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Axiata Group Berhad | Annual Report 2016
FINANCIAL STATEMENTS
160
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2016
5.
INCORPORATIONS, ACQUISITIONS, DISSOLUTIONS AND DILUTIONS OF INTERESTS (CONTINUED)
(b) Incorporations, acquisitions and dilutions of interests in the previous financial year (continued)
(vii) Acquisition of equity interest in Yonder Music Inc (“Yonder”)
ADS, had on 14 July 2015 entered into a Stock Purchase Agreement with Yonder, Yonder Music Partners LLC, Adam Kidron and Jim
Heindlmeyer for the proposed acquisition by ADS of 12,210,400 Series A Convertible Preference Shares with a par value of USD0.001
per share in Yonder at the purchase price of USD0.819 per share amounting to RM39.3 million (USD10.0 million).
The acquisition was completed on 24 July 2015. The above acquisition did not have significant impact to the Group in the financial year.
(viii) Acquisition of equity interest in WSO2. Telco Inc. (“WSO2. Telco”)
On 24 July 2015, ADS entered into a Subscription and Stockholders’ agreement with WSO2. Inc and WSO2. Telco for the initial
subscription by ADS of the following shares in WSO2. Telco for the total consideration as below:
i)
5,000,000 ordinary shares at USD0.0001 per share satisfied via provision of contracts and assets by ADS; and
ii)
4,615,385 preference shares at USD0.39 per share satisfied via cash settlement of RM7.6 million (USD1.8 million).
Further to the initial subscription and WSO2. Telco having achieved its pre-determined key performance indicators, ADS had, on
27 October 2016 further subscribed an additional 2,051,282 WSO2. Telco-Preferred Stocks at USD0.39 per share in cash, amounting to
RM3,330,000.
On 4 September 2015, ADS completed the initial subscription in WSO2. Telco and effectively WSO2. Telco became a 65.80% owned
subsidiary of the Group. The acquisition did not have significant impact to the Group in the financial year.
(ix) Incorporation of edotco Services Lanka (Private) Limited (“edotco SL”)
On 7 August 2015, the Group completed the incorporation of edotco SL, a private company limited by shares in Sri Lanka, under the
Companies Act No. 7 of 2007. edotco SL was incorporated with share capital of SLR67,500,000 divided into 1,350,000 ordinary shares
of SLR50 each. The nature of business to be carried by edotco SL is the provision of end to end Integrated Infrastructure Services.
The above incorporation did not have significant impact to the Group in the previous financial year.
(x) Acquisition of Komli Media, Inc (“Komli”)
On 7 August 2015, AAP had entered into a Sale and Purchase Agreement (“SPA”) with Komli for the acquisition of the entire issued and
paid-up share capital of Komli Asia Holding Pte. Ltd. (“Komli Asia”) for a cash consideration of RM39.3 million (USD11.3 million).
The above acquisition was completed on 2 September 2015 and effectively Komli became an 80.00% owned subsidiary of the Group.
The acquisition had no significant impact to the Group in the previous financial year.
(xi) Incorporation of Digital Health (Private) Limited (“Digital Health”)
DHL, a wholly-owned subsidiary Dialog and Asiri Hospital Holdings PLC (“Asiri Hospital”) entered into a Memorandum of Understanding
to incorporate Digital Health with the objective of developing and operating a state-of-the-art electronic commerce infrastructure for
the healthcare sector in Sri Lanka.
Digital Health was incorporated on 14 August 2015 under the Companies Act. No.-7 of 2007 with a stated capital of SLR1,000 which
consist of 100 ordinary shares. DHL and Asiri Hospital are holding 70.00% and 30.00% stake of the initial shareholding of Digital Health
respectively.
The above incorporation did not have significant impact to the Group in the previous financial year.