Asia Innovations Group Limited (“ASIG” or the “Company”) today announced that it has entered into a definitive merger agreement (the “Merger Agreement”) with Magnum Opus Acquisition Limited (NYSE: OPA) (“OPA”), a special purpose acquisition company. The proposed business combination transaction (the “Business Combination”) provides for an equity valuation of $2.5 billion for the combined company. The proposed transaction represents the largest consumer Internet SPAC merger announced year to date in 2022.
- ASIG operates an integrated platform of products designed for mobile devices across social, mobile gaming, e-commerce, and payments. As of December 31, 2021, ASIG had more than 400 million registered users located in 150 countries and regions across Asia Pacific, South Asia, the Middle East and North Africa, and North and South America. ASIG’s products include Uplive, one of the largest global live video platforms, leading live social dating apps Lamour and CuteU, and fast-growing ecommerce platform, Hekka.
- ASIG is headquartered in Singapore and has 18 offices worldwide, with more than 1000 employees from 23 countries across five continents.
- Revenue growth reached 100%+ year-on-year in FY2021, which makes ASIG the fastest growing consumer internet company by revenue and at scale to announce a SPAC merger in 2022.
- Mobile and social market penetration remain low in many emerging markets, which, combined with continued high GDP growth, presents extraordinarily positive macroeconomic tailwinds for ASIG. Growth in ASIG user engagement and time spent trends have continued their upward trajectory pre-, during, and post-the COVID-19 pandemic. For example, in 2021, active users spent an average of 62 minutes per day on Uplive.
- Estimated gross transaction proceeds are expected to total $200 million in cash from OPA’s IPO proceeds held in trust (assuming no redemptions), plus up to $150 million from a contemplated post-announcement capital raise. These proceeds, after deducting transaction-related costs, are expected to be used to fuel ASIG’s continued growth by expanding the reach of its products across its active 150 countries and regions, further growing its user base, and pursuing accretive acquisition opportunities.
- On a pro forma basis post-closing, existing ASIG shareholders, all of whom are expected to roll 100% of their equity into the combined company, will own approximately 84% of the resulting equity interest in the combined company, assuming no redemptions by shareholders of OPA.
- The transaction is expected to close in the first quarter of 2023, subject to satisfaction of customary closing conditions and approvals, and was approved unanimously by the board of directors of each of ASIG and OPA. Upon completion of the proposed Business Combination, the combined company will be named “Asia Innovations Group Limited.” ASIG’s ordinary shares are expected to be listed under the proposed new ticker symbol “ASIG” following the consummation of the proposed Business Combination.
Management and Investor Commentary
Andy Tian, Chief Executive Officer of ASIG, said, “Emerging markets from Africa to Asia to South America are currently undergoing a transformation powered by the spread of advanced mobile technology, fast-growing economies, young populations, and rapidly improving infrastructure. ASIG has built a unique, well-diversified global business in the core verticals of social, games, e-commerce, and payments, on an integrated platform with strong synergies that will amplify growth in future years. The proposed merger will combine the best of macro growth in emerging markets and the benefits of being a publicly listed company in the US to transform ASIG into a global mobile powerhouse.”
Jonathan Lin, Chairman and CEO of OPA, said, “We created OPA with the belief that the right SPAC merger creates a synergistic partnership that can unlock shareholder value. It has been a privilege to work closely with Andy and his management team who have pioneered an enterprise of scale with leadership positions in highly strategic emerging markets within the live social category. We believe that ASIG is public market ready and at both a strategic and financial inflection point with the potential to become a top-tier global consumer company. We look forward to bringing our public market experience and enterprise network to empower ASIG.”
Jason Zhao, Partner at Kleiner Perkins, said, “Since Kleiner led ASIG’s first investment round in 2014, we have seen ASIG grow from a concept into a leading global platform that has continuously brought innovative mobile social products to users worldwide. ASIG was one of the first global companies to focus on emerging market mobile products back in 2014 and has since built a unique multi-vertical and multi-region business. Kleiner will continue to support ASIG in its growth into a public leader in emerging markets.”
Ben Harburg, Managing Partner of MSA Capital, said, “Asia Innovations pioneered and popularized mobile-first entertainment and social models that have proven capable of winning both emerging and mature markets by more effectively serving mobile digital native consumers. ASIG’s highly geographically diversified, multi-dimensional product mix is bred to be a leading next-generation social platform for the highest performing markets globally.”
Emerging Market Leader in Mobile Social
Since its inception in 2016, ASIG’s flagship product Uplive has become one of the most popular global live social platforms, connecting hundreds of millions of users across emerging markets via its rich, innovative features including multi-party live video and voice chat rooms, real time translation, and high-fidelity 3D avatars with real time motion tracking. These features, combined with highly localized content for diverse regions, have created a new online global village.
ASIG has also built one of the largest global dating app portfolios for emerging markets. According to SensorTower, ASIG’s CuteU and Lamour ranked #2 and #4, respectively, by downloads in 2021, among global Android dating apps. Both Lamour and CuteU feature many of the innovations from Uplive, such as real time translation, virtual gifts, and live video/voice.
Going forward, ASIG plans to continue to leverage its extensive operational presence and social user base across 150 countries and regions to grow its Direct-to-Consumer Ecommerce platform Hekka, and to bring next generation mobile games from Asia to the rest of the world. These two new verticals are expected to unlock significant synergies, and together build a robust, scalable mobile ecosystem across emerging markets. Finally, ASIG has been creating positive real-world ESG impact, by enabling millions of emerging market creators to earn much-needed income, especially during the pandemic. ASIG has received accolades around the world, including an innovative social app award from Rotana, one of the largest media groups in Middle East, and a US Congressional recognition in 2022 for ASIG’s distinguished service to the autism community.