Asiaone 1-42

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BUSINESS Some of our competitors have greater name recognition, longer operating histories, larger customer bases and significantly greater financial, technical, marketing, public relations, sales, distribution and other critical resources. In addition, some of our current and potential competitors are among the largest and most well capitalised software companies in the world. Our existing competitors in the various market segments include the following:- (i) General Portals AsiaOne.com’s competitors include portals such as AltaVista Asia, AsiaContent.com, Lycos Asia, Pacfusion.com and Yahoo!Asia. Zaobao.com competes with portals such as sina.com, sohu.com, Yahoo!China and netease.com. (ii) News Portals We compete with news content providers and portals in the region such as channelnewsasia.com, eastciti.com, scmp.com, Yahoo!Asia, Bloomberg and Reuters. (iii) E-commerce We compete with commerce service providers such as ishop@singnet, eastciti.com’s shopping mall and Pacfusion.com’s eShopping. (iv) Auction Our competitors in this market segment include interauct.com, surfing bananas and netease.com. Our success will depend on our ability to build the quality network that will attract and retain a large and loyal user base, and to offer to advertisers and e-commerce merchants access to such users. We believe the primary factors that attract users are quality, reliability, brand recognition and the depth, breadth and presentation of content, whilst the primary factors that attract advertisers and ecommerce merchants are high volume of traffic, user demographics, the ability to deliver interactive and focused advertising and cost effectiveness. To remain competitive, we will capitalise on our competitive strengths, and will continue to commit significant resources to sales, marketing and customer support and product development and to consistently source for new content and technology. COMPETITIVE STRENGTHS We believe our competitive strengths to be the following:- (i) Strong Parentage Our parent company, SPH, is a leading publishing and media group in Southeast Asia with 155 years of publishing experience. SPH currently publishes fourteen newspapers and six magazines in four languages – English, Chinese, Malay and Tamil. It is one of Asia’s largest and most profitable media companies. SPH is listed on the Main Board of SGX-ST. SPH is a component stock in the Straits Times Index as well as the Morgan Stanley Capital International Singapore Free Index. SPH has injected $50 million equity monies into our Company to date. SPH, which owns approximately 87.1% of our Company’s post-Invitation issued and paid-up share capital (assuming that the Over-Allotment Option is not exercised), has given an undertaking not to dispose of or transfer any of its shareholding in our Company for a period of six months after our admission to the Official List of the SGX-ST. SPH currently intends for AsiaOne to remain a subsidiary of SPH in the foreseeable future. 75
BUSINESS In addition to the content creation and brand strength of SPH, we also have access to and will be able to leverage on SPH’s large and successful advertising sales force, strong relationship with advertisers and extensive classified advertising operations (details of which are set out in “Interested Person Transactions – Media Representative Agreement” section of this Prospectus). (ii) Quality Content We draw on the extensive content creating capabilities of SPH for quality news and information over a wide range of general and special interest areas. With the support of our parent company and other resources, we are able to harness a wealth of content to be offered to the users of our portal. We host all the online editions of Singapore’s leading national dailies in each of the four official languages on our websites. At Zaobao.com, there is the additional offering of news gleaned from more than 80 Chinese language newspapers around the world. In addition to news, we also provide our users access to content in other communities of interest. We have been successful in attracting pageviews and developing a base of repeat users with the rich content on our websites. (iii) Integrity and Trust The Internet is a vast global goldmine of information, but the sources and credibility of some of such information may be dubious and may not be verifiable. As a result, there is a lack of confidence in the integrity of content, product and services available on Internet. We believe this same lack of confidence is a big hurdle in the development of e-commerce. Given the credibility and integrity of the sources of our content, we believe that our users have faith in the information provided at our websites. As we are a long term player in our business, we are of the view that our users have confidence and trust in engaging in e-commerce activities on our websites. (iv) Experienced Management We have an experienced management team which is well poised to bring our business to the next stage of success. Our Chief Executive Officer, Mr Low Huan Ping, has been actively involved in the Internet related industry since 1995 and the IT industry for more than two decades. In addition to AsiaOne, Mr Low’s director positions include SPHMM, Singapore Cable Vision Limited and M1. Prior to joining the SPH group of companies, Mr Low was with the Ministry of Defence, heading various IT departments. Our Chief Financial Officer, Mr Tan Teck Huat, has extensive experience in financial management and corporate finance. Prior to joining our Company, Mr Tan was the Head of the Corporate Finance department at SPH, where he played an instrumental role in the various exercises and initiatives undertaken by SPH to increase shareholders’ value. Before assuming his role at the Corporate Finance department, Mr Tan was a senior portfolio manager at SPH Asset Management Pte Ltd, which managed SPH Group’s $1.5 billion portfolio of investments. Mr Tan has been actively involved in finance related businesses and economics fields for more than a decade. 76
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PROSPECTUS DATED 23 MAY 2000 SPH AS
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— Customers And Suppliers .......
