AP Global Corporation LLP - LLP accounts 18.2

REGISTERED NUMBER: OC346322 (England and Wales)

REPORT OF THE MEMBERS AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31ST DECEMBER 2018

FOR

AP GLOBAL CORPORATION LLP

(FORMERLY KNOWN AS ASTROPAY LLP)

Page

General Information

1

Report of the Members

2

Report of the Independent Auditors

5

Statement of Comprehensive Income

7

Balance Sheet

9

Reconciliation of Members' Interests

10

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DESIGNATED MEMBERS:

Tikrel Investment S.A.

J J Correa Cubas

REGISTERED OFFICE:

4 King's Bench Walk

Temple

London

EC4Y 7DL

REGISTERED NUMBER:

OC346322 (England and Wales)

AUDITORS:

Kirk Rice LLP

Statutory Auditors

The Courtyard

High Street

Ascot

Berkshire

SL5 7HP

SOLICITORS:

Preiskel & Co LLP

4 King's Bench Walk

Temple

London

EC4Y 7DL

The members present their report with the financial statements of the LLP for the year ended 31st December 2018.

PRINCIPAL ACTIVITY

AP Global Corporation LLP (the "Company" or the "LLP") is a recognised cross-border payments processor, enabling international merchants

access end users (customers) in Latin America and other high growth markets.

The Company focuses on providing alternative payment methods to end users who are typically unbanked or underbanked, and therefore do not

have international credit / debit cards and find it difficult to purchase digital goods on international websites.

The Company has served more than 400 international merchants under two main segments:

Segment

Astropay.com

Dlocal.com

Focus

E-gaming merchants

E-commerce merchants and payment
service providers

From 2019 onwards, the Company will serve merchants only under the Astropay.com segment.

The Company assists these merchants sell digital goods to and collect payments from end users located in high growth markets.

The Company offers several alternative payment methods, through collaboration and technical integration with regional financial institutions and

acquiring banks: i) locally issued credit and debit cards; ii) online bank transfers from the end users' bank accounts; iii) invoices issued by the

merchant, paid by the user in local regulated banks; and iv) closed loop pre-paid vouchers in the Astropay.com segment.

REVIEW OF BUSINESS

Financial Overview and Strategic Outlook

The Company has continued to grow organically in 2018.

During 2018, the Company has achieved Gross revenues from payment processing of $59.7m (2017: $44.3m), Net revenues from payment

processing of $52.8m (2017: $33.9m), and EBITDA of $44.9m (2017: $23.8m).

The growth was achieved across the Company's two main segments Astropay.com and Dlocal.com.

USD

2018

2017

Annual growth %

$m

Astropay.com

Gross Revenues from payment processing

55.8

25.7

118%

Net Revenues from payment processing

50.7

21.5

136%

EBITDA

43.8

17.6

149%

Dlocal.com

Gross Revenues from payment processing

3.9

18.6

(79)%

Net Revenues from payment processing

2.1

12.4

(83)%

EBITDA

1.1

6.2

(84)%

Total

Gross Revenues from payment processing

59.7

44.3

35%

Net Revenues from payment processing

52.8

33.9

56%

EBITDA

44.9

23.8

88%

Leveraging its position as a recognised payments provider in Latin America, the Company's strategy is to continue its organic growth into other

high growth markets.

Separation between Astropay.com and Dlocal.com

Since 2016, the Company has commenced the process of separating its two segments Astropay.com and Dlocal.com into separate and

independent corporate and legal entities to focus on their respective focus areas.

During 2017, as reported previously, the Company made significant progress on this agenda through separation of the technology platform,

appointing separate management teams and establishing separate corporate structures, and commencing the process of moving / novating the

merchant agreements and related costs in relation to the Dlocal.com segment into a separate corporate structure, the financial results of which are

not reported in these financial statements of the Company.

During 2018, the Company has continued the separation of all aspects between Astropay.com and Dlocal.com. This process was fully completed

in September 2018. Therefore, whereas some limited results in relation to Dlocal.com were recognised in the Company's 2018 financial

statements, given the full completion of the separation, it is expected that no further results in relation to Dlocal.com will be recognised in the

financial statements of the Company for 2019.

