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Technology Stocks : Pacific Internet Next HOT IPO? -- Ignore unavailable to you. Want to Upgrade?


To: Frost Byte who wrote (173)2/12/1999 2:06:00 PM
From: J.N.N.  Read Replies (1) | Respond to of 912
 
Will the last one left here please turn out the lights.

Seems like the day traders and momentum traders have just left the building.

Seems odd, I just hope it is the general mood of the market, and not something we missed by buying this IPO.



To: Frost Byte who wrote (173)2/15/1999 5:31:00 PM
From: Matthew Tyson  Respond to of 912
 
From BTOnline on PacNet:

business-times.asia1.com.sg



To: Frost Byte who wrote (173)2/15/1999 8:18:00 PM
From: Louis Riley  Read Replies (1) | Respond to of 912
 
Sorry this is so late. The prospectus is over 150 pages long. Here is the summary. Please pardon the scanning errors, I do not have time to correct them.

PROSPECTUS SUMMARY

The following summary is ququfied in its entirety by, and is subject to,, the more detailed information, includi,~ng "Risk Factors" 'and the Consohdated Financial Statements and Notes thereto, appearing elsewhere
this Prospectus.

The Company

Pacific Internet is a. leading provider of Internet access and Internet services in Singapore, Hong Kong and the.' Philippines, and ultimately. is seeking to become the premier Internet service provider (' .'4ISP".) in the Asia-Pacific region. The Company, which believes it is the only Asia-Pacific. ISP operating in 'multiple countries, has developed a successful 1SF model based on its understanding of Asia-Pacific cultures and aggressive and innovative marketing' of a full range of Internet access alternatives and Internet services to consumers and corporate customers. To take advantage of the growth opportunities, the Company sees in the. Asia-Pacific region, 'the Company seeks to establish market leadership in the Internet access business for its targeted geographic markets,; enabling it to achieve economies of scale and attract business partners and advertising revenues and, subsequently, to introduce other value-added Internet services including e-commerce, real-time Internet faxing and Internet telephony' ("VoIP"). In Singapore, the Company's successful ISP model achieved. a market. share of approximately 40% of all dial-up subscribers as of November 30, 1998. The model was introduced to the Philippines in 1997 and is being transplanted to Hong Kong. For the six months ended June 30, 1998, the Company had consolidated revenues of S$33.l million (Us$19.7 million) and net. income of S$5.8 million (US$3.5 million), achieving profitability after three years of operation. As of June 30, 1998, the Company had 163,887 dial-up subscriber's and 498 leased line "subscribers, representing increase's of 75%. and 64%,
respectively, 6ver June 30,1997 levels. As of December 31, 1998, the' Company had 203,490 dial-up subscribers 'and 593 leased line" subscribers. The Company's Singapore' ISP Was voted "'Best 'Internet Service Pr6vider"in 1997 'and 1998 by.readcrs of thesingapore edition of Computerworid. .

The Company believes that the Asia-Pacific region presents promising growth opportunities for providers of Internet access and Internet services. In many~countries~in. the Asia-Pacific region, the development of Internet access and Internet services is in its infancy, creating' opportunities. for a regionally-focussed ISP like .the Company to quickly acquire a significant subscriber base and; become a market leader in a region with an aggregate population of 2.7 billion. International Data Corporation ("IDC"), an international consulting firm, forecast in its August 1998 publications that in the Asia-Pacific region the number of Web users will increase from. 6.6 million in 1997 to 34.2 million in 2002 (reflecting a compound annual growth rate of 39.0%), while in the' 3inore developed ISP market in the United 'Siates, IDChas' forecast that the nunnber of Web users will increase from 38.7 million to 135.9 million over the same period' (refl,e,cting..a compound, annual; 3growth rate of 28.6%). The Company believes that the recent economic'. downturn. in the ..AsiatPaciflc. region has not significanfly slowed the rate or Internet penetration~ in many Asia-Pacific markets, as c~nsumers and; porporate>. customers have 4iscovered that certar,n. Internet applications,~~ such as e-mail and ~Website advertising, represent lower-cost substitutes for non-Internet products and service 5.' In. addition,. the Company believes that. th.e recent volatility in Asia-Pacific ,financial markets has increased the demand for. reliable, around-the-clock news,. and. information. on local, regional and global events,~ which is often readily. available only through the. Internet Despite the 'challenging economic environment facing many countries in the Asia-Paciflc region, the Company increased its subscriber base substantially in all three of its existing markets in both the six and twelve month periods ended June 30, 1998.(My emphasis)

