Artivision a step closer to proposed reverse takeover

CATALIST-LISTED Artivision Technologies has completed the pre-clearance consultation on certain matters for its plan to acquire electronic payment and online retail business Mobile Credit Payment (MC Payment).

It has also submitted a pre-admission notification to the bourse operator for the proposed deal, which will result in a reverse takeover (RTO) of Artivision.

The company intends to despatch a circular to its shareholders to seek their approval for the transaction by Dec 31, it said in a bourse filing on Monday night.

This comes after Artivision noted earlier this month that the due diligence exercise for the deal had entered its final stage.

In September, Artivision again extended the deadline for the proposed deal - the long-stop date was pushed back to Dec 31, from the previous Sept 30 target - and said its board was intending to submit the pre-admission notification by end-October.

The planned RTO was first announced in May 2018, after Artivision, which used to be a video solutions provider, became a cash company earlier that year.

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The firm has until Feb 28, 2021 to complete the transaction and meet the requirements for a new listing on the Singapore bourse, according to its filing on Sept 25, 2020.

In September 2019, Artivision inked an amended and restated conditional sale and purchase agreement (SPA) for the proposed acquisition.

Among other things, the maximum total consideration for all shares and convertible bonds issued by MC Payment was lowered then to about S$93.3 million under that SPA, which replaced the original agreement dated April 27, 2018.

Previously, the total consideration comprised a base consideration of up to S$80 million, an additional consideration of up to S$20 million, and an amount of up to S$25 million in respect of the acquisition of iFashion Group, an online fashion venture platform that MC Payment had been in the process of acquiring.

As at 9.42am on Tuesday, Artivision shares were trading at 0.7 Singapore cent, down 0.1 cent or 12.5 per cent.

On Monday morning, the counter had risen 14.3 per cent or 0.1 cent to 0.8 cent, before the company requested a trading halt at 10.53am. Artivision requested to lift the halt following its announcement later that night.