DESIGNATED MEMBERS

The designated members during the year under review were:

S E Fogel Kaplan - resigned 11 May 2018

Tikrel Investment S.A.

J J Correa Cubas - appointed 11 May 2018

RESULTS FOR THE YEAR AND ALLOCATION TO MEMBERS

The profit for the year before members' remuneration and profit shares was $44,151,806 (2017 - $22,933,655 profit).

MEMBERS' INTERESTS

Members are permitted to make drawings in anticipation of profits which will be allocated to them. The amount of such drawings is agreed

between the members at the beginning of the financial year, taking into account the anticipated cash needs of the LLP. Any variation will be

agreed by the members.

Profits are allocated and divided between members after the finalisation of the financial statements. Prior to the allocation of profits and their

division between members, drawings and on-account profit distributions are shown in debtors. Unallocated profits are shown in ''Members' other

interests''.

New members are required to subscribe a minimum level of capital and in subsequent years members may be invited to subscribe for further

capital depending on the needs of the business. Capital is repaid to members on retirement or on leaving the partnership. Capital is normally

repaid within six months.

PRESENTATIONAL CURRENCY

The accounts are stated in US dollars as it is the Partners' opinion that this is the functional currency in which the LLP transacts. All other

currencies are ultimately converted, consolidated and held in US dollars.

STATEMENT OF MEMBERS' RESPONSIBILITIES

The members are responsible for preparing the Report of the Members and the financial statements in accordance with applicable law and

regulations.

Legislation applicable to limited liability partnerships requires the members to prepare financial statements for each financial year. Under that

law the members have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice

(United Kingdom Accounting Standards and applicable law). Under legislation applicable to limited liability partnerships the members must not

approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the LLP and of the profit or

loss of the LLP for that period. In preparing these financial statements, the members are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the LLP will continue in business.

The members are responsible for keeping adequate accounting records that are sufficient to show and explain the LLP's transactions and disclose

with reasonable accuracy at any time the financial position of the LLP and enable them to ensure that the financial statements comply with the

Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006)

Regulations 2008. They are also responsible for safeguarding the assets of the LLP and hence for taking reasonable steps for the prevention and

detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the members are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the

LLP's auditors are unaware, and each member has taken all the steps that he ought to have taken as a member in order to make himself aware of

any relevant audit information and to establish that the LLP's auditors are aware of that information.

AUDITORS

The auditors, Kirk Rice LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE MEMBERS:

Tikrel Investment S.A. - Designated member

6th March 2019

Opinion

We have audited the financial statements of AP Global Corporation LLP (the 'LLP') for the year ended 31st December 2018 which comprise the

Statement of Comprehensive Income, Balance Sheet, Reconciliation of Members' Interests, Cash Flow Statement and Notes to the Cash Flow

Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has

been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The

Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the LLP's affairs as at 31st December 2018 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006 as applied to LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under

those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are

independent of the LLP in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including

the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the

audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:

-	the members' use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or

-

the members have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about the

LLP's ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the

financial statements are authorised for issue.

Other information

The members are responsible for the other information. The other information comprises the information in the Report of the Members, but does

not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we

do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the

other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be

materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there

is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have

performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to

report in this regard.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Companies Act 2006 as applied to LLPs requires us to report to you if, in

our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of members

As explained more fully in the Statement of Members' Responsibilities set out on page three, the members are responsible for the preparation of

the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the members determine

necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the members are responsible for assessing the LLP's ability to continue as a going concern, disclosing, as

applicable, matters related to going concern and using the going concern basis of accounting unless the members either intend to liquidate the

LLP or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether

due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not

a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can

arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at

www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the LLP's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006 as applied to

LLPs by the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008. Our audit work has

been undertaken so that we might state to the LLP's members those matters we are required to state to them in a Report of the Auditors and for no

other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the LLP and the LLP's

members as a body, for our audit work, for this report, or for the opinions we have formed.