The Company believes that, as the Internet market grows, the critical competitive factors will be market leadership in individual countries and access to a substantial subscriber base across geographic markets in the Asia-Pacific region. Market leadership and a substantial subscriber base are expected to enable the Company to Attract advertisers, on-line merchants and other Web-oriented businesses to the Company's Website portal, and provide an effective platform for the launch of technologically-advanced, value-added Internet services. The following are the principal elements of the Company's long-term. strategy for becoming the leading provider of Internet access in the Asia-Pacific region:
e ' ' Expand Regionally. The Company plans 'to build upon its successful track record by aggressively ekpandihg into selected new markets and expanding within existing markets through selective acq'uisitions of existing ISPs or starting up new ISPS. The Company recently entered into a memorandum of understanding relating to a joint venture ISP in India, and is currenfly evaluating a number of other potential markets, including major cities in Australia, China, Indonesia, South Korea and Taiwan, as well as additional metropolitan areas in the Philippi,nes.

 Exploit E.conomi'es of Scale. By building an interconnected As'ia-Paciflc 'ISP network, the Company. expects to take advantage of economies of scale in several ke,'y areas of its operations.. The Company expects that, as' its 'network of lSPs grows, its large scale and regionaL 'coverage will effectively 'create' significant barriers, to entry for its competitors and increasingly ' allow it to strengthen and. multiply its strategic relationships with' hardware and software suppliers, telecommunications 'providers, advertisers and other existing and potential strategic partners,

 Transplant the Paci'fi'c internet ModeL The. Cbmpany believes that the Pacific Internet model it developed in Singapore is the key to its.current success and future regional expansion. The Company plans to 'use the marketing and. technical experience it has gained in building up its existing ISEs in order to qnicll,y and effectively equip, configure and grow ISPs, both in new markets and through newly'~ 'acquired ISPs. The ~principal characteris. 'tics of the Pacific Internet model are: aggressive, multi7cbannel, lifestyle-oriented marketing and branding; high-quality, price-competitive Internet access and Internet service offerings that target both consumers and corporate customers~ to diversify revenue steams and to max' 'jinize utilization of expensive international network bandwidth; statt~of-the-art equipment configured to enhan'ce scalability, purchased from a select' number" of leading manufacturers ~and maintained by the Company's expert techuic'al professionals; high qua' lity.-'of service standards; friendly, around-the-clock teclmical 'support designed~ to meet the differing needs of consumers ,and corporate customers; established strategic relationships with information technology leaders and hetwork backbone operators; access to the resources, expercis'e and contacts of its government-linked shareholders' in Singapore; and its entrepreneurial and m'uiti-e'thnic' team of 'employees who are familiar with 'the many cultures in th& As'ia-Paciflc' region.

e
Strengthen the Company's PortaL To strengthen the. Company's ability ,to serve ,as a portal (a principal entry point ,and gateway for, surfing the Internet,), eacli of, the Company '.,s ISPs operates a liyely, colorful and. use.r-friendly Web site oifenng inviting, easily identifiable hyperlinks to a wide variety of services. Tb., ese Websites currently. attract over 7.28 million pa.ge-views (representing over 135.2 million hit,s) per. month. The Cornp any regularly 'adds to its Websites new original. 'and third-party content, suited to its local audiences, to .enhance, the Intern,et experience of its,, customers, increase loyalty to. the Pacific Internet brand, make the ~Company's. Websites more :attrac.tive to advertisers and increase the traffic flow to' the Company's other services and activities.

the cJmpany be' lieves that its strategy of focussing, on market leadership in Int'ernet access wilt poSition it to lead the develppment and introduction of higher-value Internet services for its consumers and corporate customers. The Company believes it' was one of the first Internet service providers in the Asia-Pacific"region to offer high speed ADSL access services, as well as. various integrated message services 'that c&ter to the high reliance 3cn mobile telephones and pagers in many of' the markets in which the Company' operates. Within the next yeat the "Cbmpany expec'ts that it may be able to introduce, on a trial basis, cable-modem Internet access, Ibternet telephony, real-time Intern'et fax service and additional turnkey F-commerce soltifions.

