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Application For A Waiver From Classifying The Company As An Affected Listed Issuer Pursuant To Paragraph 8.03a Of The Main Market Listing Requirements Of Bursa Malaysia Securities Berhad ("Listing Requirements") Post The Foreign Assets Disposal ("Waiver Application")

BackJun 21, 2021

 

Type Announcement
Subject OTHERS
Description PERTAMA DIGITAL BERHAD (FORMERLY KNOWN AS SINOTOP HOLDINGS BERHAD) ("PERTAMA" OR "THE COMPANY")

APPLICATION FOR A WAIVER FROM CLASSIFYING THE COMPANY AS AN AFFECTED LISTED ISSUER PURSUANT TO PARAGRAPH 8.03A OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD ("LISTING REQUIREMENTS") POST THE FOREIGN ASSETS DISPOSAL ("WAIVER APPLICATION")

Reference is made to the Company's announcements on 12 December 2018, 2 May 2019, 8 May 2019, 18 June 2020, 21 August 2020, 21 September 2020, 19 November 2020, 5 March 2021, 23 April 2021 and 17 June 2021 in relation to the Proposed Disposal ("Announcements"). For consistency purposes, the abbreviations used in this announcement are the same as those previously defined in the Announcements unless otherwise defined herein.

 

On behalf of the board of directors of the Company ("Board"), Inter-Pacific Securities Sdn Bhd and Astramina Advisory Sdn Bhd wish to announce that the Waiver Application has not been approved by Bursa Malaysia Securities Berhad ("Bursa Securities") citing the following reasons: 

  1. Pertama through Television Airtime Service Sdn Bhd ("TAS"), a 51% owned subsidiary which in turn holds 56% equity interest of Dapat Vista Sdn Bhd ("DVSB") is involved in mobile and digital businesses. TAS, an investment holding company, had incurred net losses in 3 out of 5 financial years i.e financial year ended ("FYE") 31 December 2016, 31 December 2018 and 31 December 2019 whilst the net profits for FYE 31 December 2017 and FYE 31 December 2020 were largely due to other income;
  2. DVSB as the main company operating the mobile and digital businesses had been registering losses from operations and losses after taxation in the latest 3 financial years from FYE 31 December 2017 to FYE 31 December 2020, even though it has signed various contracts. As such, there are concerns on the ability of DVSB to generate sufficient revenue and profits; and 
  3.  The Pertama Group's mobile and digital businesses did not register 2 consecutive quarters of net profits prior to the Waiver Application.

 

Having considered the reasons cited by Bursa Securities, the Board wishes to appeal the decision by Bursa Securities and further justify and clarify the necessary in the appeal application. 


The Board believes that the nature of the mobile and digital businesses of TAS and DVSB, which are technology-based, are expected to generate larger revenue and profits over a longer period. 

 

Given the bright prospects of the mobile and digital solutions industry during this accelerated digitalisation era, the Board is of the view that the mobile and digital businesses of the Group are viable, sustainable and have high growth potential moving forward. In this respect, the five (5)-year financial projections of DVSB have been submitted as part of the Waiver Application. The historical performance of TAS is not relevant because the investment of Pertama in 51% of TAS is based only on TAS’ 56% equity in DVSB, which is a high growth technology company, and excludes all other assets which were key contributors to the financials of TAS before completion of the TAS Acquisition. 


In addition, the Board wishes to emphasise that the Pertama Group's mobile and digital businesses have registered three (3) consecutive quarters of net profits after completion of the TAS Acquisition as well as prior to the Waiver Application.


Further, the Board wishes to clarify that Bursa Securities’ decision has no impact on the current operations of the Group in all aspects because the full completion of the Proposed Disposal will only take place upon Pertama having a viable, sustainable level of operations. The Waiver Application is only a technical position to reverse dependency on the outgoing business that is the subject of the Proposed Disposal, to be replaced with fintech via DVSB. 


The Company has put in place all the needed resources to drive the fintech business of DVSB and future Pertama units going forward, including to complete the acquisition of the additional 24% of DVSB as contracted under the sale and purchase agreement between TAS and HeiTech Padu Berhad dated 10 December 2019.

 

This announcement is dated 21 June 2021.

 


Announcement Info

Company Name PERTAMA DIGITAL BERHAD
Stock Name PERTAMA
Date Announced 21 Jun 2021
Category General Announcement for PLC
Reference Number GA1-21062021-00110