Timothy Neale (Senior Statutory Auditor)

for and on behalf of Kirk Rice LLP

Statutory Auditors

The Courtyard

High Street

Ascot

Berkshire

SL5 7HP

7th March 2019

GROSS REVENUES FROM PAYMENT

PROCESSING

3

55,846,153

3,886,163

59,732,316

Cost of sales from payment

processing

(5,149,796

)

(1,813,962

)

(6,963,758

)

NET REVENUES FROM PAYMENT

PROCESSING

50,696,357

2,072,201

52,768,558

Administrative expenses

(7,498,773

)

(1,117,979

)

(8,616,752

)

OPERATING PROFIT

5

43,197,584

954,222

44,151,806

PROFIT FOR THE FINANCIAL YEAR BEFORE

MEMBERS' REMUNERATION AND PROFIT

SHARES AVAILABLE FOR DISCRETIONARY

DIVISION AMONG MEMBERS

43,197,584

954,222

44,151,806

PROFIT FOR THE FINANCIAL YEAR BEFORE

MEMBERS' REMUNERATION AND PROFIT

SHARES

44,151,806

Members' remuneration charged as an expense

6

(44,151,806

)

PROFIT FOR THE FINANCIAL YEAR

AVAILABLE FOR DISCRETIONARY DIVISION

AMONG MEMBERS

-

OTHER COMPREHENSIVE INCOME

-

TOTAL COMPREHENSIVE INCOME FOR THE

YEAR

-

GROSS REVENUES FROM PAYMENT

PROCESSING

3

25,660,845

18,617,626

44,278,471

Cost of sales from payment

processing

(4,177,367

)

(6,244,656

)

(10,422,023

)

NET REVENUES FROM PAYMENT

PROCESSING

21,483,478

12,372,970

33,856,448

Administrative expenses

(4,249,934

)

(6,672,859

)

(10,922,793

)

OPERATING PROFIT

5

17,233,544

5,700,111

22,933,655

PROFIT FOR THE FINANCIAL YEAR BEFORE

MEMBERS' REMUNERATION AND PROFIT

SHARES AVAILABLE FOR DISCRETIONARY

DIVISION AMONG MEMBERS

17,233,544

5,700,111

22,933,655

PROFIT FOR THE FINANCIAL YEAR BEFORE

MEMBERS' REMUNERATION AND PROFIT

SHARES

22,933,655

Members' remuneration charged as an expense

6

(22,933,655

)

PROFIT FOR THE FINANCIAL YEAR

AVAILABLE FOR DISCRETIONARY DIVISION

AMONG MEMBERS

-

OTHER COMPREHENSIVE INCOME

-

TOTAL COMPREHENSIVE INCOME FOR THE

YEAR

-

FIXED ASSETS

Intangible assets

7

467,769

672,258

CURRENT ASSETS

Debtors

8

9,481,946

26,455,904

Cash at bank

19,275,049

9,793,539

28,756,995

36,249,443

CREDITORS

Amounts falling due within one year

9

(23,216,583

)

(32,051,732

)

NET CURRENT ASSETS

5,540,412

4,197,711

TOTAL ASSETS LESS CURRENT LIABILITIES

and

NET ASSETS ATTRIBUTABLE TO MEMBERS

6,008,181

4,869,969

LOANS AND OTHER DEBTS DUE TO

MEMBERS

10

6,008,181

4,869,969

TOTAL MEMBERS' INTERESTS

Loans and other debts due to members

10

6,008,181

4,869,969

The financial statements were approved by the members of the LLP on 6th March 2019 and were signed by:

Tikrel Investment S.A. - Designated member

EQUITY

DEBT

TOTAL

Members'

Loans and other debts due to

MEMBERS'

other

members less any amounts due

INTERESTS

interests

from members in debtors

Other

reserves

amounts

Total

$

Amount due to members

4,869,969

Amount due from members

-

Balance at 1st January 2018

-

4,869,969

Members' remuneration charged as an

expense, including employment and

retirement benefit costs

-

44,151,806

Profit for the financial year available for

discretionary division among members

-

Members' interests after profit for the year

-

49,021,775

Drawings

-

(43,013,555

)

(43,013,555

)

Transfer capital

-

(39

)

(39

)

Amount due to members

6,008,181

Amount due from members

-

Balance at 31st December 2018

-

6,008,181

EQUITY

DEBT

TOTAL

Members'

