REVENUE GROUP BERHAD ("REVENUE" OR THE "COMPANY")

PROPOSED PRIVATE PLACEMENT

We refer to the Company’s announcement dated 7 June 2023, in respect of the aforesaid matter.

In this connection, kindly furnish Bursa Securities with the following additional information for public release:-

1) Section 3

a) To further provide estimated breakdown of proceeds to be used under working capital in numbers and/or percentages (based on Minimum and Maximum Scenario) as follows:

b) To tabulate the total number of Group staff as well as the total amount of Group staff salaries, operating expenses and administrative expenses incurred for the past financial years based on audited consolidated financial statements for financial year ended (“FYE”) 30 June 2020 until 9-month FPE ended 31 March 2023 for comparison.

To also explain how the Company has been funding the payment of staff’s salaries, operating expenses and administrative expenses for the past financial years.

c) As the placement proceeds will be utilised as payment to suppliers, please confirm whether Revenue has undertaken due diligence or verification on the intended suppliers to ensure these suppliers are not connected / involved in any of the purported irregular transactions.

d) To provide a breakdown of the principal sum and interest and ageing of the outstanding trade payables/ payment to suppliers for the following periods as at the end of each financial year:

i) a period of 1 year or less;

ii) a period of more than 1 to 3 years;

iii) a period of more than 3 to 5 years; and

iv) a period of more than 5 years.

To also state the total amount of trade payables which has exceeded the credit term (if any).

2) Section 4

It is noted that the Proposed Private Placement would raise approximately RM13.33 million based on Maximum Scenario. It is also noted that the Company has cash and cash equivalents of RM44.45 million based on unaudited consolidated quarterly results for financial period ended 31 March 2023.

Given that the cash and cash equivalents is more than the anticipated amount of funds to be raised from the Proposed Private Placement, please justify further on the urgency for the Company to undertake the Proposed Private Placement as the Company could have consider using its coffers/ reserves first to fund the working capital.

3) Section 5.4

To include segmental Revenue and PAT/(LAT) contribution for the following for the past financial years for FYE 30 June 2020 until 9-month FPE ended 31 March 2023 and also state the contributions in percentage:

a) Electronic data capture (EDC) terminals;

b) Electronic transaction processing (ETP); and

c) Solutions and services.

4) Section 1 of Appendix II

a) To provide reasons for the lower average value per transaction processed and lower average selling price and lower rental rate per EDC terminal recorded in 9-month FPE ended 31 March 2023.

b) To also include commentaries on the Group’s net operating cash flow from FYE 30 June 2020 until 9-month FPE ended 31 March 2023.

c) To specify ‘other income’ and elaborate on the increase in ‘other income’ for the 9-month FPE 31 March 2023.

d) To elaborate on the higher impairment losses of trade receivables for FPE 31 March 2023.

e) It is noted that despite having higher Administration expenses and higher headcount, revenue for the 9-month FPE 31 March 2023 fell by RM33.3 million or 48.2%. Please elaborate.

5) Section 3 of Appendix II

To further elaborate on how the Proposed Placement would adequately address the financial concerns of the Group at this juncture and going forward.

6) Other

Reference is made to the Company’s announcement on 21 February 2023 - “Update on Suspension of Directors” on the response to Bursa Securities’ query, which is reproduced as follows:

The Company intends to get the existing internal auditors or other auditors to conduct an agreed upon procedures to check all payments above certain amount to ensure that there are no further breaches.

Please provide the latest development or status of the agreed upon procedure to check on the payments, as announced earlier. 

Please furnish Bursa Securities with your reply within one (1) market day from the date hereof.

Yours faithfully,

Listing

Regulation
 

Cc : Market Surveillance Dept. , Securities Commission