Yuuzoo And Thomas Zilliacus
Thomas Zilliacus:
Largest shareholder of Yuuzoo, a publicly traded company in Singapore. The Company’s shares are not trading due to suspension by the Singapore stock exchange (https://www.straitstimes.com/business/companies-markets/yuuzoo-suspended-from-trading-after-busting-sgx-deadline)
He is currently investigated by Singapore’s Commercial Affairs Department (https://www.businesstimes.com.sg/companies-markets/yuuzoo-corp-under-investigation-by-cad-for-possible-breaches).
Passport was taken away from him. Gets his passport back by posting a bail bond
Was spotted in exotic locations on his Instagram account http://www.bbc.co.uk/search?q=Thomas Zilliacus when the actual company was going down the drain.
Leaving a long trail of questions instead of a legacy.
PULLING WOOL OVER EVERYONE’s EYES
1. Mobile Future Works
Thomas Zilliacus used Mobile Future Works as a vehicle to consume money from Yuuzoo in the name of salary, amongst others. Even when there was substantial management staff in the company like CEOs, CFOs, etc. The following diagram shows that he was one of the top paid person in Yuuzoo. What actual work did he do? What was his exact remuneration? Who agreed to the initial remuneration contract and authorized it? Was it Zilliacus himself? What was the total paid out to him over the number of years? Did the company ever gained from this specific contribution? Shareholders monies are in question here. Did the authorities ever checked on all this?
2. Sandbox Global
Sandbox Global is a games development company owned by Zilliacus. Apparently Yuuzoo pays Sandbox monthly maintenance fees for building games. The last game Yuuzoo released was 2 years ago. Talking to a Thai staff, who wants to remain anonymous, it was very clear that Yuuzoo’s money was solely running the Sandbox operations. If Yuuzoo did not send money on time, Sandbox staff does not get paid on time. This procedure is highly questionable. Visit the company in Thailand. Talk to the staff. Maybe, do a mystery audit. Yuuzoo shareholders need to know why their money went to Sandbox.
3. Asia Financial Group
It was announced that Yuuzoo secured 30 million dollar funding from a company called Asia Financial Group (https://links.sgx.com/FileOpen/YNG%20secures%2030%20million%20SGD%20capital%20commitment%20agreement.ashx?App=Announcement&FileID=547771).
Google the Internet. You will find out nothing about this mysterious “ swiss-based” group or who owns it. Even a food court operator has better response from Google when searched. The direct results points to a Hongkong listed company.
So who owns this company? Is it Zilliacus. And if it is, is this legal? Did SGX sight the agreement? How could SGX allow such an announcement to go by easily? And the arrangement seriously looks like to toxic arrangement that GEM has. This will only bring yield to “AFG” and Yuuzoo. Not the shareholders.
This Thomas Zilliacus announcement could mislead current shareholders sentiments. If this turns out to be a lie, that the market has been misled, which is a very serious offence.
The biggest joke would be to really find out if this so called “AFG” really has 30 million dollars. Basically this toxic agreement tries its best to get SGX lift the suspension so that Yuuzoo can continue to raise funds with placement a.k.a to continue sucking money from the public.
4. Decisions to buy Relativity Media and Cinram France
Did Zilliacus brought these deals into Yuuzoo so that he can benefit directly or indirectly from them? Very questionable decisions. Who did the due diligence or was there any due diligence even done? Shareholders deserved to know. Funds were definitely dished out in both situations. How were they given and how much? And since Relativity Media deal did not happen, where is the money?
The Cinram deal itself was a myriad of madness, which ended in Yuuzoo losing what it bought, with the judicial recovery proceedings in France. Let us just recount on one of the bizarre aspect of the Cinram France deal.
YuuZoo had announced that YuuLog had been incorporated with a paid-up capital of 500,000 euros. It had also said this was a joint venture with the management of Cinram France and that YuuZoo will own 51 per cent with the latter owning 49 per cent.
