IT firm sells assets in backdoor-listing play

MANILA, Philippines–Information technology firm iRipple Inc. has opened itself to backdoor-listing prospects through the sale of assets to a third party.

In a disclosure to the Philippine Stock Exchange (PSE) Wednesday, iRipple said its board had approved the sale of substantially all of its assets and the assignment of liabilities to a yet-to-be-determined third party.

It added that the board authorized the company’s president, Victor Javier, to negotiate, execute and sign such agreements, papers and other documentation pursuant to such acquisition.

“The company shall sell substantially all its assets to a third-party in preparation for a contemplated change in primary purpose,” the disclosure said.

The specific terms of the sale have yet to be determined, the company said.

The book value of the current and non-current assets and liabilities considering the possible impairment losses of some receivables would be used to determine the final settlement amount, the disclosure said.

This transaction will still have to be ratified by the stockholders holding at least two-thirds of the outstanding capital stock during a special stockholders meeting scheduled on Feb. 4, 2015.

“This sale would render the corporation incapable of continuing the business or accomplishing the purposes for which it was incorporated. This is in line with the preparations for the contemplated change in primary purpose,” the company added.

iRipple, which is listed on the PSE’s small, medium and emerging board, was incorporated in 2000 to establish, operate, develop, manage and provide software solution projects and related businesses as well as to engage in trading of computer hardware and software products. In 2012, a subsidiary, iRipple Sdn Bhd, was incorporated in Malaysia.

The company is the developer of Barter™ Merchandise Management Solution (MMS), a locally developed software solution designed to support the entire merchandising operations of businesses engaged in the buying and selling of goods. Barter™ MMS integrates point-of-sale (POS) transaction data with back-office business functions. In effect, the software can manage the complete retail process, including supplier, product, customer and user profiles as well as generate the corresponding business documents, reports and data analysis.