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CORPORATE INFORMATION Board of Dire
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“FY” : Financial year ended or
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“Reserved Tranche” : The offer
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GLOSSARY OF TECHNICAL TERMS “onli
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The Application List will open at 6
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Allocation of New Shares under the
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RESULTS OF APPLICATION AND DISTRIBU
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SELLING RESTRICTIONS DETAILS OF OUR
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Our present business model is based
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THE INVITATION PROSPECTUS SUMMARY S
Page 25 and 26: An investment in our Shares involve
Page 27 and 28: We have a short operating history R
Page 29 and 30: RISK FACTORS We depend on a reliabl
Page 31 and 32: E-commerce operations RISK FACTORS
Page 33 and 34: RISKS RELATING TO THE SHARES RISK F
Page 35 and 36: USE OF PROCEEDS The net proceeds fr
Page 37 and 38: SELECTED FINANCIAL DATA You should
Page 39 and 40: ANALYSIS OF FINANCIAL CONDITION AND
Page 45 and 46: GROUP STRUCTURE Our group structure
Page 47 and 48: As at Authorised Share Capital 29 F
Page 49 and 50: GENERAL INFORMATION ON OUR GROUP Ex
Page 51 and 52: SHAREHOLDERS GENERAL INFORMATION ON
Page 53 and 54: INDUSTRY OVERVIEW BUSINESS The info
Page 55 and 56: BUSINESS The Singapore Information
Page 57 and 58: BUSINESS We recognise annual subscr
Page 59 and 60: Currently we do not engage in any b
Page 61 and 62: As at 30 April 2000, there were app
Page 63 and 64: Based on our internal records, we b
Page 65 and 66: BUSINESS The categories of products
Page 67 and 68: Auctions BUSINESS The Internet’s
Page 69 and 70: BUSINESS Designed for both consumer
Page 71 and 72: (ii) Button Ads BUSINESS Small adve
Page 73 and 74: BUSINESS While the Internet has sti
Page 75: Suppliers BUSINESS The suppliers wh
Page 79 and 80: BUSINESS We will be introducing new
Page 81 and 82: (ii) Message Boards BUSINESS We wil
Page 83 and 84: MARKETING AND BRANDING STRATEGY BUS
Page 85 and 86: INTELLECTUAL PROPERTY Our sharehold
Page 87 and 88: Equipment to support E-commerce Our
Page 89 and 90: BOARD OF DIRECTORS DIRECTORS, SENIO
Page 91 and 92: DIRECTORS, SENIOR MANAGEMENT AND ST
Page 93 and 94: Yuan Zhou, aged 37, is the Vice Pre
Page 105 and 106: The Licence Agreement may be termin
Page 107 and 108: As at the date of this Prospectus,
Page 109 and 110: (viii) technical and research resou
Page 111 and 112: (ii) transactions in value equal to
Page 113 and 114: Entry into of forex, swap and optio
Page 115 and 116: • 312,500 preference shares of pa
Page 117 and 118: 23 May 2000 The Shareholders SPH As
Page 119 and 120: FINANCIAL STATEMENTS Profit and Los
Page 121 and 122: FINANCIAL STATEMENTS Statement of C
Page 123 and 124: FINANCIAL STATEMENTS Statements of
Page 125 and 126: FINANCIAL STATEMENTS 2. Basis of pr
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3. Significant accounting policies
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3. Significant accounting policies
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5. Cost of revenue (cont’d) FINAN
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10. Net earnings (loss) per share (
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13. Fixed assets (cont’d) FINANCI
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14. Trade creditors FINANCIAL STATE
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FINANCIAL STATEMENTS 17. Significan
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21. Subsequent events (cont’d) (e
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GENERAL AND STATUTORY INFORMATION I
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GENERAL AND STATUTORY INFORMATION 1
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Article 66 GENERAL AND STATUTORY IN
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Article 76 GENERAL AND STATUTORY IN
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Article 102 GENERAL AND STATUTORY I
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GENERAL AND STATUTORY INFORMATION (
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CONSENTS GENERAL AND STATUTORY INFO
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APPENDIX A 4. A person who has agre
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APPENDIX A 15. Investors may subscr
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APPENDIX A ADDITIONAL TERMS AND CON
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APPENDIX A (3) tick the appropriate
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APPENDIX A An Applicant must ensure
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APPENDIX A 9. The Applicant must ha
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APPENDIX A (d) in respect of the Ne
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APPENDIX A (d) This application is
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APPENDIX B RULES OF THE ASIAONE PRE
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3. ELIGIBILITY OF PARTICIPANTS APPE
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7. RIGHTS TO EXERCISE OPTIONS APPEN
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7.6 In the event that:- APPENDIX B
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APPENDIX B 10. TAKE-OVER AND WINDIN
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APPENDIX B 10.6 If in connection wi
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APPENDIX B 18.2 Save for the taxes
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To: SPH AsiaOne Ltd, News Centre, 8
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APPENDIX B ASIAONE PRE-IPO SHARE OP
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APPENDIX C RULES OF THE ASIAONE (20
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APPENDIX C “Parent Group” The P
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APPENDIX C 4.2 The number of Shares
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APPENDIX C (c) any other event appr
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APPENDIX C 9.3 Shares which are all
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14. MODIFICATIONS TO THE SCHEME APP
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APPENDIX C (c) (i) the names of, an
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APPENDIX C Vesting Schedule Subject
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Please print in block letters Name
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Please print in block letters Name
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