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ESG Eservglobal Limited

5.45
0.00 (0.00%)
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Eservglobal Limited LSE:ESG London Ordinary Share AU000000ESV3 ORD NPV (DI)
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 5.45 5.40 5.50 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

eServGlobal Limited Appendix 3B (1438U)

20/10/2017 7:00am

UK Regulatory


Eservglobal (LSE:ESG)
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TIDMESG

RNS Number : 1438U

eServGlobal Limited

20 October 2017

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement,

application for quotation of additional securities

and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

 
Name of entity 
eServGlobal Limited 
------------------- 
 
 
ABN 
59 052 947 743 
-------------- 
 

We (the entity) give ASX the following information.

Part 1 -- All issues

You must complete the relevant sections (attach sheets if there is not enough space).

 
 1    +Class of +securities                                       Ordinary Fully Paid Shares 
       issued or to be 
       issued 
 
 2    Number of +securities                                       ANREO- 213,394,663 
       issued or to be                                             Institutional Placement-53,272,003 
       issued (if known) 
       or maximum number 
       which may be issued 
                                                                 -------------------------------------- 
 3    Principal terms                                             Ordinary Fully Paid Shares 
       of the +securities 
       (e.g. if options, 
       exercise price 
       and expiry date; 
       if partly paid 
       +securities, the 
       amount outstanding 
       and due dates 
       for payment; if 
       +convertible securities, 
       the conversion 
       price and dates 
       for conversion) 
                                                                 -------------------------------------- 
 
 4    Do the +securities                                          Yes 
      rank equally in 
      all respects from 
      the +issue date 
      with an existing 
      +class of quoted 
      +securities? 
 
      If the additional 
      +securities do 
      not rank equally, 
      please state: 
       *    the date from which they do 
 
 
       *    the extent to which they participate for the next 
            dividend, (in the case of a trust, distribution) or 
            interest payment 
 
 
       *    the extent to which they do not rank equally, other 
            than in relation to the next dividend, distribution 
            or interest payment 
                                                                 -------------------------------------- 
 
      Issue price or 
 5     consideration                                              $0.15 
                                                                 -------------------------------------- 
 
 6    Purpose of the                                              Anticipated equity investment 
       issue                                                       in HomeSend for the short 
       (If issued as                                               and medium term. 
       consideration                                               Funding for further cost 
       for the acquisition                                         reductions within core 
       of assets, clearly                                          business 
       identify those                                              Working capital and transaction 
       assets)                                                     fees 
                                                                   Discharge of debt to 
                                                                   Lombard Odier 
                                                                 ------------------------------------------------------- 
 
 6a   Is the entity                                               No 
       an +eligible entity 
       that has obtained 
       security holder 
       approval under 
       rule 7.1A? 
 
       If Yes, complete 
       sections 6b - 
       6h in relation 
       to the +securities 
       the subject of 
       this Appendix 
       3B, and comply 
       with section 6i 
                                                                 ------------------------------------------------------- 
 
 6b   The date the security                                       - 
       holder resolution 
       under rule 7.1A 
       was passed 
                                                                 ------------------------------------------------------- 
 
 6c   Number of +securities                                       - 
       issued without 
       security holder 
       approval under 
       rule 7.1 
                                                                 ------------------------------------------------------- 
 
 6d   Number of +securities                                       - 
       issued with security 
       holder approval 
       under rule 7.1A 
                                                                 ------------------------------------------------------- 
 
 6e   Number of +securities                                       - 
       issued with security 
       holder approval 
       under rule 7.3, 
       or another specific 
       security holder 
       approval (specify 
       date of meeting) 
                                                                 ------------------------------------------------------- 
 
 6f   Number of +securities                                       - 
       issued under an 
       exception in rule 
       7.2 
                                                                 ------------------------------------------------------- 
 
 6g   If +securities                                              - 
       issued under rule 
       7.1A, was issue 
       price at least 
       75% of 15 day 
       VWAP as calculated 
       under rule 7.1A.3? 
       Include the +issue 
       date and both 
       values. Include 
       the source of 
       the VWAP calculation. 
                                                                 ------------------------------------------------------- 
 
 6h   If +securities                                              - 
       were issued under 
       rule 7.1A for 
       non-cash consideration, 
       state date on 
       which valuation 
       of consideration 
       was released to 
       ASX Market Announcements 
                                                                 ------------------------------------------------------- 
 
      Calculate the 
       entity's remaining 
       issue capacity 
       under rule 7.1 
       and rule 7.1A 
       - complete Annexure 
       1 and release 
       to ASX Market 
 6i    Announcements                                              42,755,596 
                                                                 ------------------------------------------------------- 
 
 7      +Issue dates                                              30 October 2017- 228,978,720 
         Note: The issue                                           20 November 2017- 37,687,946 
         date may be prescribed 
         by ASX (refer 
         to the definition 
         of issue date 
         in rule 19.12). 
         For example, the 
         issue date for 
         a pro rata entitlement 
         issue must comply 
         with the applicable 
         timetable in Appendix 
         7A. 
         Cross reference: 
         item 33 of Appendix 
         3B. 
 
