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FT8 plc (GFT)

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Monday 21 November, 2016

FT8 plc

Acquisition of 49% of Billyst Holdings Pty Ltd

FT8 PLC
(“FT8” or the “Company”)

ACQUISITION OF 49% OF BILLYST HOLDINGS PTY LTD

The directors of FT8 are pleased to announce the acquisition of 49% of the issued shares of Billyst Holdings Pty Ltd (“Billyst”). Billyst is a recently formed Australian Fintech technology company.

The acquisition is in line with the Company’s strategy of investing in technology companies that operate in the Fintech sector where there are commercial synergies between the two companies and significant international growth opportunities.

The acquisition is based on a share for share exchange between the two companies. Billyst will issue 961 shares to FT8 for a 49% holding in the total issued share capital of Billyst. FT8 will issue 142,441,860 Ordinary shares at 1 penny to the shareholders of Billyst as consideration for FT8’s 49% holding in the total issued share capital of Billyst. This values the Billyst investment at £1,424,419 (and accordingly values Billyst at £2,906,978).

On completion of the transaction Billyst will hold 16.2% of the shares in issue in FT8.

Billyst is currently owned and controlled by Messrs Tim Alford and Marshall McKendrick. As a recently formed company it does not have any historical  financial information. However it has spent over £267,000 on developing the company technology platform with a key new software component due to be released in January 2017. Billyst currently has over 30 commercial client trial programs in the field.

Under the Sale and Purchase Agreement between the companies Billyst agreed to loan FT8 $A500,000 (approximately £297,000) within 3 business days after the lifting of the suspension in the trading of FT8 ordinary shares. Such a loan would be unsecured, interest free and be repayable on a mutually agreed timetable which will be not less than 18 months in duration. The funds from the loan will be used for business development programs and operational expenses.

However, the Directors have been notified by Billyst that its ability to make the loan is dependent upon its ability to raise further monies from new and existing investors and, accordingly, at this stage there can be no guarantee that the fundraise will complete or that the loan will be made.

If the loan is not made by 7 December 2016 then FT8 will seek the normal commercial recourse to ensure the fund commitment made by Billyst is fulfilled. Further updates will be provided by FT8 in due course.

Billyst has the right to appoint a director to join the board of FT8, subject to approval from FT8’s Corporate Adviser, and a representative of FT8 will be invited to join the board of Billyst.

Billyst is an early stage business which seeks to operate in the technology area of debt collection systems and is establishing operating activities within the Australian real estate and short term money lending sectors. The directors of Billyst believe they have identified significant growth opportunities in the USA and within the ASEAN countries of Asia apart from the clearly identified market openings within Australia.

As a technology company Billyst has developed its own  systems which form the basis of its commercial platform. The directors of FT8 believe the operating platform is easily scalable and available for overseas licensing or direct operations in overseas markets depending on the appropriate market opportunities.

Working Capital Position

The directors of FT8 are aware that the Company’s working capital position remains constrained and continue to keep this under review. However the Directors are confident that there are a number of exciting opportunities in the pipeline for the Company and further announcements will be made in due course.

For further enquiries:
Phillip Pryor, FT8 Plc    +60 19 212 8026                         
Katy Mitchell, WH Ireland Limited    +44 113 394 6618


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