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HK Listing Company

Info Communication Holdings Limited
(Stock Code: 8082)

Listing Date:

2 November 2001

Offer Price:

HK$0.25 per share

Par Value:

HK$0.01 each

No. of Shares under the offer :

80,000,000 shares

No. of Shares under Placing:

80,000,000 Placing Shares

Market Capitalization:

HK$200 million

Sponsor:

Capital Asia Limited

Chairman:

Mr. Leung Tin Fu

Fund Raising

HK$20.0 million

Major Shareholder:

  • Mr. Leung Tin Fu - 63.73% interest

Company Subsidiaries:

  • Paper Communication Publications Ltd (100%): Publication of trade magazines
  • Global Challenges Ltd (100%): Exhibition organization and provision of promotion and marketing services.
  • Infochain's Branch (19.5%): Holdings of the portal www.machinenet.com.tw

COMPANY OVERVIEW

The Group is a Hong Kong based one-stop exhibition organizer, which specializes, in the industrial sector, including metals, plastics and packaging, and textile and clothing machinery, equipment, components and materials. The exhibitions organized by the Group aim at bridging potential buyers and suppliers on a face-to-face contact basis and allowing physical examination of products, establishment of business relationships and dissemination of the latest market information, technologies and trend.

As a one-stop exhibition organizer, the Group also provides value-added promotion and marketing services and publishes various trade magazines that would strengthen the effectiveness of promoting the products of the Group�s clients. Approximately 76% and 79% respectively of the Group 's income received from its promotion marketing and publication services for the two years ended 31 March 2000 and 2001

Moreover, the Group has a 19.5% equity interest in Inforchain, the branch of which operates a portal site, www.machinenet.com.tw, which can be utilized to supplement and facilitate expansion of its exhibition business from offline to online on a worldwide basis.

With a database of exhibition visitors and exhibitors in the industrial sector accumulated and regularly updated over a period of 12 years as an exhibition organizer, the Group is enabled to conduct prolific direct mailing marketing campaign o behalf of its clients. The Group 's database consists of approximately 200,000 exhibitors and visitors as at the Latest Practicable Date, roughly 100,000 of whom are located in the PRC.

MARKET POTENTIAL

Although Asia suffered from the 1997 financial crisis with most countries in the region still recuperating form its negative impact, the exhibition industry in Hong Kong experienced healthy growth in recent years. As illustrated by the graph below, the market size of the exhibition industry measured in terms of total exhibition rental area has grown from 253,896 square meters in 1996 to 437,014 square meters in 2000.

According to an unofficial estimate quoted from a PRC newspaper named Yang Cheng published in November 2000, the exhibition industry in the PRC has an annual growth rate of around 20%. The exhibition industry not only brings about economic benefit but also acts as accelerator to promote the overall economic growth.

The number of the engaged in exhibition business in Guangzhou was around 300. Guangzhou has exhibition areas of around 200,000 square meter. Around 500 exhibitors are held annually, which brings about an economic benefit of around RMB3 billion. The representative exhibition in Guangzhou is the Chinese Export Commodities Fair while that in Shenzhen is the China Hi-Tech Fair.

To achieve the objective of the Tenth Five Year Plan to adjust the economic structure, the Fifth Plenary Session of the Fifteenth CPC Central Committee suggest to accelerate the development of the services industry. As one of the developing sectors in the service industry, the growth rate of the exhibition industry in the PRC is expected to accelerate with the increased flow of trade brought by the coming entry of the PRC into WTO.

COMPETITIVE ADVANTAGES

The Directors believe that the Group has the following competitive advantages:

  • The Hong Kong International Machine Tool-Linkage Industry Exhibition organized by the Group in Hong Kong once every year since 1989, was accredited as "the largest machine tool show in Asia Pacificˇ¨ by the October 2000 issue of HKCEC Exhibition News.
  • The key management of the Group, including the Mr. Leung, Mr. Chan and senior executive directors have more than 12 years of experience in the exhibition industry.
  • Through the exhibition organized by the Group and its business associate worldwide the Group has been able to obtain information on suppliers and potential buyers within the industrial sector in Hong Kong and the PRC for updating its database continually.
  • With the relationship between the Group and some industrial association an Hong Kong and the PRC established throughout the years. The Group has been able to keep abreast of the latest business information ranging from industrial market trend to government policy in respect of specific industries that are critical to the Group 's core business.

RISK FACTORS

  • For the end of the March 200, the bad debts of the Group which were over 3 years old as at that date and the recovery of which was considered doubtful in an aggregate amount of approximately $943,000 representing approximately 2.95 of the Group 's total turnover. There is no assurance that the Group will not encounter severe bad debts problem in the future.
  • Reliance on the industrial sector in Hong Kong and the PRC.
  • Reliance on major suppliers of exhibition-related facilities and services
  • Reliance on key personnel
  • Reliance on Chan Chao for geographical expansion in South East Asia and potential competition with Chan Chao

FINANCIAL RECORD

ˇ@

Year ended 31 Mar 2000 (HK$ '000)

Year ended 31 Mar 2001 (HK$ '000)

Turnover

33,051

53,511

Profit before tax

2,818

9,086

Net profit

2,498

8,253

Total Assets

-

10,595

Total Liabilities

-

4,796

Total equities

-

5,799

FUTURE PLANS

In addition to the exhibitions held in Dongguan and Guangzhou, the Group plans to organize exhibitions in Shunde, Chongqing and Shangahi. The Directors believe that the continual business expansion in the PRC wold not only allow the Group to boost the scale of exhibitions in terms of size, but also keep the Group abreast of first hand information regarding industrial market trend and development in the PRC. Which would facilitate the Group in identifying and capturing profitable business opportunities.

The Group plans to expand its presence throughout Asia, in particular Taiwan and South East Asia, by leveraging on the Group 's good relationship with "Chan Chao", an exhibition organizers in Taiwan and South East Asia, established through cross referrals of clients and participation in the promotion of each other 's exhibitions. The Group has entered into a memorandum of understanding with Chan Chao on 23rd April 2001 to establish strategy alliances for improving the Group 's market share in the exhibition-organizing field in Taiwan and South East Asia.

The Group intend to organize large scale exhibition for major industrial sectors on a regular basis by gathering exhibitors and visitors form all over the world with an ultimate goal to turn Hong Kong into the heats of industrial exhibitors in the Asia Pacific region. Also, the Group intends to diversify the type of exhibition that it organizes by conducting feasibility study on various sectors that would likely to be benefited form the face-to-face contact between suppliers and potential buyers through exhibitions.

Leveraging on its comprehensive experience and goodwill, the Group intends to expand its exhibition coverage into other industrial areas such as surface finishing, coating and logistics. Also, the Group will continue to strengthen its position by organizing various public exhibitions targeted primarily at the general public, including health food and beauty and skincare products as the Director believe that there is tremendous growth potential in those areas.

TURNOVER BREAKDOWN FOR THE YEAR ENDED 31 MARCH 2001



USE OF PROCEEDS

The net proceeds from the Placing, after deducting the related expenses, are estimated to amount to approximately HK$11.5 million (based on the offer price HK$0.25 per share). The Group at present intends to apply the net proceeds as follows:

For strengthening alliance with overseas exhibition organizers

69.6%

For establishing strategic collaborations, joint ventures or undertaking acquisitions in the PRC

26.0%

Working capital

4.4%

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