Disclaimer:

Information contained in this IPO Centre is intended solely for your personal reference and is not intended to form the basis of any investment decision or any decision to purchase any securities or any decision to participate in the process. It does not constitute an offer or an invitation or solicitation or advice of an offer to subscribe or to purchase any securities. Such information is subject to change from time to time without notice and it may not contain all material information concerning CTOS Digital Berhad. The summary information in this IPO Centre was extracted from CTOS Digital Berhad's Prospectus dated 30 June 2021. You are advised to read CTOS Digital Berhad's Prospectus dated 30 June 2021 for the full information. Though due care was exercised in extracting information from the Prospectus, the information in the Prospectus shall prevail should there be any discrepancy in information between this section and the Prospectus.

All references to "our Company" or "CTOS Digital" are to CTOS Digital Berhad (Company No.: 201401025733 (1101823-A)), references to "CTOS Digital Group" or "our Group" are to our Company and our Subsidiaries taken as a whole, and references to "we", "us", "our" and "ourselves" are to our Company and where the context otherwise requires, our Group.

Abbreviations

The following abbreviations are used in this section:

Application Application of our Issue Shares by way of Application Form, Electronic Share Application, Internet Share Application or e-Subscription
ASEAN Association of Southeast Asian Nations
Bumiputera In the context of:
  1. individuals - Malays and the aborigines and the natives of Sabah and Sarawak as specified in the Federal Constitution of Malaysia;
  2. companies - a company which fulfils, among others, the following criteria or such other criteria as may be imposed by the MITI:
    1. registered under the Act as a private company;
    2. its shareholders are 100.0% Bumiputera; and
    3. its board of directors (including its staff) are at least 51.0% Bumiputera; and
  3. cooperatives - a cooperative whose shareholders or cooperative members are at least 95.0% Bumiputera or such other criteria as may be imposed by the MITI
CAGR Compound annual growth rate, computed through the formula: CAGR = (Ending amount / Beginning amount)1/N – 1 Ending amount is the amount at the end of the period; Beginning amount is the amount at the beginning of the period; N is the number of years within the period
Creador Group A Malaysian mid-market private equity fund group, which includes Creador, Creador II and Creador II L.P.
EBITDA Earnings before interest, taxation, depreciation and amortisation and for the purpose of our Prospectus, is calculated as our profit for the relevant financial year or period plus:
  1. tax expense;
  2. finance costs; and
  3. depreciation and amortisation, less
  4. interest income
Eligible Persons Collectively, our Directors, employees of our Group (including directors of our subsidiaries) and persons who have contributed to the success of our Group who are eligible to participate in the Retail Offering
Final Retail Price Final price per Issue Share to be paid by the investors under the Retail Offering, equivalent to the Retail Price or the Institutional Price, whichever is lower, to be determined on the Price Determination Date
FYE Financial year ended or where the context otherwise requires, financial year ending
GP Gross profit
Group Collectively, our Company and our subsidiaries
IMR Report Independent market research report dated 15 June 2021 prepared by IDC Research
Initial Public Offering or IPO Collectively, the Offer for Sale and our Public Issue
Inodes Inodes Limited
Institutional Offering Offering of up to 936,000,000 IPO Shares at the Institutional Price, subject to the clawback and reallocation provisions, to the following:
  1. Malaysian institutional and selected investors; and
  2. foreign institutional and selected investors outside the United States in reliance on Regulations
Institutional Price Price per IPO Share to be paid by investors under the Institutional Offering which will be determined on the Price Determination Date by way of bookbuilding
IPO Shares Collectively, the Offer Shares and our Issue Shares
Issue Shares New Shares to be issued by our Company under our Public Issue
Listing Listing of and quotation for the entire enlarged Shares on the Main Market of Bursa Securities
LPD 31 May 2021, being the latest practicable date prior to the registration of this Prospectus with the SC
Malaysian Public Malaysian citizens, companies, co-operatives, societies and institutions incorporated or organised under the laws of Malaysia
MITI Ministry of International Trade and Industry
Offer for Sale Offer for sale of up to 900,000,000 Offer Shares by the Selling Shareholders
Offer Shares Existing Shares to be offered by the Selling Shareholders pursuant to the Offer for Sale
Price Determination Date The date on which the Institutional Price and Final Retail Price will be determined
Public Issue Public issue of 200,000,000 Issue Shares by our Company
Regulations Regulations under the U.S. Securities Act
Retail Offering Offering of 164,000,000 Issue Shares at the Retail Price, subject to the clawback and reallocation provisions, to be allocated in the following manner:
  1. 120,000,000 Issue Shares reserved for application by the Eligible Persons; and
  2. 44,000,000 Issue Shares for application by the Malaysian Public, via balloting
Retail Price Initial price of RM1.10 per Issue Share to be fully paid upon application under the Retail Offering, subject to adjustment as detailed in Section 4.4.1 of our Prospectus
ROE Return on equity
Shares Ordinary shares in the share capital of our Company
U.S. or United States United States of America, its territories and possessions, any state of the United States and the District of Columbia
U.S. Securities Act United States Securities Act of 1933, as amended
Glossary of Technical Terms
eKYC Electronic Know-Your-Customer
Direct-to-Consumer A customer type comprising all of our retail consumers