Revenue Group Berhad 1Q FY2020 Quarterly Results ... 1Q...core business, thus providing value added...

Revenue Group Berhad

1Q FY2020

Quarterly Results Presentation

Recognised by international and world renowned payment schemes

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DISCLAIMER

Information contained in our presentation is intended solely for your personal referenceand is strictly confidential. Such information is subject to change without notice, itsaccuracy is not guaranteed and it may not contain all material information about thecompany. Neither we nor our advisors make any representation regarding, and assumeno responsibility or liability for, the accuracy or completeness of, or any errors oromissions in, any information contained herein.

In addition, the information contains projections and forward looking statements thatreflect the company’s current views with respect to future events and financialperformance. These views are based on current assumptions which are subject tovarious risks and which may change over time. No assurance can be given that futureevents will occur, that projections will be achieved, or that the company’s assumptionsare correct. Actual results may differ materially from those projected.

This presentation is strictly not to be distributed without the explicit consent of theCompany’s management under any circumstances.

Our Recent Corporate Development

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Rationale for the Completed Acquisition

Change of Group Structure due to Acquisitions of BUYMALL & ANYPAY

Rising from this, the Acquisitions are in line with the Board’s initiative to make astrategic investment in solutions and services that will complement its existingcore business, thus providing value added services to its customers.

Buymall is an e-commerce player which operates its own online marketplace whereasAnypay is an e-commerce, software and mobile application developer on digital paymentsince incorporation.

Given Buymall’s and Anypay’s growth potential in the e-commerce and digitalpayment sector, the Acquisitions has began to contribute positively to theearnings of REVENUE.

Change of Group Structure due to Acquisitions of BUYMALL & ANYPAY (Cont’d)

Revenue Group Berhad’s Group Structure as at 30 October 2019

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Revenue partners TNG Digital to enable use of Touch ’n Go eWallet on Tabao, Tmall

1 October 2019 - Cashless payment solutions provider Revenue Group Bhd has teamed up with TNG

Digital Sdn Bhd to enable the usage of Touch 'n Go eWallet on the Alibaba-owned Taobao andTmall marketplaces.

At a press conference today, Revenue managing director and group chief executive officer (CEO) EddieNg Chee Siong said the strategic collaboration with TNG Digital is expected to enhance Revenue'sbottomline going forward and drive its electronic transactions processing segment, as it is set to gainfrom the electronic transaction processing fees.

Source: The Edge Markets

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Budget 2020: Malaysians age 18 and above will receive RM30 for e-wallet top-up

11 October 2019 - Finance minister Lim Guan Eng announced the government will offer one-off digitalincentives worth RM30 to all Malaysians over 18 years old with an annual income of less thanRM100,000.

This is to spur the use of e-wallet. The RM450mil allocation will benefit 15 million Malaysians and toreceive the payment, users will need a verified account with any of the selected e-wallet operators.

It can be claimed from Jan 1, 2020 to Feb 29, 2020.

It is hoped that the incentive will help to speed up the nation’s uptake of e-wallets amongst both usersand traders, especially for small business and retail enterprises. This is line with Budget 2020’s generalpush towards transforming Malaysia into a digital economy. Based on Bank Negara Malaysia’s FinancialSector Blueprint 2011-2020, the nation could save about 1% of its GDP each year if it moved to a fullydigital payment landscape.

Source: The Star TV, Ringgit Plus

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Revenue Group Berhad proposes two-for-three bonus issue

Source: Company Announcement dated 22 October 2019

22 October 2019 - On behalf of the Board of Directors of REVENUE (“Board”), M&A Securities Sdn

Bhd (“M&A Securities”) wishes to announce that REVENUE is proposing to undertake a bonus issue of upto 230,043,080 Bonus Shares, on the basis of 2 Bonus Shares for every 3 existing ordinary sharesin REVENUE (“REVENUE Shares” or “Shares”) held by the entitled shareholders of REVENUE whosenames appear in REVENUE’s record of depositors (“Entitled Shareholders”) on an entitlement date to bedetermined later (“Entitlement Date”).

RATIONALE FOR THE PROPOSED BONUS ISSUE

REVENUE is embarking on the Proposed Bonus Issue instead of other available proposals to rewardexisting shareholders of the Company after due consideration of the financial performance and financialposition of the REVENUE and its Malaysian subsidiaries (“REVENUE Group”). The Board is of the viewthat the Proposed Bonus Issue:

(a) serves to reward the existing shareholders of REVENUE for their support by enabling them tohave greater participation in the equity of the Company in terms of the number of REVENUEShares held, while maintaining their percentage of equity interest; and

(b) enhance the marketability and trading liquidity of the REVENUE Shares on Bursa Securities.

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Revenue Group Berhad proposes two-for-three bonus issue (Cont’d)

Source: Company Announcement dated 8 November 2019

EFFECTS OF THE PROPOSED BONUS ISSUE

The effects of the Proposed Bonus Issue are set out based on the 2 scenarios below:

Minimum Scenario: Assuming there are no exercise of Warrants prior to the Entitlement DateMaximum Scenario: Assuming that all of the Warrants are exercised prior to the EntitlementDate

i. SHARE CAPITAL

The pro forma effects of the Proposed Bonus Issue on the issued share capital of REVENUE

are as follows:

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ii. EARNINGS & EARNINGS PER SHARE

The Proposed Bonus Issue which is expected to be completed by the end of 2019 is notexpected to have an immediate material effect on the earnings of REVENUE Group for thefinancial year ending 30 June 2020.

