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Devonshire Capital ONLINE ONE CORPORATION BERHAD ("ONLINE
ONE") Devonshire Capital Sdn Bhd has been appointed by Online One as consultant to act on behalf of Online One in connection with the listing of Online One on Mesdaq Market of the Bursa Securities on 22 March 2005. Online One is principally an investment holding company with three wholly owned subsidiaries, namely Online One Software (MSC) Sdn Bhd ("OSMSC"), EMCD Technology Sdn Bhd ("EMCD") and Online DM Sdn Bhd ("ODM"). The Group's core activities include development of software, marketing and distribution of total storage solutions, provision of information management solutions consisting of business continuity solutions and business intelligence solutions. Particulars of the Flotation Exercise are as follows: Online One was incorporated in Malaysia under the Act on 23 October 2003 as a private limited company. It was converted to a public limited company on 9 March 2004. The authorised share capital of Online One is RM100,000 comprising 100,000 ordinary shares of RM1.00 each, of which 2 ordinary shares of RM1.00 each have been issued and fully paid-up. Online One has entered into conditional sales and purchase agreements on 22 April 2004 with the vendors to acquire OSMSC's, EMCD's and ODM's entire issued and paid-up share capital for a total purchase consideration of RM1,466,084 to be satisfied by the issuance of 14,660,840 new ordinary shares of RM0.10 each in Online One, credited as fully paid-up and issued at par. The purchase consideration of RM1,466,084 was arrived at after taking into consideration the audited NTA of OSMSC, EMCD and ODM as at 31 December 2003. Prior to the acquisitions, Online One has undertaken a share split, whereby every existing 1 ordinary share of RM1.00 held in Online One was subdivided into 10 new ordinary shares of RM0.10 each in Online One. Upon completion of the share split on 6 January 2005, the issued and paid-up share capital of Online One changed from RM2 comprising 2 ordinary shares of RM1.00 each in Online One to RM2 comprising 20 ordinary shares of RM0.10 each in Online One. The acquisitions were completed on 7 January 2005. Following the completion of the acquisitions, Online One completed a rights issue of 70,089,140 new ordinary shares of RM0.10 each in Online One at an issue price of RM0.10 per share, paid in full upon acceptance, on the basis of approximately 4.78 new ordinary shares of RM0.10 each in Online One for every 1 existing share held after the acquisitions as mentioned above. The rights issue was completed on 22 February 2005. Upon completion of the rights issue, the issued and paid-up share capital of Online One increased from RM1,466,086 to RM8,475,000 comprising 84,750,000 ordinary shares of RM0.10 each in Online One. The public issue of Online One compromises 28,250,000 new Online One shares representing 25% of the enlarged issued and paid-up share capital of Online One at an issue price of RM0.40 per ordinary share. Upon completion of the public issue, the entire enlarged issued and paid-up capital of Online One increased from RM8,475,000 to RM11,300,000 comprising 113,000,000 ordinary shares of RM0.10 each in Online One. |
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