revenue group berhad 3q fy2020 quarterly results ... 3q...2 disclaimer information contained in our...

Revenue Group Berhad

3Q FY2020

Quarterly Results Presentation

Recognised by international and world renowned payment schemes

2

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 & Prospects

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Revenue Group Berhad’s Group Structure

Revenue Group Berhad’s Group Structure as at 31 March 2020

5

Updates on Proposed Special Issue in Revenue Group Berhad

Source: Company Announcement

Proposed special issue of up to 45,019,500 new ordinary shares in REVENUE, representing approximately11.6% of the Company’s existing issued share capital to third party investors to be identified.

Date Announcement

25 February 2020 Proposed special issue of up to 45,019,500 new ordinary shares in REVENUE to independent third party investors to be identified.

10 March 2020 Bursa had approved the listing of and quotation pursuant to the Proposed Special Issue.

27 March 2020 Proposed special issue has been set out as ordinary resolution in the EGM to be held on 22 May 2020.

22 May 2020 Outcome of EGM - Ordinary resolution as set out in the EGM was duly passed by the shareholders.

28 May 2020 REVENUE has fixed the issue price of the Special Issue shares at RM1.21.

17 June 2020 Special issue of 423,400 new ordinary shares at RM1.21 per share.

6

Covid-19 Outbreak Steepens Adoption Curve of e-Wallets

in Malaysia

28 April 2020 - The use of contactless payments and adoption of e-wallets are on the rise during thecoronavirus outbreak and movement control order in Malaysia, with some players seeing subscribernumbers double in the last month.

E-wallets are no longer just a convenience, but a crucial part of the "new normal" and may even helpflatten the curve, besides helping small and medium-sized enterprises do business during a movementcontrol order (MCO) in place since March 18, say service providers.

"By going cashless, people can avoid handling physical cash completely and minimise human contact,"said Ignatius Ong, chief executive officer of TNG Digital, which offers the Touch 'n Go eWallet service.

Source: The Star

Source: The Star

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Visa: Over 70% of Malaysians Supportive of Cashless Payment

12 May 2020 - More than seven in 10 Malaysians are supportive of the country becoming a cashlesssociety and 62% believe it can be achieved within the next five years, according to a study by Visa Inc.

Visa said the top reasons for the potential increase in digital payment usage are convenience and wideracceptance of digital payments in the country.

Contactless card payments are also gaining momentum in the country, Visa country manager forMalaysia Ng Kong Boon said in the statement. He said Malaysia is one of the fastest-growing countries inAsia-Pacific in terms of contactless penetration.

Source: The Edge Markets

Source: The Edge Markets

8

Malaysia Short-Term Economic Recovery Plan

(RM 50 e-Wallet Credit To Encourage Contactless Payment)

Encourage contact-free payment through the provision of:

▸ RM 50 worth of e-wallet credits▸ Additional RM50 in value through vouchers, cashback and discounts by e-wallets▸ Only for offline/physical purchases

This is applicable to all Malaysians aged 18 and above; and earning less than RM100,000 annually

Source: Booklet - Short-Term Economic Recovery Plan by Penjana, Ministry of Finance


9


(Micros and SMEs E-Commerce Campaign)

Eligible Micro enterprises and SMEs will be onboarded to shift towards business digitalisationthrough a co-funded programme with MDEC and e-commerce platforms. Participating e-commerceplatforms will provide the following to eligible MSMEs:

▸ On-boarding training▸ Seller subsidy▸ Sales support



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(Digital Adoption for SMEs and MTCs)

The Government will continue to provide grants and loans to eligible enterprises for adoption orsubscription of digitalisation services under the following programmes:

▸ SME Digitalisation Matching Grant totalling RM100 million, in partnership with

telecommunication companies▸ SME Technology Transformation Fund totalling RM500 million loan (application opens fromJuly 2020)▸ Smart Automation Grant totalling RM100 million, capped at up to RM1 million per company



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Revenue Group Berhad - 2020 Prospects and Outlook

The recent outbreak of the Covid-19 virus in early January 2020 had disrupted the globaloperating environments and restricting global travelling and the outbreak had softeneconomic growth both in Malaysia and regionally.

