eServGlobal Limited Section 708AA(2)(f) Notice (1439U)
October 20 2017 - 1:00AM
UK Regulatory
TIDMESG
RNS Number : 1439U
eServGlobal Limited
20 October 2017
eServGlobal Limited (eServGlobal or the "Company")
SECTION 708AA NOTICE
Sydney: 20 October 2017
eServGlobal (LSE: ESG.L & ASX: ESV.AX), a pioneering digital
transactions technology company "(eServGlobal" or "the Company"),
gives notice in accordance with Section 708AA(2)(f) of the
Corporations Act, 2001 ("the Act") as modified by the Australian
Securities and Investments Commission Corporations (Non-Traditional
Rights Issues) Instrument 2016/84 ("ASIC Instrument 2016/84")
that:
1. The Company will offer to issue without disclosure to
investors under Part 6D.2 of the Act 213,394,663 fully paid
ordinary shares (Shares) at an issue price of $0.15 per share under
a non-renounceable entitlement offer on the basis of one fully paid
ordinary share for every 3 fully paid ordinary shares held at
7:00pm (AEDT) on 24 October 2017 (Record Date) by shareholders
whose address on the Company's register of members is in the United
Kingdom, a member State of the European Union, Australia or New
Zealand (Open Offer).
2. This notice is being given under section 708AA(2)(f) of the
Act as modified by ASIC Instrument 2016/84.
3. As at 20 October 2017, eServGlobal has complied with:
(a) the provisions of Chapter 2M of the Corporations Act as they
apply to the Company; and
(b) section 674 of the Corporations Act.
4. As at 20 October 2017, there is no information:
(a) that has been excluded from a continuous disclosure notice
in accordance with the ASX Listing Rules; and
(b) that investors and their professional advisers would
reasonably require, and would reasonably expect to find in a
disclosure document, for the purpose of making an informed
assessment of:
(i) the assets and liabilities, financial position and
performance, profits and losses and prospects of eServGlobal;
or
(ii) the rights and liabilities attaching to the new Shares.
5. The Open Offer is not expected to have any material effect on
the control of eServGlobal as the current substantial shareholders
are expected to maintain their voting power.
Investors should note the following:
(a) The Open Offer is conducted as an accelerated
non-renounceable entitlement offer with the Directors expecting to
place any shortfall arising from the institutional component of the
Open Offer with new and existing institutional investors.
(b) The Directors expect to place any shortfall arising from the
retail component of the Open Offer, subject to clawback, with
institutional investors. Holders eligible to participate in the
retail component of the Open Offer will not be entitled to apply
for the shortfall.
(c) The proportional interests of eligible shareholders who do
not take up all of their entitlements under the Open Offer will be
reduced.
(d) The Open Offer is being conducted in conjunction with an
institutional placement. Due to the dilution created by the
institutional placement, all existing investors who did not
participate in the institutional placement will be have their
shareholding diluted even though they may take up all their
entitlement to new Shares under the Open Offer.
(e) The proportional interests of shareholders with registered
addresses outside the United Kingdom, a member State of the
European Union, Australia or New Zealand will be reduced because
those shareholders are not entitled to participate in the Open
Offer.
(f) The Open Offer is not a rights issue to which Section 611
Item 10 of the Act applies. Accordingly, no person may increase
their voting power beyond that permitted by Section 606 of the Act,
unless an exception applies.
About eServGlobal
eServGlobal (AIM:ESG, ASX:ESV) is a pioneering digital financial
transactions technology company, enabling financial and
telecommunications service providers to create smoother
transactions for their customers through deep technical expertise
and rapid implementation.
Built on the latest technology platforms, eServGlobal offers a
range of transaction services including digital wallets, commerce,
remittance, recharge, rapid service connection and business
analytics.
eServGlobal combines more than 30 years' experience, with an
agile, future-focused mindset, to align with the requirements of
customers and partners around the globe.
Together with MasterCard and BICS, eServGlobal is a joint
venture partner of the HomeSend global payment hub, enabling
cross-border transfer between bank accounts, cards, mobile wallets,
or cash outlets from anywhere in the world.
For further information, please contact:
eServGlobal www.eservglobal.com
Tom Rowe, Company Secretary investors@eservglobal.com
This information is provided by RNS
The company news service from the London Stock Exchange
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