Transactions (Chapter 10 Of Listing Requirements) : Non Related Party Transactions
|Subject||TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
AIRASIA GROUP BERHAD ("AAGB" OR THE "COMPANY") - (I) PROPOSED ACQUISITION OF 100.0% OF THE EQUITY INTEREST IN VELOX TECHNOLOGY (THAILAND) CO. LTD. BY AIRASIA ADS SDN BHD ("AIRASIA SUPERAPP") FOR A PURCHASE CONSIDERATION OF USD40.0 MILLION; AND (II) PROPOSED ACQUISITION OF 100.0% OF THE EQUITY INTEREST IN VELOX FINTECH CO. LTD. BY AIRASIA DIGITAL SDN BHD (FORMERLY KNOWN AS REDBEAT VENTURES SDN BHD) ("AAD") FOR A PURCHASE CONSIDERATION OF USD10.0 MILLION (COLLECTIVELY "PROPOSED ACQUISITIONS")
The Board of Directors of AAGB (“Board”) wishes to announce that AAD and AirAsia SuperApp had on 7 July 2021, entered into the following agreements for (a) the proposed acquisition of 100.0% of the equity interest in Velox Technology (Thailand) Co. Ltd. (“Velox Technology” or “VT”) for a purchase consideration of USD40.0 million (approximately to RM166,260,000) (“VT Consideration”) from Velox South-East Asia Holdings Pte. Ltd (“VSEA”), Go-jek Singapore Pte. Ltd. and Velox Technology South-East Asia (“VT Sellers”) (“Proposed VT Acquisition''); and (b) the proposed acquisition of 100.0% of the equity interest in Velox Fintech Co. Ltd. (“Velox Fintech” or “VF”) for a purchase consideration of USD10.0 million (approximately to RM41,565,000) (“VF Consideration”) from Velox Pay South-East Asia Holdings Pte. Ltd. (“VPSEA” or “Velox Pay”), Go-jek Singapore Pte. Ltd. and Velox Technology South-East Asia Pte. Ltd. (“VF Sellers”, and together with the VT Sellers, the “Sellers”) (“Proposed VF Acquisition''). The VT Consideration and the VF Consideration are referred to as “Purchase Considerations''.
(i) a sale and purchase agreement entered into between VT Sellers, AirAsia SuperApp, AAD, Teh Mun Hui and Pattra Boosarawongse in relation to the VT Acquisition ("VT SPA");
(ii) a sale and purchase agreement entered into between VF Sellers, AAD, Aireen Omar and Pattra Boosarawongse in relation to the VF Acquisition ("VF SPA");
(iii) a share subscription agreement relating to the subscription for shares in AirAsia SuperApp between VSEA, AAD and AirAsia Superapp (“AirAsia SuperApp SSA”),
(the above agreements are collectively referred to as the “Agreements”).
The Purchase Considerations for the Proposed Acquisitions shall be wholly satisfied by the issue of shares in the issued share capital of AirAsia SuperApp, whereby VT Sellers (or one of their affiliates) will subscribe for such number of ordinary shares in AirAsia SuperApp which will represent 4.76% (being 3.81% in respect of the Proposed VT Acquisition and 0.95% in respect of the Proposed VF Acquisition) of the total issued share capital of AirAsia SuperApp (“Consideration Shares”).
Please refer to the attachment for further details of the Proposed Acquisitions and Agreements.
This announcement is dated 7 July 2021.
Please refer attachment below.
|Company Name||AIRASIA GROUP BERHAD|
|Date Announced||07 Jul 2021|
|Category||General Announcement for PLC|
- AAGB-Proposed_Acquisition_of_Velox_Technology_and_Velox_Fintech_(7_July_2021).pdf (Size: 306,706 bytes)