However, the consolidated earnings per Share of REVENUE is expected to be diluted as a resultof the increase in the number of REVENUE Shares issued under the Proposed Bonus Issue.

iii. NA & GEARING

Based on the audited consolidated statement of financial position of REVENUE Group as at 30June 2019 the pro forma effects of the Proposed Bonus Issue on the net assets and gearing ofthe Group are as follows:

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Minimum Scenario

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Minimum Scenario

Notes:

(1) (a) Adjusted for the issuance of 500 Shares and 50 Shares pursuant to theexercise of Warrants on 23 July 2019 and 18 October 2019 respectively, at anexercise price of RM1.25 per Warrant, up to LPD;(b) Adjusted for the fair value of 550 warrants pursuant to the exerciseof Warrants; and(c) Adjusted for the issuance of 979,216 Shares pursuant to theacquisition of Anypay Sdn Bhd on 6 September 2019 and issuance of 662,470Shares pursuant to the acquisition of Buymall Services Sdn Bhd on 7 October2019.

(2) After deducting estimated expenses of RM150,000 for the Proposed Bonus Issue.

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Maximum Scenario

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Maximum Scenario

Notes:

(1) (a) Adjusted for the issuance of 500 Shares and 50 Shares pursuant to the exerciseof Warrants on 23 July 2019 and 18 October 2019 respectively, at an exercise priceof RM1.25 per Warrant, up to LPD;(b) Adjusted for the fair value of 550 warrants pursuant to the exercise of Warrants;and(c) Adjusted for the issuance of 979,216 Shares pursuant to the acquisition ofAnypay Sdn Bhd on 6 September 2019 and issuance of 662,470 Shares pursuant tothe acquisition of Buymall Services Sdn Bhd on 7 October 2019.

(2) Assuming full exercise of 111,423,450 Warrants into 111,423,450 new REVENUEShares at an exercise price of RM1.25 per Warrant.

(3) After deducting estimated expenses of RM150,000 for the Proposed Bonus Issue.

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ESTIMATED TIMEFRAME FOR COMPLETION

The tentative timetable in relation to the Proposed Bonus Issue is as follows:

Barring any unforeseen circumstances and subject to receipt of all relevant approvals, theProposed Bonus Issue is expected to be completed by the end of 2019.

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Revenue Group Berhad proposes two-for-three bonus issue -Theoretical Ex-Bonus Share Price (Cont’d)


THEORETICAL EX-BONUS SHARE PRICE

The Entitlement Date will be determined and announced at a later date by the Board upon receipt of allrelevant approvals. The Proposed Bonus Issue is not intended to be implemented in stages over a periodof time.

Pursuant to Rule 6.31(1A) of the AMLR, the share price adjusted for the Proposed Bonus Issue shall notbe less than RM0.20 based on the daily VWAP of REVENUE during the past 3-month period before theapplication date.

For illustrative purposes, based on the 5-day VWAP and lowest daily 3-month VWAP of REVENUE Sharesup to LPD, the theoretical ex-bonus share price of REVENUE Shares are asfollows:

Based on the above, the Board confirms that the Proposed Bonus Issue is and will comply with Rule 6.31(1A)of AMLR.

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Revenue Group Berhad proposes two-for-three bonus issue -Adjusted Revenue-WA Exercise Price (Cont’d)


ADJUSTED REVENUE-WA EXERCISE PRICE

Save for 111,423,450 Warrants, the Company does not have any other outstanding convertible securities asat the LPD.

The Proposed Bonus Issue will result in the following Adjustments:

(i) up to 74,282,300 Additional Warrants shall be issued to the holders of the Warrants;And

(ii) the exercise price of Warrants shall be adjusted from RM1.25 to RM0.75 per Warrant.

The summary of the exercise price and number of outstanding Warrants before and after the Adjustmentsare as follows:

The Adjustments will only take effect to the outstanding Warrants which are not exercised prior to the Entitlement Date.

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Revenue Group Berhad Named Best IR for an IPO 2018

Source: The Edge Financial Daily

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Revenue Group Berhad Named Best IR for an IPO 2018 (Cont’d)

Source: Malaysian Investor Relations Association

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Double 11 Singles Day: Southeast Asia’s Growing E-Commerce Market

12 November 2019 - Southeast Asian e-commerce player Lazada said it received a record of over 3million orders within the first 60 minutes of the mega 24-hour shopping event known as Singles Day or11.11. Sea Group-owned e-commerce firm Shopee said its order volume tripled in the first hour comparedwith last year.

Sea Group-owned e-commerce firm Shopee said its order volume tripled in the first hour compared withlast year. A representative said the company could not disclose the aggregate number of orders it receivedin that time frame since the event is still ongoing.

The shopping extravaganza started in China a decade ago but has since been adopted byretailers in Southeast Asia.

