3 Nov 2017 16:38
Alpha Returns Group plc
(the "Company" or "Alpha Returns")
3 November 2017
Disposal of a 5% interest in Telistar Solutions Pte Ltd
Alpha Returns, is pleased to announce the sale by its wholly owned investment vehicle ARGP Investments Limited ("ARGPI") of 5 per cent. interest in Telistar Solutions Pte Ltd ("Telistar") to Future Ventures Corporation ("FVC"), under an agreement dated today. FVC is a newly formed company founded by Singaporean entrepreneur, Lim Hui Jie, who was the chief executive officer of Australia-listed technology company, Digimatic Group, until March 2017. Consideration is US$600,000, payable in convertible loan notes ("CLNs") of FVC.
The CLNs will have a maturity of 2 years and be secured against the 5 per cent. interest in Telistar. ARGPI will have the option to convert the CLNs into ordinary shares of FVC at US$0.20 per share at any time up to maturity. Furthermore, ARGPI will have a call option on the 5 per cent. interest in Telistar exercisable at any time between 1 July 2019 to 30 September 2019, with the call option price payable by the return of the CLNs to FVC. The call option shall automatically lapse should a) FVC completes a firmly underwritten IPO of its shares at no less than US$0.30 per share, or b) FVC be acquired by a public listed company at no less than US$0.30 per share. If not converted or returned, the CLNs shall be redeemed at maturity with interest of 3 per cent. per annum.
Completion is scheduled to take place on 10 November 2017 ("Completion").
After the sale of 5 per cent. interest in Telistar, ARGPI will continue to hold a 47.5 per cent. interest. Upon Completion, Alpha Returns will no longer consolidate Telistar into Group Accounts, and instead will hold its 47.5 per cent. interest in Telistar at its book value at the time of completion. As at 30 June 2017, the book value of the Alpha Returns' 52.5 per cent. interest in Telistar was £955,000. For the year ended 31 December 2016, Telistar made an audited net profit after tax of S$384,000 on revenue of S$5,215,000.
In addition to Telistar, the Company's investment portfolio includes a 30% investment in PRC based Maxlife, and a 6.67% investment in Singapore based New Trend Lifestyle Group plc (AIM: NTLG).
As noted in the announcement of 18 October 2017, the Board of Directors has made the decision to refocus on investments within the technology sector, especially in Fintech with the broadening of geographical focus to include other parts of the World including Europe. Accordingly, a circular will shortly be sent to Shareholders seeking their approval for a revised Investing Policy. It is also the Board's intention to appoint in due course an additional UK-based non-executive director to support the revised Investing Policy.
This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014.
For further information:
Alpha Returns Group plc | Christopher Neo Executive Director | 020 3286 6388 |
Beaumont Cornish Limited (Nomad) | Roland Cornish/Rosalind Hill Abrahams | 0207 628 3396 |
Peterhouse Corporate Finance (Broker) | Duncan Vasey/Lucy Williams | 020 7220 9797 |