Loans and other debts due to

MEMBERS'

other

members less any amounts due

INTERESTS

interests

from members in debtors

Other

reserves

amounts

Total

$

Amount due to members

3,710,248

Amount due from members

-

Balance at 1st January 2017

-

3,710,248

Members' remuneration charged as an

expense, including employment and

retirement benefit costs

-

22,933,655

Profit for the financial year available for

discretionary division among members

-

Members' interests after profit for the year

-

26,643,903

Drawings

-

(21,773,934

)

(21,773,934

)

Amount due to members

4,869,969

Amount due from members

-

Balance at 31st December 2017

-

4,869,969

Cash flows from operating activities

Cash generated from operations

1

52,867,617

16,840,072

Net cash from operating activities

52,867,617

16,840,072

Cash flows from investing activities

Development of intangible fixed assets

(372,513

)

(548,391

)

Net cash from investing activities

(372,513

)

(548,391

)

Cash flows from financing activities

Transactions with members and former members

Payments to members

(43,013,555

)

(21,773,934

)

Transfer of contribution

(39

)

-

Net cash from financing activities

(43,013,594

)

(21,773,934

)

Increase/(decrease) in cash and cash equivalents

9,481,510

(5,482,253

)

Cash and cash equivalents at beginning of year

2

9,793,539

15,275,792

Cash and cash equivalents at end of year

2

19,275,049

9,793,539

1.	RECONCILIATION OF PROFIT FOR THE FINANCIAL YEAR AVAILABLE FOR DISCRETIONARY DIVISION AMONG MEMBERS TO CASH GENERATED FROM OPERATIONS

31.12.18

31.12.17

$

Profit for the financial year available for discretionary division among members

-

Members' remuneration charged as an expense

44,151,806

22,933,655

Amortisation charges

577,002

300,481

44,728,808

23,234,136

Decrease/(increase) in trade and other debtors

16,973,958

(17,583,976

)

(Decrease)/increase in trade and other creditors

(8,835,149

)

11,189,912

Cash generated from operations

52,867,617

16,840,072

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet

amounts:

Year ended 31st December 2018

31.12.18

1.1.18

$

Cash and cash equivalents

19,275,049

9,793,539

Year ended 31st December 2017

31.12.17

1.1.17

$

Cash and cash equivalents

9,793,539

15,275,792

1.	STATUTORY INFORMATION

AP Global Corporation LLP is registered in England and Wales. The LLP's registered number and registered office address can be found

on the General Information page.

The presentation currency of the financial statements is the US Dollar ($).

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The annual report and financial statements have been prepared in accordance with applicable United Kingdom accounting standards

including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102),

the Statement of Recommended Practice ‘Accounting by Limited Liability Partnerships’ issued in January 2017 (SORP) and the

Companies Act 2006 (as applied to LLPs). The financial statements have been prepared on a going concern basis under the historical

cost convention.

Gross revenues from payment processing

Gross revenue is earned from two different streams:

Transaction fees - charged to the merchants for the provision of the payment services, recognised when a transaction is entered into by

the customer with the merchant; and

Foreign exchange conversion fees - represent the charges on converting the transaction payments from local to international currency,

which are recognised at the time of the transaction.

Net Revenues from payment processing

Net revenues represent the Gross revenues less the Cost of Sales payable by the Company to process the transactions.

Intangible assets

Development costs are capitalised where there is expected to be a benefit to future periods and the following conditions are met:

(i) It is technically feasible to complete the research or development so that the product will be available for use or sale; and

(ii) It is intended to use or sell the product being developed; and

(iii) The Company is able to use or sell the product; and

(iv) It can be demonstrated that the product will generate probable future economic benefits; and

(v) Adequate technical, financial and other resources exist so that product development can be completed and subsequently used or sold;

and

(vi) Expenditure attributable to the research and development work can be reliably measured.

Capitalised development expenditure is stated at cost less accumulated amortisation and impairment losses and amortised over its useful

economic life. Assessments of useful economic life range from 3 to 5 years, and are assets are regularly reviewed for impairment

Amortisation is included in administrative expenses in the statement of comprehensive income.

All other research and development expenditure is recognised as an expense in the period in which it is incurred.

Foreign currencies

Assets and liabilities in foreign currencies are translated into US dollars at the rates of exchange ruling at the balance sheet date.