The Malaysian Government had imposed the Movement Control Order (“MCO”) commencingon 18 March 2020 and has since further extended to 9 June 2020. The measures undertakenby the Government, such as international and domestic travel restrictions, control of non-essential services, reduced operating hours and work force, are necessary to curb the spreadof the Covid-19, however, such measures have affected both the external and domesticdemand, which has curtailed economic activities and resulted in marginal economic growth.

This had prompted the Bank Negara Malaysia (“BNM”) to revise the growth rate of GrossDomestic Product to be between negative 2% to 0.5% in 2020 due to weak globaldemand, disruption in the supply chains and global Covid-19 containmentmeasures.

Source: Quarterly report on consolidated results for 9-month financial period ended 31 March 2020

Prospects and Outlook

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Revenue Group Berhad - 2020 Prospects and Outlook (Cont’d)

Whilst the Government has gradually easing the restriction and businesses are allowed tooperate under strict Standard Operating Procedures (“SOP”), the recovery of our economy,as well as the return to our normal social behaviour will require more time andefforts from all stakeholders.

Whilst our Group has laid down and embarked on a series of future plans, with the currentuncertainty in the global and local economy due to the Covid-19 virus outbreak, theperformance of the Group for the last financial quarter ending 30 June 2020 willremain challenging. However, the Board is cautious on the potential impact of theCovid-19 virus outbreak and will continue to manage the business of our Groupwith vigilance during this period of uncertainty.

Prospects and Outlook

Source: Quarterly report on consolidated results for 9-month financial period ended 31 March 2020

Financial Highlights & Segmental Breakdown

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14

Reported Yearly Financial Performance

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

(RM million)FY2016

(12 months)FY2017

(12 months)FY2018

(12 months)FY2019

(12 months)9M FY2020(9 months)

Revenue 25.726 26.526 35.363 57.982 54.903

Gross Profit 14.129 15.746 22.940 31.864 28.488

Gross Profit Margin 54.9% 59.4% 64.9% 55.0% 51.9%

(+) Add : Other Income 0.468 3.435 0.406 0.525 0.376

(-) Minus : Administrative Expenses (8.129) (10.078) (13.317) (20.505) (18.853)

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

- - (0.296) (0.131) -

(-) Minus : Finance Costs (0.547) (0.532) (0.400) (0.338) (0.282)

Profit Before Tax 5.921 8.571 9.334 11.414 9.729

Profit Before Tax Margin 23.0% 32.3% 26.4% 19.7% 17.7%

Profit After Tax 4.513 6.932 7.024 9.092 7.722

Profit After Tax Margin 17.5% 26.1% 19.9% 15.7% 14.1%

Net Profit Attributable to Owners of the Company

4.513 6.976 6.775 8.569 7.056

Basic EPS (sen)(1) 2.70 4.17 4.05 3.86 2.43

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Reported Yearly Financial Performance (Cont’d)

Note:

(1) All of the basic EPS were calculated based on net profit attributable to owners of the Company divided by the weightedaverage number of ordinary shares of the Company during the financial period (9 or 12-month ended) as follows:

Financial Period(12-month ended)

Weighted average number of ordinary shares

FY2016 167,136,000

FY2017 167,136,000

FY2018 167,136,000

FY2019 221,958,777

9M FY2020 289,796,107

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Adjusted Pro Forma Yearly Financial Performance

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

(RM million)FY2016

(12 months)FY2017

(12 months)FY2018

(12 months)FY2019

(12 months)9M FY2020(9 months)

Revenue 25.726 26.526 35.363 57.982 54.903

Gross Profit 14.129 15.746 22.940 31.864 28.488

Gross Profit Margin 54.9% 59.4% 64.9% 55.0% 51.9%

Profit Before Tax 5.921 8.571 9.334 11.414 9.729

Profit Before Tax Margin 23.0% 32.3% 26.4% 19.7% 17.7%

(+) Add : One-off Expenses (1) - - 0.497 1.102 0.150

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

Pro forma Adjusted Profit Profit Before Tax 5.921 6.610 9.831 12.516 9.879

Pro forma Adjusted Profit Before Tax Margin 23.0% 24.9% 27.8% 21.6% 18.0%

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

Pro forma Adjusted Profit After Tax (3) 4.513 5.219 7.521 10.194 7.872

Pro forma Adjusted Profit After Tax Margin 17.5% 19.7% 21.3% 17.6% 14.3%

Pro forma Adjusted Net Profit Attributable to Owners of the Company

4.513 5.261 7.272 9.671 7.206

Basic EPS (sen) (4) 2.70 3.15 4.35 4.36 2.49

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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 tothe acquisition of subsidiary companies.

