connected transaction in accordance with the Notification of Capital Market Supervisory Board No.
TorJor.21/2551.
6. Size of Transaction
The aggregate size of all acquisitions made during 6 months prior to 31 August 2020, i.e. acquisition of additional
shares in TUMD Luxembourg S.a.r.l, is less than 15% of total value of consideration paid or received as of 31
August 2020, calculated in accordance with all criteria prescribed in the Notification of the Board of Governors
of the SET Re: Disclosure of Information and Other Acts of Listed Companies Concerning the Acquisition and
Disposition of Assets, B.E. 2547 (2004) and the Notification of Capital Market Supervisory Board No. TorChor.
20/2551 Re: Rules on Entering into Material Transactions Deemed as Acquisition or Disposal of Assets.
Therefore, TU is not required to make a mandatory public disclosure under the Acquisition and Disposition Rules.
In addition, TUINA is bound by Public Announcements: Confidentiality Clause to do not disclose the details of
this transaction.
7. Benefits Expected to Be Received
After this transaction, TUINA becomes largest shareholder of RLMH and with the synergies with new partner,
TU is expecting to drive and accelerate RLMH’s business strategy and increase synergy with TU as a supplier.
This exposure to U.S. seafood restaurant market and distribution platform offers significant opportunities for
further growth and development.

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8. Board of Directors’ Opinion on the Transactions
The Board of Directors remarks that the acquisition of additional shares of RLMH which is demonstrated as the
above is appropriate and provides benefits to TU its shareholders.
Please be informed accordingly and consider further dissemination to investors.

Respectfully yours,
Mr. Thiraphong Chansiri, Director
Mr. Chan Shue Chung, Director

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