SGX queried the amount that YuuZoo will be contributing in terms of equity and whether it will be providing any shareholders’ loan to YuuLog.
It also asked how much the management of Cinram France will be contributing and the name and background of the other key shareholders of YuuLog.
YuuZoo said that there is no shareholders’ loan, that the shareholder agreement is still being discussed and did not disclose the amount to be contributed by Cinram France’s management.
How can YuuZoo set up a joint venture with the management of Cinram France already said to be owning 49 per cent of this joint venture while the shareholder agreement is still being discussed?
On the name and background of the other key shareholders of YuuLog, YuuZoo mentioned that the only other shareholder is “BTV&CO”, but did not mention who are the shareholders of this company.
An online search and a company registry search conducted on October 3 found a French company called YuuLog Europe. However, it has a paid-up capital of only 1,000 euros with just one shareholder by the name of Jean-Jacques François Berthelon.
YuuZoo’s announcement of changes to its board and management on October 2 mentioned that a Jean-Jacques Berthelon, former head of Cinram Logistics France, has been appointed to the new position of Head of Yuulog Europe. So, is the paid-up capital 500,000 euros or 1,000 euros and is the shareholder BTV&CO or Mr Berthelon?
A SHADOW DIRECTOR?
Recently 2 independent directors who joined Yuuzoo resigned merely months after their appointment. This adds to the list of many directors who came and went in a matter of months. Is it because they dare to go against Zilliacus and were removed? Was this the same case for the key management staff? Who actually ran the company all these years? Talking to some Singapore employees, who want to remain anonymous, it was clearly Zilliacus. Even after he stepped down from his positions in Yuuzoo.
The case of the current independent director is also baffling. Mr Su Chun Keat was the audit partner that audited Yuuzoo for the past 2 years. That in itself should raise some alarms. Anthony Williams and Christopher Cheong are rarely seen or heard. Where are all the directors hiding?
Yuuzoo Shareholders Association also looks like a vehicle created by Zilliacus for Zilliacus. We don’t know who are in it and who actually runs this association but it claims that shareholders representing more than 10% of the voting rights have joined. What percentage of voting rights Zilliacus has? Maybe there is only 1 person in this association. The group said that the trading suspension imposed by SGX RegCo had resulted in it losing YuuLog, the logistics operation it had set up in France, in Aug 2018, as the group was unable to raise funds. Speaking to the people in France who are actually directly asoociated in this matter will prove otherwise.
FINNISH or Finished
ON October 2, YuuZoo Corporation (YuuZoo) announced that it has added two new independent directors from Finland and five new members to its top management team. It added that with the two new board appointments, four out of the six board members are from Finland, which it said is ranked No 1 on the 2017 list of the World’s Most Transparent Countries and is outstanding in corporate governance based on the 2017 World Corporate Governance Index.
The fact that YuuZoo has a founder and chairman from Finland has not stopped serious and unanswered questions being raised about its corporate governance, disclosures and accounting practices.
Further, YuuZoo’s principal place of business is not Finland. It is therefore unclear why adding more board members from there would improve the board’s oversight role or YuuZoo’s overall corporate governance.
GEM OR SCAM
GEM sold borrowed shares from Zilliacus before Yuuzoo " issues" them the new shares. So GEM did not own any shares? So Yuuzoo gets money, shareholder pays? Whose pocket does the money actually go to and how? Did the minor shareholders got compromised in the name of raising "working capital"?
Yuuzoo has been issuing shares to GEM at 10% discount to raise funds. GEM wasn' t a major shareholder. Does it mean GEM sold (or pre-sold) Yuuzoo shares whilst buying shares from Yuuzoo? In effect, GEM was acting as an investment bank rather than a financer and was able to earn at least a 10% fee? It would be interesting to understand how GEM Global benefited from Yuuzoo' s desperate financing needs and the effects on shareholders.
SO WHO IS THOMAS ZILLIACUS?
A simple way to sum up Zilliacus is illustrated below by a Thailand staff. Cheating staff salary will catch up, even if you are Finnish.