~~The Compan'y operates .an international network that prdvides high bandwidth and highly reliable data transmis'sion paths which connect the Company's customers ~to the Internet.. The. Company's, .multiple international Internet connections include the "A-Bone",~ a regional Internet backbone linked to eight ~countties

7



To: Frost Byte who wrote (173)2/15/1999 8:21:00 PM
From: Louis Riley  Read Replies (3) | Respond to of 912
 
in the: Asia-Pacifi& region, and Teleglobe' S Globeinternet. The Compa'ny' s network also includes a local high-speed connection to 1-Net, Singapore's high-speed, nationwide broadband network; which is 15% owned by the Company and which serve5, as the foundation for. the Singapore government's Singapore ONE .i.~nitiative to link all residents, businesses and institutions. Each of the Company's regional networks in' singap6re, Hong Kong
and the Phflippines .are..monitored around 'the clock locally and by 'the Company's Network Oper4tions Center based in Singapore.

Pacific Internet was' incorporated in the Republic of Singapore 'in'March 1995 and is indirectly controlled by Temasek Holdings (Private) Limited ("Temasek"), the principal holding company of the' government of the Republic. of Singapore. Pacific. Internet's principal executive office is located at 89 Sc, ience Park, Drive, #04/09-12, The Rutherford., Singapore Science Park, Singapore 118261, and,its telephone number at that office is (65)
872-0322. The Company. maintains Websites at pac.ific~net.sg~ http:llwww.hk.super~net and pacific.net.ph. Information contained in the Company's Websites do not constitute, and shall not be deemed to constitute, part of this Prospectus.

Recent Developments

Based on the Company's preliminaty ~audited 'results of.' operations for the nine months ended September30, 1997. and 1998, net sales increased by 53.3%~t& S$52.4 milhon.QJS$31.l million) for the nine month period ended September 30,1998 from S$34.2 miilion'for the corresponding period in 1997 Revenues frorn dial-up access services increased 82.8% for 'the nine months' ended September 30, 1998 compared to the p'rior year due 'primarily to a large increase in the' number of dial-up customers in Singapdre and Hong Kong. From September~30 1997 to September30, '1998, the number of dial-up customers 'grew' by 69'%. The increase in 'dial-up access "revenues was parh.~y offset by a 55:6% decrease in other revenues, which decreased primarily du& to~ the downsizing of the CONTACT Division and reduced activation and registration fees. The Company expects 'the decline in activation and registration fee revenues to continue as the Company increasingly waives these fees in'response to growing competitive pressures 'in' the .Singapore ISP market.

Ope,ratin,g income, on a pr4iminary unaudited basis, 'increased tb S$l 1.0 rm'llion (U'S $'6'.5 mi'llion) for the nine month p&i'od ended, September 3,0, 1998 'from an operating loss of S$2.0 inillion for the corresponding period in 1997. The turnaround was attributable to a combination of the gr'qw"th in' net' sales and the moderate growth in operating costs' and expenses, which increased by 14.5% for th& nine 'niontlis ended September 30, 1998 'as compared to the corresponding period in 1997. This moderate rate of growth is primarily due to more efficient utilization of internatiorial bandwidth cap a'city, which enabled the Company to increase its subscriber base substantially withbut a' proportional increase in international leased line charges. Due to the turnaround in operating incorne, provision made' for income taxes in6reased to S$l .4 million (US$0.8 million)' for the nine months ended 'Septembet 30, 1998 frdm S$0.9 million for the corresponding p"eriod in 1997, net income increased to S$9.4 'million (US$5.6 miflion) frbm' a net' ldss of 'S$4.2" million 'and comprehensive income increased to S$9.5 million QJS$5.6 million') from a net loss of'S$4.1 millibn. The Company's' preliminary unaudited income per ordinary share was S$0.93 (US$0.55Y for the nine months ended Septe'mber 30, 1998 as compared with a preliminary unaudited loss per ordinary share of S$0.41 for the corresponding period in 1997.

