4GB Holdings Ltd – Financial statement 2011

. 4GB Holdings Financial Statements For the Period Ended 31 December 2011 Company Registration Number: 050813 1' 50813 H. 19 JUN 21m

4GB Holdings Financial statements for the period ended 31 December 2011 CONTENTS Directors' Report Independent Auditors' Report Income Statement Balance Sheet Statement of Changes in Equity Statement of Cash Flows Notes to the Financial Statements 9-15

4GB Holdings Directors' Report Financial statemets for the period ended 31 December 2011 Directors' Report The Board presents its report and the audited ?nancial statements of 4GB Holdings (?the Company") for the period ended 31 December 2011. Principal Activities The Company was incorporated on 7 October 2010 to act as a holding company. Review of Business Development and State of Affairs The company registered a loss for the period amounting to ?69.896. Dividends The directors do not recommend the payment of a dividend and propose to transfer the loss for the period to reserves. Post Balance Sheet Events There were no particular important events affecting the Company which occurred since the end of the accounting period. Future Developments The Company is not envisaging any changes in operating activities for the forthCOming year. Directors The following have served as directors of the Company during the period under review: Mr. Diego R. Wasmosy Carrasco Mr. Hermany Andrade Junior Mr. Ricardo Saud Directors' ReSponsibilities The Maltese Companies Act, 1995 requires the directors to prepare financial statements for each financial period which give a true and fair view of the state of the affairs of the Company and of the pro?t or loss of the Company for that period. in preparing those financial statements: the directors are required to: . adopt the going concern basis unless it is inappropriate to presume that the Company will continue in the business; . select suitable accounting policies and apply them consistently; make judgments and estimates that are reasonable and prudent; . account for income and charges relating to the accounting period on the accruals basis; . value separately the components of asset and liability items; and 0 report comparative figures corresponding to those of the preceding accounting period.

4GB Holdings Directors' Report Financial statemets for the period ended 31 December 2011 The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the ?nancial statements have been properly prepared in accordance with the Companies Act.1995 enacted in Malta. This responsibility includes designing. implementing and maintaining internal control relevant to the preparation and fair presentation of ?nancial statements that are free from material misstatement, whether due to fraud or error. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Financial Reporting Framework The board has resolved to prepare the Company?s ?nancial statements for the period ended December 31, 2011 in accordance with the Accountancy Profession (General Accounting Principles for Smaller Entities) Regulations, 2009 and the schedule accompanying and forming part of those Regulations. Auditors FG Audit Ltd, have intimated their willingness to continue in of?ce. A proposal to reappoint FG Audit as auditors of the Company will be put to the General Meeting- Approved by the board of directors and signed on its behalf on 31 May 2012 by: (lg/m Mr. Di R. Wasrnosy Carrasco Mr. any, Andra/e Junior Directo Dir Registered Address: 6012. Melita Street, Valletta, Malta 122

4GB Holdings Independent Auditors' Report To the members of 4GB Holdings We have audited the accompanying financial statements of 4GB Holdings set out on pages 5 - 15 which comprise the balance sheet as of 31 December 2011, and the income statement. statement of changes in equity and statement of cash ?ows for the period then ended, and a summary of signi?cant accounting policies and other explanatory notes. Directors? Responsibility for the Financial Statements As also described in the statement of Directors' responsibilities, the directors are responsible for the preparation and fair presentation of these financial statements in accordance with the Accountancy Profession (General Accounting Principles for Smaller Entities) Regulations 2009 and the Schedule accompanying and forming an integral part ofthose Regulations. This responsibility includes: designing. implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. A uditors? Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards of Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the ?nancial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements. whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the entity?s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity?s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors. as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

4GB Holdings Independent Auditors' Report To the members of 4GB Holdings Opinion In our opinion, the financial statements give a true and fair View of the financial position of 4GB Holdings as of 31 December 2011, and of its financial performance and its cash flows for the period then ended in accordance with General Accounting Principals for Smaller Entities. Report on Other Lager? and Regulatory Requirements In our opinion. the financial statements have been prepared in accordance with the Companies Act (Chap. 386). enacted in Malta. which permits compliance with the Accountancy Profession (General Accounting Principles for Smaller Entities} Regulations. 2009 and the Schedule accompanying and forming an integral part of those Regulations, for qualifying entities as prescribed in those regulations. Without qualifying our opinion we draw your attention to disclosures made in note 2. to the ?nancial statements concerning the company's financial position. The ?nancial statements have been prepared on the going concern basis the validity of which depends on the continuing ?nancial support of the company's shareholders. Furthermore. the company has decided to avail itself of the exemption from preparing the consolidated accounts granted by Section 173 of the Maltese Companies Act, 1995. in View of this, the company did not prepare consolidated financial statements for the Group. . Glenn Borg as. behalf of EEG '?tjdit 203A. Melita Business Centre Old Bakery Street, Valletta, VLT1453. Malta. 31 May 2012

