CALGARY – Inphosoft Pte. Ltd. of Singapore will gain control of Canadian public traded technology firm GINSMS Inc. (TSXV:GOK) through a proposed $11.6-million reverse takeover announced Friday.
Both GINSMS, which lists its shares on the TSX Venture Exchange but has its main operations in Hong Kong, and Inphosoft are involved in supplying mobile data communications technology in the Asia-Pacific region.
“For the past nine years, Inphosoft has been deploying our mobile Internet platforms in carriers around the world. We are excited about the merger with GINSMS as it distinguishes us from our competitors in many ways,” said Hann Lian, chairman of Inphosoft Group Pte. Ltd. (IGPL).
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GINSMS operates through GIN International Ltd., a technology company focused on providing short messaging services to mobile telecom operators in Hong Kong
The deal is constructed as a reverse takeover in which GINSMS with buy IGPL but, in doing so, transfer voting control of GINSMS to the seller.
GINSMS shares had been halted prior to the announcement. They last traded on Dec. 30 at 2.5 cents, giving the company a market capitalization at that time of under $1.1 million with about 43.3 million shares outstanding.
GINSMS will pay $1.1 million in cash and issue convertible debentures with $10.5 million in face value to acquire Inphosoft Group Pte. Ltd. The debentures won’t pay interest but can be converted to common shares of GINSMS – with certain restrictions.
Jonathan Lai, the chairman of GINSMS, said it will also benefit from combining efforts with Inphosoft.
“As we are just now entering the mobile data era, our SMS platform combined with IGPL’s impressive and numerous deployments, not just in the field of telecommunications where we are active, but also in the field of financial institutions, media and enterprises, will create substantial opportunities for growth,” Lai said in a statement.
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