Southeast Asia’s internet economy

E-commerce, along with ride-hailing, are said to be the main drivers of Southeast Asia’s internet economy,which, according to a popular industry report, is predicted to reach $300 billion by 2025.

A report from Forrester Research said online retail in the region will grow from $19 billion in 2018 to $53billion by 2023, accounting for 6.5% of all retail sales. Most of those online retail sales will come frommobile.

“It’s definitely fast-growing and we also see marketplaces dominate,” Xiaofeng Wang, a senior analyst atForrester Research, told CNBC by phone.

Source: CNBC

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OCBC partners Revenue Group to become first foreign bank to offer all-in-one digital payment terminals

13 November 2019 - OCBC Bank (Malaysia) Bhd has partnered with Revenue Group Bhd to becomethe first foreign bank in Malaysia to offer all-in-one digital payment terminals.

In a joint statement today, OCBC Bank said the all-in-one digital payment terminal developed byRevenue Group would simplify the payment acceptance process as it enables physical retailmerchants to accept both card and mobile wallet payments using a single digital paymentterminal.

Revenue Group managing director and group chief executive officer Eddie Ng Chee Siong said thecompany's all-in-one digital payment terminals can handle a myriad of mobile Quick Response (QR) codepayment services including Alipay, Boost, Touch 'n Go, UnionPay and WeChat Pay, as well as MasterCard,MyDebit, JCB and Visa, making payment management simpler and more efficient for physical retailmerchants.

Source: The Edge

Source: OCBC Bank

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OCBC partners Revenue Group to become first foreign bank to offer all-in-one digital payment terminals (Cont’d)

"Through this digital payment terminal, physical retail merchants will be able to accept payment throughmultiple channels involving QR codes, near-field communications (NFC), chip cards and traditionalmagnetic strip cards," he said.

Ng added that this will augur well for Revenue Group as the deployment of more EDC terminals willtranslate to higher revenue for the group from the rental or sale of terminals as well aselectronic transaction processing services.

Kong also said OCBC Bank currently has more than 11,000 Electronic Data Capture (EDC)terminals nationwide through a diverse range of merchants spanning a variety of industries includingfood and beverage, retail, fashion, electronics, telecommunications and petrol stations.

Source: The Edge

Financial Highlights & Segmental Breakdown

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Reported Yearly Financial Performance

Financial Year (s) ended 30 JuneAudited Audited Audited Audited Audited

(RM million)FY2015

(12 months)FY2016

(12 months)FY2017

(12 months)FY2018

(12 months)FY2019

(12 months)

Revenue 14.386 25.726 26.526 35.363 57.982

Gross Profit 9.549 14.129 15.746 22.940 31.864

Gross Profit Margin 66.4% 54.9% 59.4% 64.9% 55.0%

(+) Add : Other Income 0.593 0.468 3.435 0.406 0.525

(-) Minus : Administrative Expenses (6.967) (8.129) (10.078) (13.317) (20.505)

(-) Minus : Net Loss on Impairment of Financial Instruments

- - - (0.296) (0.131)

(-) Minus : Finance Costs (0.450) (0.547) (0.532) (0.400) (0.338)

Profit Before Tax 2.725 5.921 8.571 9.334 11.414

Profit Before Tax Margin 18.9% 23.0% 32.3% 26.4% 19.7%

Profit After Tax 2.116 4.513 6.932 7.024 9.092

Profit After Tax Margin 14.7% 17.5% 26.1% 19.9% 15.7%

Net Profit Attributable to Owners of the Company

2.116 4.513 6.976 6.775 8.569

Restated EPS (sen)(1) 0.91 1.95 3.01 2.92 3.69

Note:(1) All of the Restated EPS were calculated based on net profit attributable to owners of the Company divided by the issued share

capital of 231,998,934 ordinary shares as at 30 June 2019.

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Adjusted Pro Forma Yearly Financial Performance

Financial Year (s) ended 30 JuneAudited Audited Audited Audited Audited

(RM million)FY2015

(12 months)FY2016

(12 months)FY2017

(12 months)FY2018

(12 months)FY2019

(12 months)

Revenue 14.386 25.726 26.526 35.363 57.982

Gross Profit 9.549 14.129 15.746 22.940 31.864

Gross Profit Margin 66.4% 54.9% 59.4% 64.9% 55.0%

Profit Before Tax 2.725 5.921 8.571 9.334 11.414

Profit Before Tax Margin 18.9% 23.0% 32.3% 26.4% 19.7%

(+) Add : One-off Expenses (1) - - - 0.497 1.102

(-) Minus : Non-Operating Income (2) - - (1.961) - -

Pro forma Adjusted Profit Profit Before Tax 2.725 5.921 6.610 9.831 12.516

Pro forma Adjusted Profit Before Tax Margin 18.9% 23.0% 24.9% 27.8% 21.6%

(+) Add : Real Property Gains Tax - - 0.248 - -

Pro forma Adjusted Profit After Tax (3) 2.116 4.513 5.219 7.521 10.194

Pro forma Adjusted Profit After Tax Margin 14.7% 17.5% 19.7% 21.3% 17.6%

Pro forma Adjusted Net Profit Attributable to Owners of the Company

2.116 4.513 5.261 7.272 9.671

Restated EPS (sen) (4) 0.91 1.95 2.27 3.13 4.17

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Adjusted Pro Forma Yearly Financial Performance (Cont’d)

Notes:

(1) One-off expenses include the costs pertaining to the listing of the Group, bonus issue of warrants and costs associated to theacquisition of subsidiary companies.

