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MonsterMob Group To Buy Upper Mobile

Monday 21 March 2005 16:02 CET | News

MonsterMob Group plc, a media and entertainment company which specialises in the sale of mobile telephone entertainment content and services, announced its agreement to acquire 100% of the share capital of Upper Mobile Limited (UML).

UML is 100% owner of Information Gateway Inc. (IG), one of the Philippines leading mobile content and entertainment companies, and Creative Minds Pte, a Singaporean content development and production company. It is expected that completion will occur on Mar. 31, 2005. The company said that the total consideration payable is based on 3 times Profit Before Tax for the 24 months following completion. On completion, Monstermob will pay an upfront stock consideration of 6,349,177 Monstermob shares representing GBP19.11 million at the closing mid market price of 301 pence per Monstermob share as at Mar. 18, 2005. The company said that the balance of any further consideration due will be payable to the vendor in MonsterMob shares priced at the 10 trading-day average mid market price prior to issue, dependant upon the following formula applied to the Profit Before Tax of UML for the period of 24 months post transaction close - 3 times (24 months post completion Profit Before Tax) less GBP19.11 million. MonsterMob said that the shares will be issued upon completion of a full audit on the UML financial results for the 24 months post transaction close. The company said that the total number of new MonsterMob shares to be issued in respect of the consideration due will not exceed 25 million shares. This represents a maximum of 79.1% of Monstermobs current issued share capital (adjusted for the shares to be issued in respect of the acquisition of 9 Squared, for which application for listing has been made). It said that the maximum total consideration payable, taken at the mid market closing price per Monstermob share of 301 pence (on Mar. 18, 2005) is GBP75.3 million. The company said that the upfront share consideration is subject to a lock-in restrictions during the first 12 months post completion. Whereby the vendors, subject to certain limited exceptions, will not dispose of their new Monstermob shares. In the year ended May 31, 2004, IG made audited profit before federal income tax of GBP0.33 million and had net assets of GBP0.26 million. The company said that these numbers are net of GBP0.76 million of amortization charges relating to software purchased by IG from UML. At this time UML and IG were not a group and did not prepared consolidated accounts. Since then UML (including IG) has grown strongly and in the three months ended Dec. 31, 2004, made an unaudited profit before federal income taxes of GBP0.70 million on revenues of GBP1.45 million. As at Dec. 31, 2004, UML (including IG) had unaudited net assets of GBP2.6 million and will have a net cash position upon completion of GBP0.72 million. MonsterMob believes the acquisition of UML will enable the Group to build a strong Asian platform from which to continue to establish itself as one of the leading mobile entertainment companies worldwide. MonsterMob has structured the Group behind two global operating divisions - Consumer Services and Network Services - which will respectively provide mobile entertainment applications directly to consumers and through mobile network operators on both CDMA and GSM networks throughout our operating territories in Europe, North and South America and Asia.


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Categories: Payments & Commerce | Mobile Payments
Countries: World
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Payments & Commerce