The Board of Directors of XOX Bhd (“XOX” or “the Company” or "the Group") is pleased to announce that the Company had on 29 April 2022 entered into a Memorandum of Understanding (“MOU”) with Impact Media & Communication Sdn. Bhd. (“Impact Media” or “the Vendor”) for the proposed acquisition of 100% equity interest in Perak FC Sdn. Bhd. for a total purchase consideration of RM1.00 only (“Proposed Acquisition”).

Impact Media is a private limited company incorporated in Malaysia which primarily involved in the business of advertising agency that offer a full range of advertising services that include media buying, advertising space, creative design, media planning & execution, digital & social media, printing & publishing, focusing on assisting government agencies, corporate sectors, small and medium enterprises, especially entrepreneurs to promote their products and services locally. Impact Media is the registered owner of 2,500 ordinary shares, representing 100% equity interest of Perak FC Sdn. Bhd.

Perak FC Sdn. Bhd. is a private limited company incorporated in Malaysia and the registered and/or beneficial owner of Perak’s official football club known as “Perak FC”.

Pursuant to the MOU, the Vendor and XOX (collectively as “the Parties”) shall entered into a Share Sales Agreement within 14 days from 29 April 2022 or any extension to be mutually agreed in writing by the Parties, subject to the satisfactory on the outcome of the due diligence exercise to be conducted by XOX. Failure which, the MOU shall lapse and cease to have any effect.

XOX views the Proposed Acquisition as an opportunity to expand its reach further by enlarging its ecosystem to incorporate football. Perak FC has an estimated fanbase of half a million fans, and Perak State is widely known to house the nation’s most fanatical football fans.

XOX already has an involvement in motor sports with its continued support and sponsorship with The Komanz Kru Racing (“TKKR”). The year on year revenue increase and market share acquisition is directly correlated to XOX’s venture with the TKKR racing team.

With the Proposed Acquisition, XOX hopes to emulate the subscriber growth from tapping the football fan base, as well as generate new media contents for consumption of its subscribers. The Proposed Acquisition is very much in line with XOX’s history supporting the local community.

The total purchase consideration of RM1.00 was arrived at on a willing-buyer willing-seller basis after taking into consideration, amongst others, of the following:

i) Based on the latest audited financial statements of Perak FC Sdn. Bhd. as at 30 June 2021 which recorded a loss after taxation of RM2,321,901 and net liabilities of RM3,504,688;

ii) Operational difficulties of the Perak FC club; and

iii) Outstanding liabilities of approximately RM7.1 million as of 31 December 2021.

The MOU will not have any effect on the share capital and substantial shareholders’ shareholdings of XOX. The MOU is also not expected to have any material immediate effect on the earnings per share, net assets per share and gearing of the Group for the financial year ending 30 September 2022.

None of the directors and/or major shareholders of the Company and/or persons connected with them have any interest, whether direct or indirect, in the MOU.

The Board of Director of XOX, having taken into consideration all aspects of the MOU, is of the opinion that the MOU is in the best interest of the Group.

The MOU is available for inspection at the registered office of the Company at 22-09, Menara 1MK, No. 1 Jalan Kiara, Mont Kiara, 50480 Kuala Lumpur between 8.30 a.m. and 5.30 p.m. from Monday to Friday (except public holidays) for a period of 3 months from the date of this announcement.

This announcement is dated 29 April 2022.