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Global Digital Creations Holdings Limited
(Stock Code: 8271)
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Listing Date: |
4 August 2003 |
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Offer Price: |
HK$1.00 per share |
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Par Value: |
HK$0.01 each |
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No. of Shares under the offer : |
66,300,000 shares |
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No. of Shares under Placing: |
58,300,000 placing shares |
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No. of Share under Public Offer: |
8,000,000 shares |
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Market Capitalization: |
HK$780.0 million |
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Sponsor: |
Asia Investment Capital Ltd |
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Chairman: |
Mr. Anthony Francis Neoh |
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Fund Raising |
HK$66.3 million |
Major Shareholder:
- Mr. Raymond Dennis Neoh – 27.5% interest
- Mr. Anthony Francis Neoh – 16.0% interest
COMPANY OVERVIEW
The Group's business activities represent an integration of the entire value chain in the digital content business, encompassing creation, production (for its own projects and projects contracted to it by third parties) and distribution of digital contents, in order to meet two developing global trends of (i) strong continuing growth in demand for digital contents, particularly CG imaging; and (ii) a paradigm shift from a chemical film based medium to an electronic, digital medium in the cinema industry.
To compete in the high value end, the Group has established a training facility designed to produce a continuous supply of skilled and reasonably priced manpower for CG production and has also created a production house which has substantially completed (as to approximately 70%) a full length CG 3D animated movie in high definition namely, Thru the Moebius Strip. Thru the Moebius Strip is a science fiction/fantasy epic story about a search by Jac Weir for his father Simon Weir, a physicist, who becomes lost and trapped in a distant planet after he crossed a space-time portal. The CG creation and production business, together with the training facility, positions the Group as a global player capable of leveraging on the lower cost human resources in the Asian region, particularly in China.
The Group's self-developed digital cinema technology (all technology relating to DSRTM Digital Film Agile Encoders and DSRTM Digital Film Servers) is leading the paradigm shift away from film based distribution and uniquely positions the Group as a player in the distribution chain.
The Group targets the global markets in relation to its CG creation and production business. In terms of its digital content distribution and exhibition business, it is initially targeting the PRC (in key cities such as Shanghai and Beijing) and Asia Pacific markets (such as India, Hong Kong and Singapore).
COMPETITIVE ADVANTAGES
The Directors believe that the Group has the following competitive advantages:
the integration of pre-production facilities (comprising a team of sculptors, graphic designers and storyboard artists) coupled with the CG production studio makes the Group self sufficient in an efficient manner;
research and development capabilities in CG and CG film production as the Group develops most of its own software tools for CG production;
a stable pool of digital artists cultivated by the Group through its training courses (as demonstrated by the number of graduates ultimately employed by the Group);
senior management with over 15 years of experience and business network in the CG industry to facilitate the sourcing of CG works and establishment of business relationships with industry partners;
collaborations with Shenzhen University, CFG, Sony Pictures Imageworks and TI;
lower labour costs in CG film making of the Group as compared to those in the US;
well developed production pipeline which consists of well-defined workflow and working cells/ modules with sophisticated internal supervisory control;
proprietary DSRTM technologies in digital film processing, encryption, compression, storage, delivery and distribution; and
employment of over four overseas technical and creative professionals (who all have past experience in Hollywood's film industry) for CG production.
RISK FACTORS
Uncertainty of public acceptance of the Group's CG creation and production
Future prospect of the Group is dependent on Thru the Moebius Strip
Change in activity mix of the Group in the future
Failure to complete self-financed and co-financed projects within budget
Unproven concept of digital cinema
Limited operating history and history of operating loss
Limited free float of Shares in the market within one year from the Listing Date
Reliance on financial assistance provided by certain Shareholders and their related parties
FINANCIAL RECORD
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Year ended 31st Dec 2001 (HK$'000) |
Year ended 31st Dec 2002 (HK$'000) |
1 month ended 31st Jan 2003 (HK$'000) |
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Turnover |
2,240 |
2,306 |
240 |
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Profit/(Loss) before tax |
(10,235) |
(15,633) |
(1,444) |
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Net profit/(Loss) |
(10,317) |
(17,429) |
(1,89) |
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Total Assets |
45,029 |
81,929 |
78,244 |
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Total Liabilities |
17,751 |
76,502 |
74,733 |
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Total equities |
27,278 |
5,427 |
3,511 |
FUTURE PLANS
The overall business objective of the Company is to become a leader in the CG creation and production and digital content distribution and exhibition industry in Asia. The Directors believe that the Group is in a unique position having access to the lucrative international CG production market and the unexplored PRC market, both of which can offer high profit potential. In achieving the said business objectives of the Company, the Directors may from time to time pursue opportunities to develop the Group's businesses through acquisition, strategic alliances, joint ventures and/or co operative arrangements. The Directors also believe that the Company's management team has a unique combination of skills, experiences and contacts to address the operating market and regulatory characteristics in which the Group principally operates and have access to the international market.
The Directors believe that the revenue generated from the merchandising rights of film-related intellectual property is one of the most lucrative parts of film production. The Group has all the intellectual property rights related to Thru the Moebius Strip and has begun to formulate international marketing plan for the merchandising and computer games development opportunities of the film (as elaborated in next section). The Group will establish a merchandising arm and appoint third party merchandising agents to explore similar merchandising opportunities for future productions.
As the on-line gaming industry is growing rapidly in the PRC and Taiwan, the Group established a game development team in December 2002, which has so far developed a game engine and web engine for an on-line gaming platform. In addition, the Group is preparing a planned launch of an online game based on Thru the Moebius Strip for the Greater China market in early 2004 and is looking into licensing Korean and Japanese games which it can localize. Up to the Latest Practicable Date, no agreement in respect of licensing games has yet been entered into.
Given the Group's CG and art production capacity, the Group has established a magazine publication team with the intention to publish a printed and an e-version magazine focusing on topics which include CG, games and digital cinemas. The Group's storyboard department consists of skilled comics artists led by experienced artists and it is the Group's intention to publish comics and comics strips based on the storyboards produced in the Group's studios.
USE OF PROCEEDS
The net proceeds from the Placing, after deducting the related expenses, are estimated to amount to approximately HK$53.3 million (based on the offer price HK$1.00 per share). The Group at present intends to apply the net proceeds as follows:
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For strengthening its management team and international marketing team; |
9.2% |
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For developing the digital cinema distribution network in the PRC and Asia; |
52.0% |
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For research and development of digital cinema technologies in Hong Kong; |
23.6% |
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For production maintenance, and the Group's CG projects on hand other than Thru the Moebius Strip |
10.5% |
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Working capital |
4.7% |
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