Annual report pursuant to Section 13 and 15(d)

ACQUISITIONS OF SUBSIDIARIES

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ACQUISITIONS OF SUBSIDIARIES
 12 Months Ended
Mar. 31, 2024
Business Combination and Asset Acquisition [Abstract]  
ACQUISITIONS OF SUBSIDIARIES ACQUISITIONS OF SUBSIDIARIES
Acquisition of Aviata
Aviata's preeminent position in the air and rail ticketing sectors makes it an important strategic asset to the Group as it works to develop a comprehensive digital fintech ecosystem in Kazakhstan.
On April 26, 2023, the Company completed the acquisition of Aviata by purchasing 100% of its outstanding shares.
As of April 26, 2023, the date of the acquisition of Aviata, the fair value of net assets of Aviata was $9,523. The total purchase price was allocated as follows:
As of April 26, 2023
ASSETS
Cash and cash equivalents $ 448 
Restricted cash 105 
Brokerage and other receivables 1,313 
Loans issued 1,078 
Fixed assets 63 
Intangible assets 8,779 
Other assets 1,221 
TOTAL ASSETS 13,007 
LIABILITIES
Trade payables 1,606 
Current tax liabilities 14 
Other liabilities 1,864 
TOTAL LIABILITIES 3,484 
Net assets acquired 9,523 
Goodwill 21,795 
Total purchase price $ 31,318 
Acquisition of Internet-Tourism
As of April 26, 2023 the Company completed the acquisition of Internet-Tourism by purchasing 100% of its authorized capital. The Company acquired Internet-Tourism in order to accelerate its growth in digital sector. The fair value of net assets of Internet-Tourism was $1,359 . The total purchase price was allocated as follows:
As of April 26, 2023
ASSETS:
Cash and cash equivalents $ 523 
Brokerage and other receivables 838 
Loans issued 62 
Fixed assets 89 
Intangible assets 959 
Other assets 591 
TOTAL ASSETS 3,062 
LIABILITIES
Trade payables 644 
Other liabilities 1,059 
TOTAL LIABILITIES 1,703 
Net assets acquired 1,359 
Goodwill 640 
Total purchase price $ 1,999 
Acquisition of Arbuz
As of March 31, 2023, the Company held a 25% equity interest in Arbuz. On April 14, 2023, the Company acquired an additional 5.42% of Arbuz's shares. On May 22, 2023, the Company purchased a further 8.36% of Arbuz's shares, resulting in a total equity interest of 38.78% in Arbuz. With the inclusion of Timur Turlov's individual ownership interest in Arbuz of 18.08% that was acquired before March 31, 2023, the Company effectively obtained control over Arbuz with its purchase on May 22, 2023. During three months ended December 31, 2023, the Company acquired additional 12.81% of Arbuz's shares resulting in total equity interest of 94.73% in Arbuz.
The fair value of Arbuz on the date of the acquisition was $11,685. The total purchase price was allocated as follows:
As of May 22, 2023
ASSETS
Cash and cash equivalents $ 731 
Brokerage and other receivables 591 
Fixed assets 2,383 
Intangible assets 15,154 
Loans issued 157 
Right-of-use assets 1,097 
Other assets 5,002 
TOTAL ASSETS 25,115 
LIABILITIES
Trade payables 2,559 
Current tax liabilities 11 
Lease liability
 1,186 
Other liabilities 9,674 
TOTAL LIABILITIES 13,430 
Net assets acquired 11,685 
Goodwill 14,961 
Purchase price 13,281 
Revaluation of purchase price previously held interest
 1,040 
Fair value of NCI
 12,325 
Total purchase price $ 26,646 
Acquisition of ReKassa
As of July 26, 2023 the Company completed the acquisition of ReKassa by purchasing 90% of its authorized capital. The Company acquired ReKassa in order to accelerate its growth in digital sector. The fair value of net assets of ReKassa was $2,555. The total purchase price was allocated as follows:

As of July 26, 2023
ASSETS
Cash and cash equivalents $ 654 
Brokerage and other receivables 125 
Loans issued 177 
Fixed assets 14 
Intangible assets 1,680 
Other assets 11 
TOTAL ASSETS 2,661 
LIABILITIES
Trade payables 15 
Lease liabilities 42 
Other liabilities 49 
TOTAL LIABILITIES 106 
Net assets acquired 2,555 
Goodwill 560 
Purchase price 2,600 
Non-cash consideration 259 
Fair value of NCI 256 
Total purchase price $ 3,115 
Acquisition of DITel
As of January 9, 2024 the Company completed the acquisition of DItel by purchasing 100% of its authorized capital.

The Company acquired DItel as part of its strategy to enter the telecommunications sector in Kazakhstan. The fair value of net assets of DItel was $ 1,056. The total purchase price was allocated as follows:
As of January 9, 2024
ASSETS
Cash and cash equivalents $ 3 
Brokerage and other receivables 29 
Fixed assets 132 
Intangible assets 858 
Other assets 62 
TOTAL ASSETS 1,084 
LIABILITIES
Trade payables 7 
Other liabilities 21 
TOTAL LIABILITIES 28 
Net assets acquired 1,056 
Goodwill 47 
Total purchase price $ 1,103