4GB Holdings Income Statement 31 December 2011 Revenue Administrative expenses Loss for the period ote 2011 3334 {73230) 163896!

4GB Holdings Balance Sheet As at 31 December 2011 ASSETS Non-Current Assets Intangible assets Property. plant and equipment Investments in subsidiary Total non-current assets Current Assets Trade and other receivables Cash and cash equivalents Total current assets TOTAL ASSETS EQUITY AND LIABILITIES Capital and reserves Share capital Accumulated losses TOTAL EQUITY Liabilities Current Liabilities Other ?nancial liabililes Trade and other payables TOTAL LIABILITIES TOTAL EQUITY AND LIABILITIES The notes on pages 9 to 15 are an integral part of these ?nancial statements. Note 62.495 19.823 82 318 8,828 216 9 044 91,362 250 (69.896) 169,646! 76,371 84,637 161 008 91 362 These ?nancial statements on pages 5 to 15 were approved by the Board of Directors on 31 May 2012 and were signed on its behalf by: Mr. Di do R. Wasmosy Carrasco Directo - Mr. Hennany Endrade Junior

4GB Holdings Statement of Changes in Equity 31 December 2011 Accumulated Share capital losses Total Equity Issue of share capital 250 - 250 Loss for the period - (69.896) (69.896) Equity as at 31 December 2011 250 {69,896} (69,646)

4GB Holdings Statement of Cash Flows 31 December 2011 Cash from operating activities: Loss for the period Depreciation Amortization Loss from operations increase in trade and other receivables increase in trade and other payables Net cash flows used in operating activities Cash ?ows from investing activities: Payments to acquire preperty, plant and equipment Net cash flows used in investing activities Cash flows from financing activities: Issue of share capital Advances from related parties Net cash ?ows from financing activities Net cash increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period Note 10. 2011 (69.896) 27,439 (42,457) (8,828) 1.310 549.975; (261430) 526430! 250 76371 76621 216 216

4GB Holdings Notes to the Financial Statements Financial statements for the period ended 31 December 2011 1. Basis of preparation The financial statements of 4GB Holdings ("the Company") have been prepared in accordance with the Accountancy Profession (General Accounting Principles for Smaller Entities) Regulations, 2009 and the Schedule accompanying and forming an integral part of those Regulations Basis of measurement The financial statements have been prepared on the historical cost basis. Functional and presentation currency The financial statements are presented in Euro which is the Company's functional currency. Transactions in foreign currencies are translated to the functional currency of the Company at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date. The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period, adjusted for effective interest and payments during the period. and the amortised cost in foreign currency translated at the exchange rate at the end of the period. Foreign currency differences arising on retranslation are recognised in pro?t or loss. 2. Going Concern The accompanying financial statements have been prepared assuming that the company will continue to operate as a going concern. The company has a working capital deficiency of 69,646 at December 31, 2011. The company requires additional funds to continue operations and to meet its obligations. These matters raise substantial doubt about the company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The directors have however obtained assurances from the shareholders that the latter will continue to provide financial support to enable it to meet its liabilities as they fall due. While the financial statements have been prepared on the basis of accounting principles applicable to a going concern? several conditions and events cast substantial doubt upon the validity of this assumption. 3. Significant Accounting Policies Intangible assets An acquired intangible asset is recognised only if it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the cost of the asset can be measured reliably. An intangible asset is initially measured at cost, comprising its purchase price and any directly attributable cost of preparing the asset for its intended use. Intangible assets are subsequently carried at cost less any accumulated amortisation and any accumulated impairment losses. Amortisation is calculated to write down the carrying amount of the intangible asset using the straight-line method over its expected useful life. Amortisation of an asset begins when it is available for use and ceases at the earlier of the date that the asset is classified as held for sale (or included in a disposal group that is classi?ed as held for sale) in accordance with Section 24 of GAPSE or the date that the asset is derecognised. Amortisation is based on a useful life of 4 years and is charged to pro?t or loss.