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

(3) The pro forma adjusted Profit After Tax of RM7.521 million, RM10.194 million and RM7.872 in FY2018, FY2019 and 3QFY2020 have not taken into account the tax effect for the one-off expenses of RM0.497 million, RM1.102 million andRM0.150 million respectively.

(4) All of the basic EPS were calculated based on net profit attributable to owners of the Company divided by the weightedaverage number of ordinary shares of the Company during the financial period (9 or 12-month ended) as follows:



FY2016 167,136,000

FY2017 167,136,000

FY2018 167,136,000

FY2019 221,958,777

9M FY2020 289,796,107

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Reported Quarterly Financial Performance

Financial Year (s) ended 30 June

Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited

(RM million)Q2 - FY2019(3 months)

Q3 - FY2019(3 months)





Revenue 13.588 15.517 15.419 16.656 22.731 15.514

Gross Profit 7.641 7.892 8.417 9.423 10.874 8.192

Gross Profit Margin 56.2% 50.9% 54.6% 56.6% 47.8% 52.8%

(+) Add : Other Income 0.051 0.058 0.090 0.122 0.119 0.135

(-) Minus : Administrative Expenses (4.262) (4.549) (7.057) (5.625) (6.146) (7.082)

(-) Minus : Finance Costs (0.098) (0.068) (0.069) (0.031) (0.058) (0.193)

Profit Before Tax 3.332 3.333 1.381 3.889 4.789 1.052

Profit Before Tax Margin 24.5% 21.5% 9.0% 23.3% 21.1% 6.8%

Profit After Tax 2.528 2.654 1.791 3.157 3.818 0.749

Profit After Tax Margin 18.6% 17.1% 11.6% 19.0% 16.8% 4.8%

Net Profit Attributable to Owners of the Company 2.385 2.538 1.848 2.965 3.444 0.649

Basic EPS (sen)(1) 1.07 1.14 0.81 1.28 1.38 0.17

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Reported Quarterly Financial Performance (Cont’d)

Note:

(1) All of the basic EPS were calculated based on net profit attributable to owners of the Company divided by the weightedaverage number of ordinary shares of the Company during the financial period (3-month ended) as follows:



Q2 - FY2019 222,848,000

Q3 - FY2019 222,848,000

Q4 - FY2019 229,560,115

Q1 - FY2020 232,212,182

Q2 - FY2020 248,840,234

Q3 - FY2020 389,418,762

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Adjusted Pro Forma Quarterly Performance

Financial Year (s) ended 30 June

Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited

(RM million)Q2 - FY2019(3 months)






Revenue 13.588 15.517 15.419 16.656 22.731 15.514

Gross Profit 7.641 7.892 8.417 9.423 10.874 8.192

Gross Profit Margin 56.2% 50.9% 54.6% 56.6% 47.8% 52.8%

Profit Before Tax 3.332 3.333 1.381 3.889 4.789 1.052

Profit Before Tax Margin 24.5% 21.5% 9.0% 23.3% 21.1% 6.8%

(+) Add : One-Off Expenses - 0.100 0.362 - 0.150 -

Pro forma Adjusted Profit Before Tax 3.332 3.4331.743

3.889 4.939 1.052

Pro forma Adjusted Profit Before Tax Margin 24.5% 22.1%11.3%

23.3% 21.7% 6.8%

Pro forma Adjusted Profit After Tax (2) 2.528 2.7542.153

3.157 3.968 0.749

Pro forma Adjusted Profit After Tax Margin 18.6% 17.7%14.0%

19.0% 17.5% 4.8%

Pro forma Adjusted Net Profit Attributable to Owners of the Company 2.385 2.638

2.210 2.965 3.5940.649

Basic EPS (sen) (1) 1.07 1.18 0.96 1.28 1.44 0.17

Notes:

(1) All of the basic EPS were calculated based on net profit attributable to owners of the Company divided by the weighted averagenumber of ordinary shares of the Company during the financial period (3-month ended) as follows:

(2) The pro forma adjusted Profit After Tax of RM2.754 million, RM2.153 million and RM3.968 million in Q3 FY2019, Q4 FY2019 andQ2 FY2020 have not taken into account the tax effect for the one-off expenses of RM0.640 million, RM0.100 million, RM0.362million and RM0.150 million respectively. One-off expenses include the costs pertaining to the listing of the Group, bonus issueof warrants and ordinary shares, and costs associated to the acquisition of subsidiary companies.

21

Adjusted Pro Forma Quarterly Performance (Cont’d)



Q2 - FY2019 222,848,000

Q3 - FY2019 222,848,000

Q4 - FY2019 229,560,115

Q1 - FY2020 232,212,182

Q2 - FY2020 248,840,234

Q3 - FY2020 389,418,762

22

Unaudited Condensed Consolidated Statements of Change in Equity

Unaudited Condensed Consolidated Statements of Change in Equity for the Third (3rd ) Quarter ended 31 March 2019 (1)

23

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 31 March 2020.

Unaudited Condensed Consolidated Statements of Change in Equity for the Third (3rd ) Quarter ended 31 March 2020 (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 9M FY 2020(9-month)

RM million % RM million %

Transactional value processed by Revenue Group 1,282.2 1,125.9


Sales 21.493 36.2% 15.545 28.3%

Rental 13.195 23.6% 15.578 28.4%

Electronic Data Capture Terminals 34.688 59.8% 31.123 56.7%

Electronic Transaction Processing 19.745 34.1% 13.963 25.4%

Solutions and Services 3.549 6.1% 9.817 17.9%

57.982 100.0% 54.903 100.0%

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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%

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%




13.588 100.0% 15.517 100.0% 15.419 100.0%

30.9.2019Q1 FY 2020

31.12.2019Q2 FY 2020

31.03.2020Q3 FY 2020



Sales 2.726 16.4% 8.493 37.4% 4.326 27.9%

Rental 4.804 28.8% 5.119 22.5% 5.655 36.4%




16.656 100.0% 22.731 100.0% 15.514 100%

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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 9M FY 2020(9-month)

GPGP

Margin GPGP

Margin

RM million % RM million %


Sales 6.773 31.5% 3.795 24.4%

Rental 7.371 55.9% 9.309 59.8%

Electronic Data Capture Terminals 14.144 40.8% 13.104 42.1%

Electronic Transaction Processing 15.008 76.0% 9.430 67.5%

Solutions and Services 2.712 76.4% 5.954 60.6%

31.864 55.0% 28.488 51.9%

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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




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 Q2 FY 2020 Q3 FY 2020




Sales 0.750 27.5% 2.007 23.6% 1.038 24.0%

Rental 2.536 52.8% 3.024 59.1% 3.749 66.3%




9.423 56.6% 10.874 47.8% 8.192 52.8%

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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

31 March 2020

Current Assets 15.768 18.427 26.611 49.634 58.038

Current Liabilities 13.358 18.040 22.373 26.197 27.772

Current Ratio 1.18 times 1.02 times 1.19 times 1.89 times 2.09 times

Short Term Debt 0.453 1.209 1.224 0.315 0.310

Long Term Debt 11.553 7.378 7.146 5.927 5.796

Total Debt 12.006 8.587 8.369 6.242 6.106

Total Cash (Cash + FD) 9.862 9.787 15.260 23.665 21.467

Net Cash / (Net Debt) (2.364) 1.200 6.891 17.423 15.361

Total Equity 11.987 16.694 23.738 56.120 65.922

Total Debt / Total Equity 100.2% 51.4% 35.3% 11.1% 9.3%

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 31 March 2020. In fact, the Company financial status has turned intoa net cash position since 30 June 2017 and the Company has net cash of RM15.361 million as at 31 March 2020.