On December 16, 1998, SingNet (the Company's principal competitor in the Singapore jSP market) announced. various pricing initiatives which include. providing toll free ,local telephone 3access to dial-up subscribers in Singapore. starting ,,January 1, 1999; offe.4ng three months of free basic service to all new subscribers (or six months in the. case of customers switch~.ing. from a.competing service); and providii~g a 30% discount on all leased line access account services. In order to try to preserve its subscrib.,er base and market share, the Company plans t~ respond to SiegNet' 5 new ,pnc ing initiatives. with its own price. reduction and call charge absorption programs for Singapore subscribers. The .Company is currently evaluating the alternative responses available and the timing for their implementation See ".'Risk Factors-Risks Relating to the Company
- Competition," ~"Mahagement' 5 Discussion and Analysis of Financial Condition and Resnlts Qf Operation-. Recent Developments;" ~ and "-Competition'"

8
Immediately prior to the effectiveness of the Registration Statement, Sembawang' Ventures Pte Ltd ("SembVentures") transferred its 50.1% interest in Hong Kong supernet to the Company in exchange for 143,566 Shares, (the "Restructuring").

Prior to 1998, the 'Company held interests in Hong Kong Supernet, as well as several other subsidiaries and associated companies. These interests were transferred to SembVentures on January 2, 1998 in connection with an earlier restructuring' (the' "Disposition") designed to achieve certain operational and administrative efficiencies. See "Certaln Transactions-The 'Disposition." Pursuant to the Restructuring, the Company reacquired a 50.1% interest in Hong Kong Supernet from SembVcntflres. The renaaining entities transferred to SernbVentures in connection with the Disposition were not reacquired by the Company.

Effc&tive ,.October 5, l9"98,~ Se' ,mb,awang C9rporation Ltd. ("SembCorp"), which holds inditecily through SembVentures 74.99% of the Company, and Singapore Technologies Industrial 'Corj$o' ration .Ltd. merged (the "Merger") under a new holding company, SembCorp Industries Ltd. ("SembCorp Industries"). As a result of the Merger, SembCorp Industries now owns 100% of SembCorp and is the indirect majority shareholder of the Company following the Offering. See "Business-Overview" and "Principal and Selling Shareholders."

On October 8, 1998, the Telecommunications Authority of Singapore ("TAS") announced that it was lifting restrictions on the number of licensed ISP operators in Singapore. See "Risk Factors-Competition" and "Business-Government Regulation."

On October 9, 1998, Pacific Internet entered into a' non-binding Memorandum of Understanding (the "MOU") "with Thakral Brothers Pte Ltd ("Thaicral Brothers"), a Singapore company with business interests in India, to enter into a strategic joint venture relating to the operation of an Internet-related and ISP business in India (the "India Joint Venture"). Pacific Jnternet and Thaicral Brothers are expected to own 49% and 51%, respectively, of the India Joint Venture. As the MOU is non-~binding, Pacific Internet can give no assurance as to when or whether the India Joint Venture will be consummated or whether it will be consummated on the terms contemplated in the MOU or at all. See "Business~verview."

The Offering

The Offering

Over-allotment Options

Shares To Be Outstanding
After the Offering

Use of Proceeds

Listing

An offering of 3,000,000 Shares, representing 2,100,000 Shares offered by the Company and 900,000 Shares offered by the Selling Shareholders (the "Offering").

The Company and, the Selling Shareholders have granted to the Underwriters options to purchase up to an additional 187,500 Shares and 187,500 Shares, respectively, solely for the purpose of covering over-allotments, if any. at the initial public offering price set forth on the cover page of this Prospectus, less the underwriting discounts shown. See "Description of Share Capital" and "Underwriting."

12,243,566 Shares. (1)

To finance potential acquisitions in existing and new markets in the Asia-Pa9ific region, fund papital expenditures and for other general corporate purposes, including working capital. See "Use of Proceeds."

The Shares have bee'n approved for listing, subject to official notice of issuance, on the Nasdaq Stock Market's National Market.

9