(2) Non-Operating income includes gain on disposal of investment properties of RM2.063 million net off real property gains tax ofRM0.248 million and one-off real estate agency commission of RM0.102 million relating to disposal of investment properties.

(3) The pro forma adjusted Profit After Tax of RM7.521 million and RM10.194 million in FY2018 and FY2019 have not taken intoaccount the tax effect for the one-off expenses of RM0.497 million and RM1.102 million respectively.

(4) All of the Restated EPS were calculated based on net profit attributable to owners of the Company divided by the issued sharecapital of 231,998,934 ordinary shares as at 30 June 2019.

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Reported Quarterly Financial Performance

Financial Year (s) ended 30 June

Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited

(RM million)Q4 - FY2018(3 months)

Q1 - FY2019(3 months)





Revenue 12.026 14.836 13.588 15.517 15.419 16.656

Gross Profit 7.406 8.324 7.641 7.892 8.417 9.423

Gross Profit Margin 61.6% 56.1% 56.2% 50.9% 54.6% 56.6%

(+) Add : Other Income 0.012 0.018 0.051 0.058 0.090 0.122

(-) Minus : Administrative Expenses (4.591) (5.027) (4.262) (4.549) (7.057) (5.625)

(-) Minus : Finance Costs (0.099) (0.103) (0.098) (0.068) (0.069) (0.031)

Profit Before Tax 2.728 3.212 3.332 3.333 1.381 3.889

Profit Before Tax Margin 22.7% 21.7% 24.5% 21.5% 9.0% 23.3%

Profit After Tax 1.883 2.277 2.528 2.654 1.791 3.157

Profit After Tax Margin 15.7% 15.3% 18.6% 17.1% 11.6% 19.0%

Net Profit Attributable to Owners of the Company 1.715 1.926 2.385 2.538 1.848 2.965

Restated EPS (sen)(1) 0.74 0.83 1.02 1.09 0.79 1.27

Note:(1) All of the Restated EPS were calculated based on net profit attributable to owners of the Company divided by the issued share

capital of 232,978,650 ordinary shares as at 30 September 2019.

Notes:

(1) The pro forma adjusted Profit After Tax of RM2.380 million, RM2.917 million, RM2.754 million and RM2.153 in Q4FY2018, Q1FY2019, Q3FY2019 and Q4FY2019 have not taken into account the tax effect for the one-off expenses of RM0.497 million, RM0.640 million, RM0.100million and RM0.362 million respectively. One-off expenses include the costs pertaining to the listing of the Group, bonus issue of warrantsand costs associated to the acquisition of subsidiary companies.

(2) All of the Restated EPS were calculated based on net profit attributable to owners of the Company divided by the issued share capital of232,978,650 ordinary shares as at 30 September 2019. 28

Adjusted Pro Forma Quarterly Performance

Financial Year (s) ended 30 June

Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited

(RM million)Q4 - FY2018(3 months)






Revenue 12.026 14.836 13.588 15.517 15.419 16.656

Gross Profit 7.406 8.324 7.641 7.892 8.417 9.423

Gross Profit Margin 61.6% 56.1% 56.2% 50.9% 54.6% 56.6%

Profit Before Tax 2.728 3.212 3.332 3.333 1.381 3.889

Profit Before Tax Margin 22.7% 21.7% 24.5% 21.5% 9.0% 23.3%

(+) Add : One-Off Expenses 0.497 0.640 - 0.100 0.362 -

Pro forma Adjusted Profit Before Tax 3.225 3.852 3.332 3.433 1.743 3.889

Pro forma Adjusted Profit Before Tax Margin 26.8% 26.0% 24.5% 22.1% 11.3% 23.3%

Pro forma Adjusted Profit After Tax(1) 2.380 2.917 2.528 2.754 2.153 3.157

Pro forma Adjusted Profit After Tax Margin 19.8% 19.7% 18.6% 17.7% 14.0% 19.0%Pro forma Adjusted Net Profit Attributable to Owners of the Company 2.212 2.566 2.385 2.638

2.210 2.965

Restated EPS (sen)(2) 0.95 1.10 1.02 1.13 0.95 1.27

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Unaudited Condensed Consolidated Statements of Change in Equity

Unaudited Condensed Consolidated Statements of Change in Equity for the First (1st ) Quarter ended 30 September 2018 (1)

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Unaudited Condensed Consolidated Statements of Change in Equity (Cont’d)

Note:(1) The basis of preparation of the Unaudited Condensed Consolidated Statement of Changes in Equity are disclosed in Note A1 and theaccompanying explanatory notes attached to Revenue Group Berhad’s Quarterly report on consolidated results for the financial periodended 30 September 2019.

