• Total consideration of US$46.1 million to be satisfied via issuance of new shares
• Transaction provides the Group full control over InterBIO to fully capture its future potential as well as alignment of interests of the Seller Shareholders with that of the Group
• To enable medium- and large- scale digital transformation projects across public and private sectors leveraging digital identity
TOTM Technologies Limited is pleased to announce today that the Company has signed a sale and purchase agreement (“SPA”) with International Biometrics Pte Ltd (“InterBIO”) for a proposed acquisition by the Company of the remaining 49.0% shareholding in the total ordinary share capital in InterBIO for an aggregate purchase consideration of US$46.1 million (equivalent to S$65,865,800).
The proposed acquisition will be satisfied via the allotment and issue of up to 470,470,000 new ordinary shares in the capital of the Company at the fixed issue price of S$0.14 per such Share. The proposed acquisition remains subject to the satisfaction of various conditions, including obtaining the approval of the shareholders of the Company for, inter alia, the proposed acquisition and the proposed diversification at an extraordinary general meeting to be held (“EGM”).
InterBIO is a private limited company established in 2017 in Singapore and is an investment holding company holding 99.0% of PT International Biometrics Indonesia (“PT IBI”) PT IBI is a leading identity management biometric software solutions company with strong execution experience and robust technology platforms. PT IBI’s platforms are based on core technologies licensed from strategic technology partners, including Tech5 SA (“Tech5”) like face, finger and iris biometrics listed in the top tier in NIST benchmarks. PT IBI currently serves mainly ministries and government agencies.
With the proposed acquisition, InterBIO will become a 100%-owned subsidiary of TOTM Technologies. Full control over the InterBIO would allow for the business objectives of the InterBIO to be completely aligned with that of the Group’s long-term strategic goals which would enhance the efficiency and effectiveness of the Group as a whole. The ability to make decisions more efficiently would allow the Group to react quicker to available market opportunities in the fast-developing biometrics space. In addition, The proposed acquisition shall allow the Group to take in the remaining 49.0% equity stake in InterBIO at a reasonable and current valuation and enjoy future profit contributions as well as value appreciation in InterBIO. Finally, the proposed acquisition shall effectively resolve the IPT situation and at the same time align the interests of the existing 49.0% shareholders of InterBIO with that of the Group, particularly in this case of an all-shares-deal nature of the proposed acquisition.
The Ministry of National Development Planning of Indonesia has identified digital transformation as a key pillar that the government must focus on in 2021 to ensure effective public service and governance. Identity management solutions tapping on the National ID database will be able to increase efficiency and productivity and reform public service delivery so that government e-services can be assessed by citizens safely, anytime and anywhere. This augurs well for the Group as InterBIO has a proven track record in the deployment and maintenance of the biometric National ID system in Indonesia, which currently has over 200 million of enrolled citizens.
With the recent tie ups with Presight.AI Ltd, a G42 company, the leading UAE-based Big Data Analytics and AI company and Incode, a Fintech Power 50 company and industry leader in privacy-centric identity verification for global enterprises, the Group is strongly positioned to enable medium- and large-scale digital transformation projects across public and private sectors leveraging digital identity in the digital era.