abc Multiactive Limited — Earnings Release 2001

Feb 25, 2002

Yearly Results announcement form

Name of listed company : abc Multiactive Limited

Stock code : 8131

Year end date : 30th November 2001

Auditors' report : Qualified
Modified
x Neither

Important Note :

This result announcement form only contains extracted information from
and should be read in conjunction with the detailed results announcement
of the issuer, which can be viewed on the GEM website at
http://www.hkgem.com

Currency: HK$'000
(Audited) (Audited)
Quarterly Results Announcement Current Corresponding
Last
Period Period
from 01/12/2000 from 02/03/2000
(Date of
incorporation)
to 30/11/2001 to 30/11/2000
HK$'000 HK$'000

Turnover : 29,777 25,213
Profit/(Loss) from Operations : (95,543) (20,559)
Finance cost : (173) (79)
Share of Profit/(Loss) of Associates : 0 0
Share of Profit/(Loss) of
Jointly Controlled Entites : 0 0
Profit/(Loss) after Taxation & MI : (95,302) (20,638)
% Change Over the Last Period : N/A %
EPS / (LPS) - Basic : (6.17) cent (1.78) cent
(restated,
see note 2)
- Diluted : N/A N/A
Extraordinary (ETD) Gain/(Loss) : 0 0
Profit (Loss) after ETD Items : (95,302) (20,638)
Final Dividend per Share : NIL NIL
(specify if with other options) : N/A N/A
B/C Dates for Final Dividend : N/A to N/A bdi.
Payable Date : N/A
B/C Dates for AGM/SGM : N/A to N/A bdi.
Other Distribution for Current Period: NIL
B/C Dates for Other Distribution : N/A to N/A bdi.
(bdi: both days inclusive)

                                               For and on behalf of 
                                            abc Multiactive Limited                 
                      Signature  :          
                      Name       :               Billy Kin Wah Chan 
                      Title      :                Company Secretary

Responsibility statement

The directors of the Company (the "Directors") as at the date hereof hereby collectively and
individually accept full responsibility for the accuracy of the information contained in this
results announcement form (the "Information") and confirm, having made all reasonable inquiries,
that to the best of their knowledge and belief the Information are accurate and complete in all
material respects and not misleading and that there are no other matters the omission of which
would make the Information herein inaccurate or misleading.The Directors acknowledge that the
Stock Exchange has no responsibility whatsoever with regard to the Information and undertake to
indemnify the Exchange against all liability incurred and all losses suffered by the Exchange
in connection with or relating to the Information.

Remarks:

1. Group Reorganisation and basis of presentation

(a) The Company was incorporated in Bermuda on 2nd March
2000 as an exempted company with limited liability
under the Companies Act 1981 of Bermuda.

(b) Pursuant to a group reorganisation (the "Reorganisation")
which took place on 22nd January 2001 to rationalise the
group structure in preparation for the listing of the
Company's shares on the Growth Enterprise Market ("GEM")
of The Stock Exchange of Hong Kong Limited,
the Company became the holding company of the
Group. The Company's shares were listed on GEM on 31st
January 2001. The Reorganisation was effected as follows:

   (I)  On 16th December 2000, two shares of S$1.00 each 
        of abc Multiactive (Singapore) Pte Limited, (formerly 
        known as Multiactive Software (Singapore) Pte Limited),
        were transferred by Multiactive Software Pty
        Limited ("abc Australia"),a wholly owned 
        subsidiary of Multiactive Software Inc. ("MSI"), to the 
        Company for a considerationof S$2.00

   (II) On 22nd January 2001, pursuant to a directors'
        resolution, abc Australia allotted and issued 99,988 shares
        of AUD$1.00 each to the Company for a consideration
        of AUD$99,988.

        The accounts for the year ended 30th November 2001 have
        been prepared using the acquisition accounting in 
        accordance with Statement of Standard Accounting
        Practice No.27 "Accounting for Group Reconstructions".
        In applying acquisition accounting, the results of 
        subsidiaries acquired during the year are included
        in the accounts from the effective date of their 
        acquisition.

(c) The accounts have been prepared in accordance with
accounting principles generally accepted in Hong Kong
and comply with accounting standards issued by the
Hong Kong Society of Accountants. The accounts are
prepared under the historical cost convention.

(d) During the year, the Group incurred a loss of
HK$95,302,000. The ultimate holding company, MSI,
has agreed to provide financial support to the Group
to continue its operations in the foreseeable future
and to meet the Group's liabilities as they fall due.
Furthermore, a shareholder of the Company, Pacific
East Limited, has confirmed that it will not demand
repayment of its promissory note in the amount of
HK$10,000,000 within twelve months from the balance
sheet date and has agreed to extend the maturity date
of the promissory note to 22nd May 2003.

   The directors are satisfied based upon all of the 
   informationn available to them that it is appropriate
   to prepare the accounts on a going concern basis.

1. Basic loss per share

The calculation of basic loss per share
is based on the Group's loss for the year of
HK$95,302,000 (Period from 2nd March 2000 to 30th November
2000: HK$20,638,000). The basic loss per share is based
on the weighted average of 1,545,585,064 and 1,157,054,964
ordinary shares in issue during the year ended 30th November
2001 and the period ended 30th November 2000, respectively,
on the assumption that the consolidation and subdivision
of shares during the year , as detailed in note 3 below,
had been completed on 2nd March 2000.

No diluted loss per share has been presented as there is
no dilutive potential ordinary share during the year/period.

1. Consolidation and subdivision of shares

On 2nd January 2001, pursuant to a resolution in writing of
the shareholders every eight of the authorised issued and
unissued shares of HK$0.005 each in the share capital of the
Company were consolidated into one share such that the
authorised share capital of the Company became
HK$1,000,000,000 consisting of 25,000,000,000 shares of
HK$0.04 each and the issued share capital of the Company was
HK$12,263,950 consisting of 306,598,750 shares of HK$0.04 each.

Pursuant to the approval of the shareholders of the Company
at the special general meeting held on 14th June 2001, every
one issued and unissued shares of HK$0.04 each in the share
capital of the Company was subdivided into four shares of
HK$0.01 each respectively.