GINSMS Inc.
TSX VENTURE : GOK

GINSMS Inc.

September 08, 2015 17:00 ET

Xinhua Mobile Limited Acquires Control of GINSMS Inc.

CALGARY, ALBERTA--(Marketwired - Sept. 8, 2015) - GINSMS Inc. (TSX VENTURE:GOK) (the "Corporation" or "GINSMS") today announces an update to its press releases dated January 15, 2015 titled "Principal Shareholders sell Common Shares Representing 54.57% Shares of GINSMS Inc." and dated April 2, 2015 titled "Grant of an Option on Convertible Debentures of GINSMS by One Heart International Limited to Xinhua Mobile Limited".

The Corporation is informed today that its former Chairman of the Board of Directors, Mr. Jonathan Lai ("Mr. Lai") and Mr. Lian Yih Hann ("Mr. Lian") closed the transactions by which Mr. Lai and a company controlled by Mr. Lai, Panaco Limited, and a company controlled by Mr. Lian, One Heart International Limited ("One Heart"), sold to Xinhua Mobile Limited ("Xinhua Mobile") 28,123,320 common shares of the Corporation representing 54.57% of all of the issued and outstanding common shares of the Corporation (collectively the "Common Shares").

Xinhua Mobile is a 100% owned subsidiary of Xinhua Holdings Limited ("Xinhua Holdings", together with its subsidiaries "Xinhua Group"). Xinhua Group is a multi-disciplinary group headquartered in Hong Kong and doing businesses in China and the rest of Asia, including Japan. Mr. Lian is the CEO of Xinhua Holdings. Xinhua Holdings' securities are listed on the Tokyo Stock Exchange's ("TSE") Second Section (9399).

The aggregate purchase price of the sale of 17,815,820 Common Share from Mr. Lai and Panaco was $6,235,537 or $0.35 per Common Share and the sale of 10,307,500 Common Share from One Heart was $1,546,125 or $0.15 per Common Share in consideration. The purchase price was paid by way of three promissory notes and all of the equity interest in a PRC subsidiary of Xinhua Group.

In addition, the Corporation is also informed today that One Heart, the holder of the Corporation convertible debentures for a principal amount of $6,255,484 (the "Convertible Debentures") convertible into 62,554,840 common shares of the Corporation, representing, 68.67% of the total outstanding convertible debentures, closed the transaction by which One Heart sold Convertible Debentures to Xinhua Mobile for an aggregate consideration of $6,255,484 paid by way of a promissory note. Each Convertible Debenture is unsecured, mature on September 28, 2015 and may be converted into common shares of the Corporation at any time prior to their maturity at a price of $0.10 per common shares.

About GINSMS

GINSMS is a mobile technology and services company focusing on 2 areas namely cloud-based application-to-peer ("A2P") messaging service and Software Products & Services. GINSMS operates a cloud-based A2P messaging service that allows the termination of SMS to mobile subscribers of more than 200 mobile operators globally. GINSMS also develops and distribute innovative software products and services for mobile operators and enterprises and have successfully deployed more than 100 solutions worldwide. GINSMS has offices in China, Singapore, Hong Kong, Malaysia and Indonesia.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • GINSMS Inc.
    Joel Chin
    Chief Executive Officer
    +6564411029