Asiatravel.com Holdings requests for extension to hold AGM; enters into conditional share and warrant placement agreements

ASIATRAVEL.COM Holdings has applied to the Singapore Exchange (SGX) and the Accounting and Corporate Regulatory Authority (Acra) for an extension of time to hold its Annual General Meeting (AGM) for the financial period ended Dec 31, 2017.

The group said that the extension applications are necessary as the company's annual report will not be ready in time for release to shareholders at least 14 days before April 25, which is the last date for the company to hold its AGM.

It did not indicate the reason why the annual report will not be ready in time.

In a separate announcement, the company has entered into conditional share and warrant placement agreements with Jacfun Pty Limited and Yalla.Digital Inc.

Jacfun is an Australia-based investment company holding assets in the US and Israel. It has invested in theme park, hotel and entertainment assets and is the principal investor behind Yaturu. Yalla is a US-based developer of technology and producer of original content for use with augmented reality devices.

The company has agreed to allot and issue 16.7 million new ordinary shares in the capital of the company, of which 12.5 million are to be allotted and issued to Jacfun and 4.2 million placement shares to Yalla, at the price of S$0.06 per placement share for an aggregate amount of approximately S$1 million.

The placement price represents a premium of approximately 55.8 per cent over the volume weighted average price of S$0.0385 for trades done on the Singapore Exchange for the full market day on March 20, the last full market day on which the shares were traded prior to the day on which the placement agreement was signed.

In addition, the company has agreed to constitute five million non-listed, transferable warrants of which 3.75 million warrants and 1.25 million warrants will be issued to Jacfun and Yalla respectively. Each warrant carries the right to subscribe for one share at the exercise price of S$0.08, with the price representing a premium of approximately 107.8 per cent to the volume weighted average price of S$0.0385 for trades done on the Singapore Exchange for the full market day on March 20.

Based on the placement price, the estimated amount of proceeds from the placement shares, net of the estimated expenses of approximately S$30,000, is approximately S$970,000. Assuming that the warrants are fully exercised into warrant shares, the estimated amount of additional proceeds that may be raised, net of the estimated expenses of approximately S$20,000, is about S$380,000.

The company intends to utilise the entirety of the net proceeds for general working capital purposes.