Singapore Exchange Ltd. · SGX:S68

Singapore Exchange — oCap Management — Merger or Acquisition (November 2018)

16 slides from Singapore Exchange's merger presentation, Nov 22, 2018

  1. Slide 1: Media Briefing – Reverse Takeover of CPH Ltd.

    Media Briefing – Reverse Takeover of CPH Ltd. 22 November 2018

  2. Slide 2: Disclaimer

    Disclaimer The material in this presentation has been prepared by CPH Ltd. (“CPH”) and oCap Management Pte. Ltd. (“oCap”), which contains general background information about CPH and oCap’s activities current as at the date of this presentation, to the best of their knowledge. This information is gi

  3. Slide 3: Transaction Details

    TRANSACTION DETAILS

  4. Slide 4: Key Transaction Terms

    KEY TRANSACTION TERMS Item Overview Acquiror CPH Ltd. Vendor Delphinium Capital PLC Target oCap Management Pte. Ltd. Purchase consideration of S$61,815,400[1] to be satisfied through the issuance of 5,151,283,333 new Proposed acquisition ordinary shares at S$0.012 each (subject to the proposed share

  5. Slide 5: Transaction Rationale

    TRANSACTION RATIONALE Diversify from its loss-making printed circuit board business, which faced increasing operational and financial challenges in the past few financial years Penetrate the fast-growing FinTech industry with an operating business that has a profitable track record and high growth p

  6. Slide 6: Indicative Timeline

    INDICATIVE TIMELINE* Announcement and Dispatch of circular EGM Completion signing of SPA 22 Nov 1Q19 2Q19 *Shareholders and potential investors should note that the timeline provided above is indicative only and are subject to, inter alia, changes at the Company’s or Vendor’s absolute discretion as

  7. Slide 7: About oCap

    ABOUT OCAP

  8. Slide 8: oCap at a Glance

    OCAP AT A GLANCE • Technology-enabled, specialist risk manager and alternative financing solution provider • Profitable track record and high growth potential • Leverages blockchain and machine learning technology to fully digitise trade finance, factoring and lending processes Headquartered in Oper

  9. Slide 9: Leadership Team

    LEADERSHIP TEAM Carlos Haeuser Jan Semrau Ian Tham Chief Executive Officer Chief Risk and Compliance Officer Non-Executive & Independent Director Carlos has strong management expertise and a proven Jan has an impressive track record delivering as General Ian has over 35 years of successful instituti

  10. Slide 10: Market Opportunity

    MARKET OPPORTUNITY • Traditional lending systems often do not meet the working capital demands of SMEs, representing a large underserved market • oCap collaborates with payment facilitators, online trading platforms and innovative niche service providers to create tailor-made digital financing solut

  11. Slide 11: Payment Receivables Financing

    PAYMENT RECEIVABLES FINANCING MERCHANT DISCOUNT RATE Retailer does not pay interest but increased MDR to the acquirer or payment facilitator CONSUMER RETAILER Settlement T+3 to T+30 Settlement T+2 to T+30 Payment facilitators and/or acquirer borrows funds to pre-finance retailer Settlement T+1 Settl

  12. Slide 12: Merchant Cash Advance

    MERCHANT CASH ADVANCE Settles funds T+1 Settle funds minus Settle funds minus to the acquirer agreed repayment and agreed repayment and interests interests CARD SCHEMES PAYMENT SERVICE MERCHANT ACQUIRER PROVIDER settle repayment & interest oCap payments oCap provides merchant with the liquidity agai

  13. Slide 13: Trade Finance

    TRADE FINANCE Pays commodities on cargo day Settles trade on delivery + x days COMMODITY COMMODITY COMMODITY SELLER TRADER BUYER oCap oCap provides commodity trader with liquidity to settle supplier based on concluded trade deal 13

  14. Slide 14: SME Working Capital

    SME WORKING CAPITAL Settles invoice t+0 Settles funds t+1 to to t+90 to the t+90 to the supplier retailer CUSTOMER SME SUPPLIER oCap oCap provides SMEs liquidity to settle their suppliers in their value chain and provides invoice factoring on trade receivables 14

  15. Slide 15: Q&A

    ca Oi Q&A

  16. Slide 16: Thank You

    THANK YOU oCap Management Pte. Ltd: CPH Ltd.: Tulchan Communications LLP Tok Chong Yap / Frederica Bendit Lee Teong Sang Tel: +65 6222 3765 Tel: +65 9633 9035 Email: OCAP@tulchangroup.com Email: teongsang@cyrus.com.sg

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