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January 11, 2008 |
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ENTERTAINMENT MEDIA: Acquires 51% Controlling Stake in Nexbis Entertainment Media & Telecoms Corporation Limited has entered into an agreement to acquire a controlling interest in Nexbis Sdn Bhd funded by shares and cash that includes a placement to institutional investors arranged by Cartesian Capital and Foresight Securities. Nexbis holds the intellectual property rights for a mobile application and solution product range designed for National Security and Identity Authentication, known as NexCode, which is currently in trials in with Government Ministries in Malaysia. The Share Purchase Agreement contains the terms: 1. Acquisition of 51% (Board and Management "controlling" interest) Nexbis Sdn Bhd; 2. An Entity Valuation of AU$60 million, so "first tranche" valued at AU$30.6 payable in a combination of EMT stock and cash; 3. Acquisition is subject to vote at EGM and completion of the current capital raising; and 4. The Directors have secured a call option to acquire the remaining 49% at the same EV (AU$60 million) at any time until June 30th 2008. Entertainment Media Chief Executive Officer John Houston said, "One of the most exciting elements of Nexbis' business model is that the revenues flow from a 'royalty' for the use of the Nexcode on Government issued documents such as Visa, Driving Licenses, Road Tax documents and the like. An example in Malaysia is for Vehicle Road Tax for the 8 million taxable vehicles in that country where the minimum royalty would amount to around AU$1.50 per annum per vehicle. The NexCode is readable by any camera enabled mobile phone and the underlying data can be instantaneously retrieved by a police officer or gov't official from government's own database, allowing the first rapidly deployable 'forensic level' security validation method in the world. Nexbis Sdn Bhd is the holder of Global patent filing P120070169 covering this invention, and recently has been granted 'MSC' status by the Malaysian Government, which affords it IP protection and tax-free status for up to 10 years." About Entertainment Media Headquartered in Sydney, supported by offices in Singapore, Toronto and Halifax, Entertainment Media & Telecoms Corporation Ltd is a telecommunications company. AMT aims to be a provider in the provision of cost-effective technology, products and services throughout the Asia-Pacific region. AMT operates two divisions: Entertainment Media, which specializes in the provision and implementation of digital service delivery systems for the hospitality sectors, as well as new technologies and premium intrigue systems, and Telecoms, which is a sales and marketing agent for a telecommunications firm, providing sales services for communications products and services. The Troubled Company Reporter – Asia Pacific reported on September 23, 2005 that Entertainment Media and Telecoms collapsed under AU$12 million of debt. After a shareholder vote to issue more shares was defeated, receivers and managers were appointed to the company. Going Concern Doubt Bruce Gordon of PKF, the company's independent auditor, said, on February 28, 2005, that "the company expects its business to deliver positive operating cash flows and operating profits in the future. The achievement of these results is dependent upon the ability of the company to obtain adequate debt and/or equity funding and the extension of existing facilities in order to fund the working capital of the business and to enable the roll out of the company's Hospitality Entertainment Division in accordance with the proposed business plan. If these events do not occur there is significant uncertainty whether Entertainment Media & Telecoms Corporation Limited will be able to continue as a going concern." The company has not issued any financials after the half-year report for the period ending December 31, 2004. |
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