Unaudited Condensed Consolidated Statements of Change in Equity for the First (1st ) Quarter ended 30 September 2019 (1)

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Analysis Of Revenue By Business Segments

FY 2015 FY 2016 FY 2017 FY 2018

RM million % RM million % RM million % RM million %

Transactional value processed by Revenue Group 300.4 349.6 664.9 1,119.9

EDC Terminals Breakdown:

Sales 2.489 17.3% 10.430 40.5% 4.536 17.1% 4.420 12.5%

Rental 6.860 47.7% 6.732 26.2% 8.534 32.2% 11.177 31.6%

Electronic Data Capture Terminals 9.349 65.0% 17.162 66.7% 13.070 49.3% 15.597 44.1%

Electronic Transaction Processing 4.308 29.9% 6.709 26.1% 11.675 44.0% 16.717 47.3%

Solutions and Services 0.729 5.1% 1.855 7.2% 1.781 6.7% 3.049 8.6%

14.386 100.0% 25.726 100.0% 26.526 100.0% 35.363 100.0%

FY 2019 Q1 FY2020(3-month)

RM million % RM million %

Transactional value processed by Revenue Group 1,282.2 369.1


Sales 21.493 36.2% 2.726 16.4

Rental 13.195 23.6% 4.804 28.8

Electronic Data Capture Terminals 34.688 59.8% 7.530 45.2%

Electronic Transaction Processing 19.745 34.1% 5.695 34.2%

Solutions and Services 3.549 6.1% 3.431 20.6%

57.982 100.0% 16.656 100.0%

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Analysis Of Revenue By Business Segments (Cont’d)

31.03.2018Q3 FY 2018

30.06.2018Q4 FY 2018

30.09.2018Q1 FY 2019

RM million % RM million % RM million %


Sales 0.180 2.3% 3.623 30.1% 6.472 43.6%

Rental 3.093 38.9% 2.915 24.3% 3.133 21.1%

Electronic Data Capture Terminals 3.273 41.2% 6.538 54.4% 9.605 64.7%

Electronic Transaction Processing 3.791 47.8% 5.202 43.2% 4.395 29.6%

Solutions and Services 0.876 11.0% 0.286 2.4% 0.836 5.6%

7.940 100.0% 12.026 100.0% 14.836 100%

30.9.2019Q1 FY 2020

RM million %


Sales 2.726 16.4%

Rental 4.804 28.8%

Electronic Data Capture Terminals 7.530 45.2%

Electronic Transaction Processing 5.695 34.2%

Solutions and Services 3.431 20.6%

16.656 100.0%

31.12.2018Q2 FY 2019

31.03.2019Q3 FY 2019

30.06.2019Q4 FY 2019



Sales 3.827 28.2% 5.969 38.5% 5.225 33.9%

Rental 3.087 22.7% 3.264 21.0% 3.745 24.3%



Solutions and Services 0.678 5.0% 1.053 6.8% 2.080 13.5%13.588 100.0% 15.517 100.0% 15.419 100.0%

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Analysis Of Gross Profit (GP) And GP Margin By Business Segments

FY 2015 FY 2016 FY 2017 FY 2018

GPGP

Margin GPGP

Margin GPGP

Margin GPGP

Margin

RM million % RM million % RM million % RM million %


Sales 0.526 21.1% 2.465 23.6% 1.486 32.8% 1.406 31.8%

Rental 5.179 75.5% 4.837 71.9% 5.073 59.4% 6.629 59.3%

Electronic Data Capture Terminals 5.705 61.0% 7.302 42.5% 6.559 50.2% 8.035 51.5%

Electronic Transaction Processing 3.158 73.3% 5.018 74.8% 7.664 65.6% 12.929 77.3%

Solutions and Services 0.686 94.1% 1.809 97.5% 1.523 85.5% 1.976 64.8%

9.549 66.4% 14.129 54.9% 15.746 59.4% 22.940 64.9%

FY 2019

GPGP

Margin

RM million %


Sales 6.773 31.5%

Rental 7.371 55.9%




31.864 55.0%

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Q3 FY 2018 Q4 FY 2018 Q1 FY 2019

GP GP Margin GP GP Margin GP GP Margin



Sales 0.180 100% 0.888 24.5% 2.445 37.8%

Rental 1.890 61.1% 2.026 69.5% 1.985 63.3%




5.626 70.9% 7.406 61.6% 8.324 56.1%

Analysis Of Gross Profit (GP) And GP Margin By Business Segments(Cont’d)

Q2 FY 2019 Q3 FY 2019 Q4 FY 2019

GP GP Margin GP GP Margin GP GP Margin



Sales 1.007 26.3% 1.764 29.6% 1.603 30.7%

Rental 1.648 53.4% 1.632 50.0% 2.109 56.3%




7.641 56.2% 7.892 50.9% 8.417 54.6%

Q1 FY 2020

GP GP Margin

RM million %


Sales 0.750 27.5%

Rental 2.536 52.8%




9.423 56.6%

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Summary of Financial Position

(RM million)