4GB Holdings Notes to the Financial Statements Financial statements for the period ended 31 December 2011 3. Significant Accounting Policies (continued) Property, plant and equipment Recognition and measurement The cost of an item of property, plant and equipment is recognised as an asset when it is probable that the future economic bene?ts that are associated with the asset will ?ow to the entity and the cost can be measured reliably. Property, plant and equipment are initially measured at cost comprising the purchase price, any costs directly attributable to bringing the assets to a working condition for their intended use, and the costs of dismantling and removing the item and restoring the site to which it is located. Subsequent expenditure is capitalised as part of the cost of property, plant and equipment only if it enhances the economic bene?ts of an asset in excess of the previously assessed standard of performance, or it replaces or restores a component that has been separately depreciated over its useful life. After initial recognition, property, plant and equipment may be carried under the cost model, that is at cost less any accumulated depreciation and any accumulated impairment losses, or under the revaluation model, that is at their fair value at the date of the revaluation less any accumulated depreciation and any accumulated impairment losses. After initial recognition land and buildings are carried under the revaluation model. Other property. plant and equipment are carried under the cost model. Depreciation Depreciation is calculated to write down the carrying amount of the asset on a systematic basis over its expected useful life. Depreciation of an asset begins when it is available for use and ceases at the earlier date that the asset is classified as held for sale (or included in a disposal group that is classified as held for sale) in accordance with Section 24 of GAPSE or the date that the asset is derecognised. The depreciation charge for each period is recognised in profit and loss. The rates of depreciation used are the following: IT equipment -25% Investment in subsidiary A subsidiary is an entity which is controlled by the Company. Control is the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. An investment in a subsidiary is initially measured at cost less any impairment loss. Income from investments is recognised only to the extent of distributions received by the cempany from post-acquisition profits. Distributions received in excess of such profits are regarded as a recovery of the investment and are recognised as a reduction of the cost of investment. Rendering of services Revenue from the provision of maintenance support services is recognised in proportion to the stage of completion of the transaction at the balance sheet date. Interest income Interest income is recognised when the inflow of economic benefits associated with the transaction is probable and the amount of income can be measured reliably. Interest income is accrued on a time proportion basis. 10

4GB Holdings Notes to the Financial Statements Financial statements for the period ended 31 December 2011 3. Significant Accounting Policies (continued) Impairment The carrying amounts of the Company's intangible assets. property, plant and equipment, investment property and investment in subsidiary are reviewed at each balance sheet date to determine whether there is any indication of impairment. if any such indication exists, the asset's recoverable amount is estimated. Whenever the carrying amount of an asset exceeds its recoverable amount. an impairment loss is recognised and the carrying amount of the asset is reduced to its recoverable amount. Impairment losses are recognised immediately in pro?t or loss. unless they relate to an asset which is carried at revalued amount. in which case they are treated as a revaluation decrease in accordance with the applicable Section in GAPSE. The carrying amounts of the Company's assets are also reviewed at each balance sheet date to determine whether there is any indication that an impairment loss recognised in prior periods may no longer exist or may have decreased. if any such indication exists, the asset's recoverable amount is estimated. An impairment loss previously recognised is reversed only ifthere has been a change in the estimates used to determine the asset's recoverable amount since the last impairment loss was recognised. When an impairment loss subsequently reverses. the carrying amount of the asset is increased to the revised estimate of its recoverable amount, to the extent that it does not exceed the carrying amount that would have been determined had no impairment loss has been recognised for the asset in prior years. Impairment reversals are recognised immediately in profit or loss, unless they relate to an asset in accordance which is carried at revalued amount, in which case they are treated as a revaluation increase in accordance with the applicable Section in GAPSE. income taxes Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the extent that the tax arises from a transaction or event which is recognised directly in equity, in which case it is recognised in equity. Current tax is based on the taxable profit for the year. as determined in accordance with tax laws. and measured using tax rates, which have been enacted or substantively enacted by the balance sheet date. Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profits. Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss. and differences relating to the investment in subsidiary to the extent that the Company is able to control the timing of the reversal of temporary differences and it is probable that those temporary differences will not reverse in the foreseeable future. Deferred tax assets for the carryforward of unused tax losses are recognised to the extent that it is probable that future taxable pro?t will be available against which the unused tax losses can be utilised. Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled. based on tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date. Trade and other receivables Trade and other receivables are carried at cost less any impairment losses. Trade and other payables Trade and other payables are stated at their nominal value. 11