Details of Utilisation

Proposed Utilisation(RM’000)

Actual Utilisation(RM’000)

Balance Utilisation

%

Estimated Timeframe

for Utilisation

Capital expenditure

8,100 8,100 0 39.3 24 months

Enhancement of revPAY and expansion of IT Team

4,040 3,600 440 19.6 24 months

Repayment of bank borrowings

2,500 2,500 0 12.1 3 months

Business expansion

1,500 - 1,500 7.3 24 months

Working capital 1,773 1,773 0 8.6 24 months

Listing expenses 2,700 2,700 0 13.1 Immediately

Total 20,613 18,673 1,940 100.0

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Utilisation of IPO Proceeds as at 31 March 2020

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 RM1.94 millionas at 31 March 2020.

Shareholding and Warrants Holdings Profile Analysis

30

31

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

32

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

33


Note 1: Total number of share in circulation is 232,978,650 shares as at 3 October 2019.Note 2: Total number of share in circulation is 389,418,762 shares as at 30 March 2020 after 2-for-3 Bonus Issue exercise.

51.89%

19.69%

28.42%

As at 3 October 2019 (Note 1)


Public Free Float

44.42%

21.43%

34.15%

As at 30 March 2020 (Note 2)


Public Free Float

34


Note 1: Total number of share in circulation is 389,418,762 shares as at 30 March 2020 after 2-for-3 Bonus Issue exercise.Note 2: Total number of share in circulation is 389,418,762 shares as at 30 March 2020 after 2-for-3 Bonus Issue exercise.

44.42%

21.43%

34.15%

As at 30 March 2020 (Note 1)


Public Free Float

44.42%

18.66%

36.92%

As at 9 June 2020 (Note 2)


Public Free Float

35

Change Of Revenue Warrant Holding Profile

65.25%34.75%

As at 15 January 2019 Allotment Date

Original 3 Founders

Public Free Float

41.30%

2.59%

56.11%

As at 30 March 2020 (Note)


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.

Note : Pursuant to the 2-for-3 Bonus Issue exercise, 74,274,056 new additional Warrants 2019/2024 had been issued to thewarrant holders. The exercise price has been adjusted lower from RM1.25 to RM0.75 with effect from 24 December 2019. Totalnumber of outstanding warrants after the Bonus Issue exercise increased to 185,686,456 warrants as at 30 March 2020.

36

Change Of Revenue Warrant Holding Profile (Cont’d)

41.30%

0.22%

58.48%

As at 9 June 2020 (Note)


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.

Note : Pursuant to the 2-for-3 Bonus Issue exercise, 74,274,056 new additional Warrants 2019/2024 had been issued to thewarrant holders. The exercise price has been adjusted lower from RM1.25 to RM0.75 with effect from 24 December 2019. Totalnumber of outstanding warrants after the Bonus Issue exercise increased to 185,686,456 warrants as at 30 March 2020.

41.30%

2.59%

56.11%

As at 30 March 2020 (Note)


Public Free Float

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

38

Revenue Core Businesses

39

40

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.

41

REVENUE Group 3 Core Business Segments (Cont’d)

Segments Principal Activities Revenue derived from:

(iii) Solutions & Services

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

(b) Provision of digitalpayment solutions andservices such as mobile topup, phone bill payment,utilities bill payment, gamecredits, entertainment andticketing services.

(c) Provision of procurementservices consumer goods frome-commerce websites, as wellas the provision of crossborder logistics and last miledelivery in Malaysia.

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

(b) Commission earned on:

a. Successful digital payment on mobile top up, phone bill andutilities bill payment, game credits, entertainment andticketing services; and

b. Successful transaction on the services rendered pertainingto procurement and/or logistics services rendered toconsumers.

42

revPAY - 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.

43

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

Statement of Cash Flows

44

45

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)YTD FY2020(9 months)

Net cash flows from/(used in) operating activities 9.868 9.231 12.922 2.360 3.433

Net cash flows from/(used in) investing activities (3.788) (5.751) (4.474) (10.118) (7.333)

Net cash flows from/(used in) financing activities (0.724) (4.448) (2.331) 16.875 1.700

Net increase/(decrease in) cash and cash equivalent

5.357 (0.968) 6.117 9.117 (2.200)

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) 0.002

Cash and cash equivalent at end of the year 9.275 8.321 14.076 23.185 20.987

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.

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.

Change on Number of Ordinary Shares Since Listing

46

47

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.

