On behalf of the Directors, I am pleased to present this Prospectus which is being issued in conjunction with an application by the Company for the listing of its Shares on the National Stock Exchange of Australia.
Rofina is one of the largest specialty retailers of luggage, bags, winter apparel and travel accessories in Malaysia and constantly strives to provide customers with a wide range of products at affordable prices and with good after sales service.
The Group’s current operation is through its 26 retail stores, presence in 3 departmental stores across Malaysia, online and its recently established wholesale business in Australia which commenced in October 2019 with operations in Sydney and Melbourne.
The Group aims to be one of the market leaders in the luggage, bags, winter wear and travel accessories industry and to gain international recognition by carrying a wide range of quality products through the sale and distribution of the innovative designs of its own brand names and distributorships of products of other third party brand owners.
The Group constantly strives to build its brands Rofina, Cosas United and Ragdoll and emerge as a strong contender in every market it steps into, with the objective to achieve sustainable growth and endeavoring to protect the benefits of its Shareholders. On top of that, the Group is looking into expanding internationally having commenced its wholesale operations in Australia and aiming to be a part of the top travel goods companies by 2025.
The Group’s immediate aim is to become a one stop-travel chain to resolve customers’ travel needs. Therefore, the Group’s plan is to continue to expand and upgrade its own products and source for better material, products and brands to introduce to the market. The Group intends to actively cultivate better internal growth within the organisation and enhance the professionalism of its frontline salespeople further to serve the public better.
The health and safety of our employees and their families, as well as our customers and business partners have been and will continue to be our priority. The outbreak of the novel coronavirus (COVID-19) in December 2019 and the recent 2020 Movement Control Order imposed by the Malaysian Government (which has been relaxed by the introduction of the Recovery Movement Control Order introduced on 10 June 2020) has had a negative impact on the business of the Group and may continue to have a negative impact on the sales and profitability of the Group. At this stage, even with the various Economic Stimulus Packages introduced by the Malaysian Government, the cost reduction measures taken by the Group, efforts taken by the Group to leverage on E-Commerce Platform sales and social media marketing and to focus on the sale the Group’s other products being bags, backpacks and handbags, it is not clear what the impact of the coronavirus will be on the Group in the long term. However, the Group believes the impact of the coronavirus on the Group will be temporary. Once the impact of the virus subsides, with its new Australian market, the Company believes it has growth opportunity ahead.
An offer of 14,500,000 Shares is being made under this Prospectus. New Shareholders will hold approximately 9.21% of the Shares in the Company upon completion of the Offer whilst the Directors and their associates will hold approximately 48.56% interest in the Company. The Directors and their associates will be subject to mandatory escrow restrictions preventing them from disposing of their Shares until expiry of the relevant escrow period, details of which are set out in Section 12.12 of this Prospectus. Proceeds from the Offer will be used, amongst others, as general working capital requirements of the Group, listing expenses, market expansion activities, product development and repayment of bank borrowings, details of which are set out in Section 12.1 of this Prospectus.
This Prospectus contains details of the Offer, information on the industry in which the Group operates, the Group’s business and its historical financial performance. Like every other industry and company, the Group is subject to a range of risks some of which are detailed in Section 7. A key risk is the effect of the COVID-19 outbreak which forced the temporary closure of all the Group’s retail stores and led to an unaudited and unreviewed loss of $2.2 million recorded in the Group’s management accounts for the 6 months ended 31 May 2020. This matter is outlined in Section 4.1 and detailed in Section 5.7.
I encourage you to read Section 7 and the whole Prospectus carefully and in its entirety before making your investment decision. No general public offer of Shares will be made under the Offer.
On behalf of my fellow Directors, I look forward to welcoming you as a Shareholder of the Company.
BOON CHIN SOO