DGM Singapore assets, DGM India sold; ADH China closes down

A circular was issued by Asia Digital Holdings plc (ADH), which was incorporated and registered in England and Wales, in May to shareholders. But this apparently slipped under the radar of the industry.

The document gave details on the proposed disposal of DGM India Internet Marketing, selected assets of DGM Asia Pacific, proposed close of ADH Shanghai Information Consulting and proposed liquidation of certain subsidiaries.

In Singapore, ADH entered into a conditional asset purchase agreement on 16 April for the sale of the DGM Singapore assets to Flow Digital, a subsidiary of Omnicom Media Group (OMG), for a total cash consideration of US$250,000.

The purchase includes contracts, business information, records, contract related cash funds and goodwill. Its existing clients include CMC Markets and Far East Hospitality.

DGM Singapore has since been liquidated.

Subsequently in June, OMG consolidated its search brands, running under OMD, PHD and search arm Flow Digital, under the single Resolution Media brand across Asia-Pacific.

Meanwhile, in India, ADH entered into a sale and purchase agreement for the sale of DGM India to Tyroo and Inflection Digital on 4 April for US$461,417. It also entered into an intellectual property transfer agreement with DGM India to transfer all IP rights relating to the DGM business in India to DGM India, for US$153,806.

“Following the disposal of DGM India and the proposed disposal of the DGM Singapore Assets, the company [ADH] will have only one operating subsidiary, ADH China, which was only established in the summer of 2010 to service the requirements of Dell, a regional client of long standing,” the document stated.

“The Dell business did not evolve as expected and, in the absence of investment capital, progress in China has been constrained with limited revenue delivery.”

Hence, ADH also proposed that its corporate vehicle in China, ADH China, a wholly owned foreign entity, enter into a formal closure process. ADH China was closed down last week.

DGM’s operational bases include India, Singapore and China. DGM India has been operating for five years, DGM Singapore has been operating for five years and ADH China has been operating for just under two years.

ADH also intends to liquidate its Singapore, Hong Kong and Philippines based subsidiaries, which have negative net assets and are insolvent. These subsidiaries are Aktiv Digital Asia Pacific, Aktiv Digital Hong Kong, Asia Digital Holdings, Deploy Digital and Deploy Philippines, a rep office.

Once finalised, the liquidation process is expected to result in an improvement in the ADH Group’s balance sheet of about US$812,288.

Upon the completion of the disposals, director and non-executive chairman David Lees will step down from the board, while CEO Adrian Moss (pictured, right) and non-executive director Keith Lassman will continue as directors.

Moss is also the founder of ADH. He was relocated to Shanghai in 2010 to directly oversee DGM’s Greater China operation, while keeping his group responsibilities, after the sale of ADH Australian business, Deal Group Media Pty (DGM Pty).

A company statement said the sale of DGM Pty at the end of October 2010 “strengthened ADH’s balance sheet and cleared the way for the execution of an exciting Asian expansion strategy”.

Julien Courant was appointed as the Singapore-based managing director for Southeast Asia at performance marketing agency DGM in 2011, replacing James Hawkins who is now the managing director at Dentsu Mobius.