48

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

From 22 October 2019 to 18 December 2019

Issue of cumulatively 11,100 new ordinary shares pursuant to exercise of warrants at RM1.25 per share

233,652,220

49

Change of Share Capital Since Listing (Cont’d)

Period New Shares Issuance Exercises Cumulative Number of Ordinary Shares

From 22 October 2019 to 18 December 2019


233,652,220

24 December 2019 Issue of 155,766,542 bonus shares arising from the Bonus Issue on the basis of 2 bonus shares for every 3 ordinary shares held in Revenue

389,418,762

17 June 2020 Issue of 423,400 new ordinary shares at RM1.21 per share pursuant to Special Issue of up to 45,019,500 new ordinary shares exercise

389,842,162

Total 389,842,162

Profile of Revenue – Warrant A

50

51

Bonus Issue of Free Warrants - Revenue WA

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.

52

Profile of Revenue - Warrant A (Revenue-WA Before Bonus Issue)

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.

53

Profile of Revenue - Warrant A (Revenue-WA After Bonus Issue)

Instrument Category Securities of PLC

Instrument Type Warrants

Description Adjustment to Warrants 2019/2024 ("REVENUE Warrants") issued pursuant to a bonus issue

Listing Date 24 Dec 2019

Issue Date 23 Dec 2019

Amount Issued under Further Issue in Unit

74,274,056

Enlarge Issue Size in Unit 185,698,056

1st Further Issue Information

Remarks :

The REVENUE Warrants may be exercised any time during the tenure of the REVENUE Warrants and ending at 5:00 p.m. on theExpiry Date (being a date 5 years from and including the date of issue of the REVENUE Warrants, provided that if such day fallson a day which is not a market day, then on the preceding market day.) Each REVENUE Warrant carries the entitlement tosubscribe for 1 new ordinary share in Revenue Group Berhad ("REVENUE") at the Exercise price which shall be satisfied fully incash and shall be subject to adjustments in accordance with the Deed Poll.

74,274,056 new additional REVENUE Warrants will be issued resulting from the Bonus Issue of Revenue announced on 22 October2019.

Subject to the provision of the Deed Poll, the Exercise Price and the number of REVENUE Warrants held by each REVENUEWarrant holder shall be adjusted by REVENUE in consultation with the adviser and certification of the external auditors, in theevent of alteration to the share capital of REVENUE.

This announcement is dated 23 December 2019.

54

Profile of Revenue - Warrant A (Revenue-WA After Bonus Issue)

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 Malaysian Ringgit (MYR) 0.7500

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)

Initial Listing Information

Remarks :The REVENUE Warrants may be exercised any time during the tenure of the REVENUE Warrants and ending at 5:00 p.m. on theExpiry Date (being a date 5 years from and including the date of issue of the REVENUE Warrants, provided that if such day fallson a day which is not a market day, then on the preceding market day.) Each REVENUE Warrant carries the entitlement tosubscribe for 1 new ordinary share in Revenue Group Berhad ("REVENUE") at the Exercise price which shall be satisfied fully incash and shall be subject to adjustments in accordance with the Deed Poll.74,274,056 new additional REVENUE Warrants will be issued resulting from the Bonus Issue of Revenue announced on 22 October2019. Subject to the provision of the Deed Poll, the Exercise Price and the number of REVENUE Warrants held by each REVENUEWarrant holder shall be adjusted by REVENUE in consultation with the adviser and certification of the external auditors, in theevent of alteration to the share capital of REVENUE.This announcement is dated 23 December 2019.

55

Change of Revenue-WA Since Listing

Period New Warrants Issuance Exercises Cumulative Number of

Outstanding Warrants

15 January 2019

Issue of 111,424,000 Revenue-WA pursuant to 1-for-2 bonus issue of free warrants exercise

111,424,000

From 25 July 2019 to 18 December 2019


111,412,400

24 December 2019

Issue of 74,274,056 additional new warrants arising from the Bonus Issue exercise on the basis of 2 new warrants for every 3 existing warrants held in Revenue-WA

The exercise price of Revenue-WA was adjusted from RM1.25 to RM0.75 and the effective date of the adjustments to the exercise price of Revenue-WA is on 24 December 2019.

185,686,456

Total 185,686,456

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