4GB Holdings Notes to the Financial Statements Financial statements for the period ended 31 December 2011 3. Significant Accounting Policies (continued) Cash and cash equivalents Cash comprises cash on hand and demand deposits. Cash equivalents are short?term investments that are held to meet short-term cash commitments rather than for investment or other purposes. Bank overdrafts. which are repayable on demand and form a integral part of the Company's cash and management, are a component of cash and cash equivalents. 4. Income taxes 2011 Current tax expense - Tax reconciliation: Loss for the period (69,896) Tax at 35% (24454) Tax effect of: Expenses disallowed for tax purposes 24,464 5. Loss for the period 2011 Loss for the period is stated after charging: Auditors? remuneration 575 6. Intangible assets Computer software Cost Additions 83,327 Balance at December 31, 2011 83,327 Amortisation Charge for the year (20.832) Balance at December 31, 2011 90.832} Carrying amount At January 01,2011 At December 31, 2011 62.495 12

4GB Holdings Notes to the Financial Statements Financial statements for the period ended 31 December 2011 7. Property, plant and equipment Cost Additions Balance at December 31, 2011 Depreciation Depreciation charge for the year Balance at December 31, 2011 Carrying amount At January 01,2011 At December 31, 2011 8. Investment in subsidiary undertaking 39,999 ordinary shares of?1 each fully paid up Impairment of investment in subsidiaries At 31 December IT equipment 26,430 26,430 {6,607} 19,823 2011 39,999 (39,999) The company holds a 99.9% voting and equity interest in Bichostars Ltd. Bichostars was formed on 7 October 2010 and was granted a license by the Lotteries and Gaming Authority (LGA) on 25 August 2011 as a class three remote gaming operator to carry on the business of online gaming in accordance with the provisions of the Remote Gaming Regulations. The investment is accounted for at cost less provision for diminution in the value of investment. The registered address of Bichostars is 52?, St. Paul's Street, St. Paul's Bay, SPBB418, Malta. Share capital and reserves of subsidiary The share capital and reserves of the subsidiary at the balance sheet date stood as follows: Ordinary share capital Accumulated losses Deficiency 2011 40.000 (59.360) 519.360! 13

4GB Holdings Notes to the Financial Statements Financial statements for the period ended 31 December 2011 9. Trade and other receivables 2011 Accrued Income 3.333 VAT refundable 3495 3828 10. Cash and cash equivalents Cash and cash equivalents for cash flow Cash and cash equivalents for the purpose of the cash ?ow statement are as follows: 2011 Cash on hand - Bank balances 216 Total cash and cash equivalents in the statement of cash ?ows 216 The company did not have any restrictions on its cash at bank at period end. 11. Share capital 2011 Authorised 1,250 ordinary shares of 4&1 each 1250 1.250 Called-up, issued and 20% paid up 1250 ordinary shares of ?1 each 250 250 The ordinary shares of 4GB Holdings carry identical voting rights at general meeting of the Company, are equally entitled to any distribution of dividends and rank simultaneously for any residual assets of the Company after the settlement of all liabilities in the event of the Company's winding up 14

4GB Holdings Notes to the Financial Statements Financial statements for the period ended 31 December 2011 12. 13. 14. 15. Other financial liabilities 201 1 Loan from shareholders 42,605 Loans from subsidiary 33,?66 T6371 Loans from shareholder and related party are unsecured. interest free and have no fixed date for repayment. Trade and other payables 2011 Accruals 1310 Capital creditors 83.32? 84,637 Commitments and contingencies The company did not have any contingent liabilities as at the end of the reporting period. Related party transactions The company's related parties consist of its shareholders, its subsidiary company and companies under common control. None of the transactions incorporate special terms and conditions and no guarantee was given or received. Transactions with related parties are generally affected on a cost plus basis. 2011 Purchases of intangiable assets 83,327 Transactions with key management personnel There were no transactions with key management personnel during the period under review. 15