Audited as at

30 June 2016

Audited as at

30 June 2017

Audited as at

30 June 2018

Audited as at

30 June 2019

Unaudited as at

30 Sept 2019

Current Assets 15.768 18.427 26.611 49.634 51.699

Current Liabilities 13.358 18.040 22.373 26.197 24.487

Current Ratio 1.18 times 1.02 times 1.19 times 1.89 times 2.11 times

Short Term Debt 0.453 1.209 1.224 0.315 4.636

Long Term Debt 11.553 7.378 7.146 5.927 5.862

Total Debt 12.006 8.587 8.369 6.242 10.498

Total Cash (Cash + FD) 9.862 9.787 15.260 23.665 24.933

Net Cash / (Net Debt) (2.364) 1.200 6.891 17.423 14.435

Total Equity 11.987 16.694 23.738 56.120 60.266

Total Debt / Total Equity 100.2% 51.4% 35.3% 11.1% 17.4%

Net Debt / Total Equity 19.7% n/a n/a n/a n/a

Note: The gross gearing ratio of the Company has improved substantially over the years with reduction of bank borrowings andimprovement of total equity of the Company from 30 June 2016 to 30 June 2019. In fact, the Company financial status has turned into anet cash position since 30 June 2017 and the Company has net cash of RM14.435 million as at 30 September 2019.

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Summary of Financial Liquidity

Audited Audited Audited Audited Unaudited

Y-o-Y Comparison (RM million)FY2016

(12 months)FY2017

(12 months)FY2018

(12 months)FY2019

(12 months)30 Sept 2019(3-months)

Net cash flows from/(used in) operating activities 9.868 9.231 12.922 2.360 (2.205)

Net cash flows from/(used in) investing activities (3.788) (5.751) (4.474) (10.118) (1.798)

Net cash flows from/(used in) financing activities (0.724) (4.448) (2.331) 16.875 5.376

Net increase/(decrease in) cash and cash equivalent

5.357 (0.968) 6.117 9.117 1.373

Cash and cash equivalent at beginning of the year 3.918 9.275 8.321 14.076 23.185

Effect of foreign exchange translation differences - (0.014) (0.361) (0.009) 0.035

Cash and cash equivalent at end of the year 9.275 8.321 14.076 23.185 24.593

Note: The Company operating cash flows has remained in healthy status in the past 4 financial years as the nature of the Company e-payment business is generally cash generating. The negative operating cash flow registered for 3-months period ended 30 September2019 was mainly due to increase in inventories of RM4.419 million but it was offset by increase in collection of receivables by RM2.631million.In FY2019, the net cash inflows from financing activities of RM16.875 million was mainly due to proceeds of RM20.613 millionobtained from issuance of new IPO shares. For 3-months period ended 30 September 2019, the net cash inflows from financingactivities of RM5.376 million was mainly due to drawdown of RM4.293 million short term loans.

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Breakdown of Cash Flows From Investing Activities

Audited Audited Audited Audited Unaudited

Y-o-Y Comparison (RM million)FY2016

(12 months)FY2017

(12 months)FY2018

(12 months)FY2019

(12 months)30 Sept 2019

(Period-to-Date)

Cash flows from investing activities:

Net movement of amount due to Directors - (0.130) - - -

Proceeds from disposal of property, plant and equipment

0.159 0.719 0.180 1.132 9

Proceeds from disposal of investment properties - 4.619 2.181 - -

Acquisition of an associate - - - (1.167) -

Acquisition of other investment - - - (0.503) -

Purchase of property, plant and equipment (3.947) (10.959) (6.835) (10.513) (1.807)

Net cash inflows arising from acquisition of subsidiary companies

- - - 0.934 -

Net cash flows used in investing activities (3.788) (5.751) (4.474) (10.118) (1.798)

Note: The net outflow from investing activities increased in FY2019 mainly due to a capital expenditure of RM8.1 million which wasincurred by the Company to roll out about 9,000 units new EDC terminals in Malaysia over next 24 months period. This amount formspart of the IPO proceeds which has been allocated by the Company in its listing exercise to expand its e-payment footprint further.There was net outflow from investing activities for the 12 months of FY2019 is mainly due to the capital expenditure incurred whereRM10.513 million was spent to purchase approximately 7,000 units of new EDC terminals and software.

Details of UtilisationProposed Utilisation(RM’000)

Actual Utilisation(RM’000)

%

Estimated Timeframe

for Utilisation

Capital expenditure 8,100 8,100 39.3 24 months

Enhancement of revPAY and expansion of IT Team

4,040 1,679 19.6 24 months

Repayment of bank borrowings

2,500 2,500 12.1 3 months

Business expansion 1,500 - 7.3 24 months

Working capital 1,773 183 8.6 24 months

Listing expenses 2,700 2,700 13.1 Immediate

Total 20,613 15,162 100.0

38

Utilisation of IPO Proceeds as at 30 September 2019

Note: With RM20.613 million gross proceeds was successfully raised from the Company listing exercise which wascompleted on the IPO shares listing date on 18 July 2018, the amount of unutilised IPO proceeds is RM5.451 millionas at 30 September 2019.

Shareholding Profile Analysis

39

40

Change Of Ordinary Shares Shareholding Profile

65.25%2.25%

5.00%

27.50%

Before 18 July 2018 Listing Date (Note)

Original 3 Founders

Chia Siea Chok

Directors & Employees

Public Free Float

Note: Both the 65.25% stake owned by 3 original founders, i.e. Ng Chee Siong (Group CEO cum MD), Ng Shih Chiow(Group COO cum ED) and Ng Shih Fang (Group CTO cum ED) and 2.25% stake owned by Chia Siea Chok are subject to6 months moratorium from the listing date of 17 July 2018. The actively traded free float in the open market is 32.5%out from the total enlarged share capital of 222,848,000 ordinary shares.

