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Transactions (Chapter 10 Of Listing Requirements):Non Related Party Transactions

Back 04 Dec 2014
Type Announcement
Subject TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description ENTRY BY AXIATA DIGITAL ADVERTISING SDN BHD INTO SUBSCRIPTION AND SHAREHOLDERS’ AGREEMENT WITH ADKNOWLEDGE INTERNATIONAL, INC AND ADKNOWLEDGE ASIA PACIFIC PTE LTD

1.0       INTRODUCTION

Axiata Digital Advertising Sdn Bhd (“ADA”), a wholly owned subsidiary of Axiata Digital Services Sdn Bhd which in turn is a wholly owned subsidiary of Axiata Group Berhad ("Axiata"), had on 3 December 2014 entered into a Subscription and Shareholders’ Agreement (“SSA”) with Adknowledge International, Inc (“ADK”) and Adknowledge Asia Pacific Pte Ltd (“AAP”) for the subscription by ADA of an 80% equity stake in AAP for a cash investment of up to USD9.0 million.

2.0       INFORMATION ON ADK AND AAP

Founded in 2004, ADK is a multi-channel global digital marketing company that partners  with brands, agencies and publishers to "Unlock Digital Audiences" through digital video, social media, apps/mobile, email and recommended content. Some of the registered trademarks of ADK include AdParlor, AdBistro, AdStation, TriVu Media and Giant Media.

ADK is headquartered in Kansas City, Missouri, USA, with offices in New York, San Francisco, Los Angeles, Chicago, Detroit, Fort Myers and Toronto. The company has overseas offices in London, Paris, Munich, Singapore and São Paulo.

AAP is a private limited company incorporated in Singapore with registered office at 8 Marina Boulevard, #05-02 Marina Bay Financial Centre, Singapore 018981.

AAP is currently a wholly owned subsidiary of ADK and has been designated as the joint venture company between ADA and ADK to pursue digital advertising in the Asia-Pacific (APAC) region.

3.0       SOURCES OF FUNDS

The subscription by ADA of the shares in AAP will be funded through internally generated funds.

4.0       RATIONALE FOR THE ENTRY INTO THE SSA

APAC is a fast-growing region in the digital marketing space and presents large growth opportunities for providers of digital advertising solutions and services. The partnership between Axiata Group’s Digital Services Unit  and ADK will enable the capturing of the APAC growth opportunity through the synergistic combination of the core strengths, competencies and market assets of the respective organisations.

ADK brings to the partnership its solid brand reputation, industry leading technology platforms, domain expertise in digital advertising and an already seeded APAC customer base.

5.0       FINANCIAL EFFECTS

The subscription by ADA of the shares in AAP does not have any effect on the issued and paid-up share capital of Axiata and will not have any material effect on the earnings, gearings and Net Assets of the Axiata Group for the year financial ending 31 December 2014.

6.0       APPROVAL OF SHAREHOLDERS

The SSA is not subject to the approval of the shareholders of Axiata. 

7.0       DIRECTORS’ AND MAJOR/SUBSTANTIAL SHAREHOLDERS’ INTEREST

None of the Directors and major shareholders of Axiata and/or persons connected to them have any interest direct and/or indirect in the SSA.

This announcement is dated 4 December 2014.

 


Announcement Info

Company Name AXIATA GROUP BERHAD  
Stock Name AXIATA    
Date Announced 4 Dec 2014  
Category General Announcement
Reference No AG-141204-54777