*The agreement is conditional upon the Company gaining shareholder approval and approval of ASX for the re-listing of the shares in the Company.
*Given the scale of the opportunity afforded by e-pay, the Company will seek to divest its existing W Home business to focus on growing the e-pay business.
*OGL directly or indirectly has a 60% stake in e-pay, a 72.7% stake in PT e-pay Indonesia, a 50% stake in e-pay Pakistan Private Ltd and a 49.5% stake in e-pay Thailand Co. Ltd and an 30% stake in Electronic Payment Network (Thailand) Co. Ltd.
*E-pay is now the dominant player in the top-up industry, with approximately 10-15 percent of the market. It competes only against legacy scratch-off cards, which the directors believe are quickly falling out of favor among consumers, retailers and telecommunications companies, because scratch cards are inherently less efficient, costlier and more difficult to track.
*e-pay’s cost of sales on e-Voucher and e-Top Up is about 97 percent. Because it actually buys the airtime from various mobile telecommunications carriers and resells at a margin to its network of retail customers, it must book the entire amount as revenue.
*The consolidated entity intends to seek to capture a significant portion of the growing prepaid reload market in Malaysia, Indonesia, Pakistan and Thailand, and expand into new markets such as China, Singapore, Vietnam and the Philippines. In many of these markets, scratch-off cards remain the only means of top-up.
*Immediately following shareholder approval of the proposal, trading in the Company’s shares will be suspended until the capital raising has occurred and the ASX re-listing requirements of Chapters 1 and 2 are met. The Company’s shares (which are presently suspended from trading on AIM) will remain suspended on AIM until after completion of the purchase occurs, when re-admission of the consolidated entity will be sought.
*If no moneys are raised from the placements and prospectus and all the Bonus Consideration is payable to the Vendor at an issue price of 30 cents, the anticipated voting power percentage of Mr Loh and his associates would be approximately 91%.
*Indicative Timetable Shareholders meeting 17 November 2005 Prospectus issued 18 November 2005 Share offer opens 25 November 2005 Share offer closes 23 December 2005 Issue of new shares 5 January 2006 Completion of e-pay acquisition 6 January 2006 Re-admission to ASX & AIM* 12 January 2006
SKG Price at posting:
0.0¢ Sentiment: None Disclosure: Held