65.25%2.25%

4.24%

28.26%

As at 26 September 2018

Original 3 Founders Chia Siea Chok

Local Funds Public Individuals

41

Change Of Ordinary Shares Shareholding Profile (Cont’d)

62.03%

11.54%

26.43%

As at 28 May 2019 (Note 2)

Original 3 Founders Local Funds

Public Free Float

Note 1: The moratorium imposed on both the 65.25% stake owned by 3 original founders, i.e. Ng Chee Siong (GroupCEO cum MD), Ng Shih Chiow (Group COO cum ED) and Ng Shih Fang (Group CTO cum ED) as well as 2.25% stakeowned by Chia Siea Chok was expired on 18 January 2019.Note 2: Total number of share in circulation is 231,998,934 shares as at 19 May 2019.

64.58%

4.90%

30.52%

As at 31 January 2019 (Note 1)


Public Free Float

42

Change Of Ordinary Shares Shareholding Profile (Cont’d)

51.89%

19.69%

28.42%

As at 3 October 2019 (Note 2)


Public Free Float

Note 1: Total number of share in circulation is 231,998,934 shares as at 19 May 2019.Note 2: Total number of share in circulation is 232,978,650 shares as at 3 October 2019.

62.03%

11.54%

26.43%

As at 28 May 2019 (Note 1)


Public Free Float

43

Change Of Revenue Warrant Holding Profile

65.25%34.75%

As at 15 January 2019 Allotment Date

Original 3 Founders

Public Free Float

45.79%

3.70%

50.51%

As at 3 October 2019


Public Free Float

Remarks :The Warrants may be exercised any time during the tenure of the Warrants of 5 years including and commencing from the issue date of the Warrants andending at 5.00 p,m, on the expiry date (provided that if such a day is not a market day, then it shall be the market day immediately preceding the saidnon-market day). Each Warrant carries the entitlement to subscribe for 1 new REVENUE Share at the exercise price of RM1.25 at any time during theexercise period (as indicated above) ("Exercise Period"), subject to the adjustments in accordance with the provisions of the deed poll dated 27 December2018, constituting the Warrants. Any Warrants not exercised during the Exercise Period will thereafter lapse and cease to be valid for any purpose.

Thank you

For more information, please refer to: http://www.revenue.com.my

For Investor Relations, please contact:

Mr Tan Yap Seng, Investor Relations Consultant, Elmo Management Services

Tel: +6016 336 4500

Email: [email protected]

http://www.techbond.com.my/

mailto:[email protected]

Appendices

45

Revenue Core Businesses

46

Brief Introduction of Our Core Business

47

48

REVENUE Group 3 Core Business Segments

Segments

(i) EDC Terminals

REVENUE is principally engaged in three (3) core business segments:

Distribution, deployment and maintenance of EDC terminals.

(a) Monthly rental income from renting our EDC terminalsto our customers;

(b) Monthly maintenance income from the maintenance ofEDC terminals; and

(c) Income from the sale of EDC terminals and spareparts.

(ii) Electronic TransactionProcessing

Principal Activities Revenue derived from:

Provision of electronic transactionprocessing services for creditcards, debit cards and electronicmoney payment scheme, wherethe Group acts as Acquirer, MasterMerchant (“MM”) or Third-PartyPayment Processor (“TPP ”).

(a) Net Merchant Discount Rate (“MDR”) earned from theprocessing of electronic transactions via the EDCterminal channel (card-present);

(b) Pre-determined commission earned from theprocessing of electronic transactions via e-commerce/mobile channel (card-not-present);

(c) A share of Net MDR earned as a TPP; and(d) A share of Net MDR earned as a MM.

(iii) Solutions & Services

Provision of solutions andservices in relation topayment gateway, paymentnetwork security and paymentinfrastructure.

(a) Sales, development and licensing of software, paymentnetwork security solutions, as well as its relatedhardware including its maintenance services.

49revPAY - Single Platform, Multiple Channel and Multiple Roles Solutions…

Our Proprietary Platform – revPAY

▪Overview

▪Revenue Group Berhad (REVENUE) is a cashless payment solutions provider in Malaysia offering a singleplatform that provides multi-channel payment solutions to different customers.

50

REVENUE Group 3 Core Business Segments And Corporate Milestones

Electronic Transaction Processing

EDC Terminals

Solutions and Services

▪Business Model

▪ Our Corporate Achievements & Milestones

2005 2007 2009 2011 2012

• EDC terminal vendor and MM for Visa and MasterCard of AmBank

• Acquirer for MyDebit of PayNet

• MyDebit’spartner of Affin Bank

• EDC terminal vendor and MM for Visa and MasterCard of OCBC

• Acquirer of UnionPay

• Acquirer for FPX and Direct Debit of PayNet

2013

• EDC terminal vendor and MM for Visa and MasterCard of First Data

• Acquirer by Company A to process outbound payments via internet banking

2014 2015 2016 2017

• EDC terminal vendor and MM for Visa MasterCard of UOB

• Acquirer of Diners Club

• EDC terminal vendor of Global Payments

• Acquirer for JCB Japan and NETS Singapore

• Acquirer of Company A for acceptance of QR payment

• EDC terminal vendor of AEON Credit Service (M) Berhad

2018

• Enroutefor IPO on the ACE Market of Bursa Securities

Profile of Revenue – Warrant A

51

52

Bonus Issue of Free Warrants

Save as disclosed below, there were no other material events subsequent to the end ofthe current financial quarter that have not been reflected in this interim financial report.