Transactions in foreign currencies are translated into US dollars at the rate of exchange ruling at the date of transaction. Exchange

differences are taken into account in arriving at the operating result.

Taxation

Taxation on all the LLP’s profits is solely the personal liability of individual members and is not dealt with in these financial statements.

3.

GROSS REVENUES FROM PAYMENT PROCESSING

Analysis of Revenues by Class of Business

Gross Revenues from payment processing

2018

2017

YOY
Growth

$

Dlocal (e-commerce merchants)

3,886,163

18,617,626

(79%

)

Astropay (e-gaming merchants)

55,846,153

25,660,845

118%

Total

59,732,316

44,278,471

35%

Net Revenues from payment processing

YOY

2018

2017

Growth

$

Dlocal (e-commerce merchants)

2,072,201

12,372,970

(83%

)

Astropay (e-gaming merchants)

50,696,357

21,483,478

136%

Total

52,768,558

33,856,448

56%

Given the separation between Astropay.com and Dlocal.com, the Company expects that this is the final year that the Company reports

the results arising from Astropay.com activities and from Dlocal.com activities in the Notes to the Financial Statements to show the

separate income streams arising from different segments of the business.

4.	EMPLOYEE INFORMATION

There were no staff costs for the year ended 31st December 2018 nor for the year ended 31st December 2017.

5.	OPERATING PROFIT

The operating profit is stated after charging:

31.12.18

31.12.17

$

Development costs amortisation

577,002

300,481

Auditors' remuneration

25,507

28,332

6.	INFORMATION IN RELATION TO MEMBERS

31.12.18

31.12.17

$

Members' remuneration charged as an expense

Automatic division of profit

44,151,806

22,933,655

31.12.18

31.12.17

$

The amount of profit attributable to the member with the largest entitlement was

44,148,947

22,933,632

31.12.18

31.12.17

The average number of members during the year was

2

7.	INTANGIBLE FIXED ASSETS

Development

costs

$

COST

At 1st January 2018

1,120,964

Additions

372,513

At 31st December 2018

1,493,477

AMORTISATION

At 1st January 2018

448,706

Amortisation for year

577,002

At 31st December 2018

1,025,708

NET BOOK VALUE

At 31st December 2018

467,769

At 31st December 2017

672,258

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.18

31.12.17

$

Trade debtors

8,773,751

25,669,895

Other debtors

604,049

318,749

Prepayments and accrued income

104,146

467,260

9,481,946

26,455,904

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.18

31.12.17

$

Trade creditors

20,313,009

27,473,778

Other creditors

2,047,722

4,350,315

Accrued expenses

855,852

227,639

23,216,583

32,051,732

10.

LOANS AND OTHER DEBTS DUE TO MEMBERS

31.12.18

31.12.17

$

Amounts owed to members in respect of profits

6,008,181

4,869,969

Falling due within one year

6,008,181

4,869,969

Members’ capital ranks after other creditors on a winding up.

11.	RELATED PARTY DISCLOSURES

During the year, AP Global Corporation LLP was provided with technology and support services by one of its members, Tikrel

Investments SA, at the cost of $2,694,545 (2017: $3,800,964). At the year end, an amount of $864,720 (2017: $628,674) was

outstanding.

During the year, certain corporate entities under common control acted as collection agent for revenues to the Company, for which they

received fee payments totalling $4,854,451 (2017: $7,831,316). At the year end, an amount of $3,760,973 (2017: $18,094,686) was

owed by the corporate entities to AP Global Corporation LLP and recognised within the Debtor's balance of LLP's balance sheet. The

following corporate entities provided such services to the LLP: AP Brasil Consultoria Empresarial Ltd, AP Peru, AP Argentina, Colonia

Campesina SA, Webpay SRL, Tikrel Colombia SAS, Dlocal Pte, El Agora SA, Pagos y Servicios Astropay Ltda, Astro Pay Panama S.A,

Tikrel Mexico SRL de CV, Galactic Mark Limited (HK), Soluciones Digitales y Financieras and Payment HUB.

12.	ULTIMATE CONTROLLING PARTY

The controlling party is Tikrel Investment S.A. .

There is no ultimate controlling party.