Bonus issue of warrants

On 11 October 2018, the Company proposed to undertake a bonus issue of 111,424,000warrants on the basis of one warrant (“Warrant”) for every two existing REVENUE shares(“REVENUE Share”) held by the shareholders.

On 30 October 2018, Bursa Securities had, vide its letter dated 30 October 2018,resolved to approve the proposed bonus issue of warrants.

On 17 December 2018, the Board had resolved to fix the exercise price for the warrantsto be issued pursuant to the proposed bonus issue of warrants at RM1.25 per Warrant(“Exercise Price”), representing a discount of approximately 8.23% to the 5-day volumeweighted average market price of REVENUE Share up to and including 14 December2018 of approximately RM1.3621 per REVENUE Share.

Bonus issue of warrants was completed on 22 January 2019 upon the listing of andquotation for 111,424,000 warrants on the ACE Market of Bursa Securities.

53

Profile of Revenue - Warrant A (Revenue-WA)

Instrument Category Securities of PLC

Instrument Type Warrants

Description Warrants 2019/2024 issued pursuant to the Bonus Issue of Warrants ("Warrant")

Listing Date 22 Jan 2019

Issue Date 15 Jan 2019

Issue/ Ask Price Not Applicable

Issue Size Indicator Unit

Issue Size in Unit 111,424,000

Maturity Mandatory

Maturity Date 14 Jan 2024

Exercise/Conversion Period 5.00 Year(s)

Revised Exercise/Conversion Period Not Applicable

Exercise/Strike/Conversion Price Malaysian Ringgit (MYR) 1.2500

Revised Exercise/Strike/Conversion Price

Not Applicable

Exercise/Conversion Ratio 1:1

Revised Exercise/Conversion Ratio Not Applicable

Mode of satisfaction of Exercise/ Conversion price

Cash

Settlement Type/ Convertible into Physical (Shares)

Remarks :The Warrants may be exercised any time during the tenure of the Warrants of 5 years including and commencing from the issue date of the Warrants andending at 5.00 p,m, on the expiry date (provided that if such a day is not a market day, then it shall be the market day immediately preceding the said non-market day). Each Warrant carries the entitlement to subscribe for 1 new REVENUE Share at the exercise price of RM1.25 at any time during the exerciseperiod (as indicated above) ("Exercise Period"), subject to the adjustments in accordance with the provisions of the deed poll dated 27 December 2018,constituting the Warrants. Any Warrants not exercised during the Exercise Period will thereafter lapse and cease to be valid for any purpose.

54

Revenue Group BerhadIPO Price: RM0.37

Market Capitalisation: RM82,453,760(Enlarged Share Capital : 222,848,000)

Balloting

11,142,400(5.0%)

Eligible Directors and Employees

11,142,400(5.0%)

Private Placements

33,427,200(15.0%)

Offer for Sale

16,713,600(7.5%)

IPO Offering Structure

Note: With RM20.613 million gross proceeds was successfully raised from the Company listing exercise, the cash inflowsfrom financing activities has increased substantially in the first 9 month FY2019 arising from IPO proceeds obtained fromissuance of new shares which was completed on the IPO shares listing date on 18 July 2018.

55

Change of Share Capital Since Listing

Period New Shares Issuance Exercises Cumulative Number of Ordinary Shares

18 July 2018 Public issue of 55,712,000 new IPO shares at RM0.37 per share upon listing

222,848,000

17 April 2019 Issue of 5,867,560 new ordinary shares at RM1.193 per share pertaining to acquisition of 25% in Revenue Safe Nets Sdn Bhd

228,715,560

10 May 2019 Issue of 3,283,374 new ordinary shares at RM1.251 per share for partial acquisition of 51% in Buymall Services Sdn Bhd and 70% in Anypay Sdn Bhd (Phase 1)

231,998,934

25 July 2019 Issue of 500 new ordinary shares pursuant to exercise of warrants at RM1.25 per share

231,999,434

11 September 2019

Issue of 979,216 new ordinary shares at RM1.251 per share for partial acquisition of 70% in Anypay Sdn Bhd (Phase 2)

232,978,650

9 October 2019 Issue of 662,470 new ordinary shares at RM1.251 per share for partial acquisition of 51% in Buymall Services Sdn Bhd (Phase 2)

233,641,120

2 December 2019 Issue of cumulatively 5,100 new ordinary shares pursuant to exercise of warrants at RM1.25 per share

233,646,220

Total 233,646,220

Revenue Group Berhad 1Q FY2020 Quarterly Results ... 1Q...core business, thus providing value added...

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