                                                                  Number                                +Class 
                                                                 ------------------------------------  ----------------- 
        Number and +class 
         of all +securities 
         quoted on ASX 
         (including the 
         +securities in                                                                                 Ordinary Fully 
 8       section 2 if applicable)                                 906,850,662                           Paid Shares 
                                                                 ------------------------------------  ----------------- 
 
 
 
                               Number        +Class 
                              ------------  ------------------- 
                                             Options issued 
                                              under the ESOP 
                                              exercisable for 
                                              $0.36. 
 
      Number and +class          1,640,000    Executive Options 
       of all +securities                     exercisable for 
       not quoted on                          $0.21 
       ASX (including           11,000,000 
       the +securities                        Employee Options 
       in section 2 if                        exercisable for 
 9     applicable)               3,875,000    $0.21 
                              ------------  ------------------- 
 
 10   Dividend policy          N/A 
       (in the case of 
       a trust, distribution 
       policy) on the 
       increased capital 
       (interests) 
                              --------------------------------- 
 

Part 2 -- Pro rata issue

 
 11   Is security holder          No 
       approval required? 
                                 ----------------------------- 
 
 12   Is the issue renounceable   Non-renounceable 
       or non-renounceable? 
                                 ----------------------------- 
 
 13   Ratio in which              One ordinary fully paid 
       the +securities             share for every 3 ordinary 
       will be offered             fully paid shares held 
                                   at the Record Date 
 
 14   +Class of +securities       Ordinary Fully Paid 
       to which the offer          Shares 
       relates 
                                 ----------------------------- 
 
 15   +Record date to             24 October 2017 
       determine entitlements 
                                 ----------------------------- 
 
 16   Will holdings               No 
       on different registers 
       (or subregisters) 
       be aggregated 
       for calculating 
       entitlements? 
                                 ----------------------------- 
 
 17   Policy for deciding         Entitlements will be 
       entitlements in             rounded down. 
       relation to fractions 
                                 ----------------------------- 
 
 18   Names of countries          United States of America, 
       in which the entity         Japan, Canada, Republic 
       has security holders        of South Africa, Indonesia, 
       who will not be             Hong Kong and the Republic 
       sent new offer              of Ireland. 
       documents 
       Note: Security 
       holders must be 
       told how their 
       entitlements are 
       to be dealt with. 
       Cross reference: 
       rule 7.7. 
                                 ----------------------------- 
 
 19   Closing date for            10 November 2017 
       receipt of acceptances 
       or renunciations 
                                 ----------------------------- 
 
 
 
 20   Names of any underwriters   The offer is not underwritten 
                                 ------------------------------- 
 
 21   Amount of any               N/A 
       underwriting fee 
       or commission 
                                 ------------------------------- 
 
 22   Names of any brokers        finnCap Limited and 
       to the issue                Veritas Securities Limited 
                                 ------------------------------- 
 
 23   Fee or commission           5% of institutional 
       payable to the              component of ANREO (excluding 
       broker to the               subscriptions from funds 
       issue                       managed by Lombard Odier) 
                                 ------------------------------- 
 
 24   Amount of any               N/A 
       handling fee payable 
       to brokers who 
       lodge acceptances 
       or renunciations 
       on behalf of security 
       holders 
                                 ------------------------------- 
 
 25   If the issue is             N/A 
       contingent on 
       security holders' 
       approval, the 
       date of the meeting 
                                 ------------------------------- 
 
 26   Date entitlement            27 October 2017 
       and acceptance 
       form and offer 
       documents will 
       be sent to persons 
       entitled 
                                 ------------------------------- 
 
 27   If the entity               N/A 
       has issued options, 
       and the terms 
       entitle option 
       holders to participate 
       on exercise, the 
       date on which 
       notices will be 
       sent to option 
       holders 
                                 ------------------------------- 
 
 28   Date rights trading         N/A 
       will begin (if 
       applicable) 
                                 ------------------------------- 
 
 29   Date rights trading         N/A 
       will end (if applicable) 
                                 ------------------------------- 
 
 30   How do security             N/A 
       holders sell their 
       entitlements in 
       full through a 
       broker? 
                                 ------------------------------- 
 
 31   How do security             N/A 
       holders sell part 
       of their entitlements 
       through a broker 
       and accept for 
       the balance? 
                                 ------------------------------- 
 
 
 
 32   How do security          N/A 
       holders dispose 
       of their entitlements 
       (except by sale 
       through a broker)? 
                              ------------------------------- 
 
 33   +Issue date              30 October 2017- Institutional 
                                component of ANREO. 
                                20 November 2017- Retail 
                                component of ANREO. 
                              ------------------------------- 
 

Part 3 -- Quotation of securities

You need only complete this section if you are applying for quotation of securities

 
 34    Type of +securities 
        (tick one) 
 (a)   þ   +Securities described in Part 1 
 
 
 
 (b)     All other +securities 
          Example: restricted securities at the 
          end of the escrowed period, partly 
          paid securities that become fully paid, 
          employee incentive share securities 
          when restriction ends, securities issued 
          on expiry or conversion of convertible 
          securities 
 

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

 
 Tick to indicate you 
  are providing the information 
  or documents 
 
 
 35     If the +securities are +equity securities, 
         the names of the 20 largest holders 
         of the additional +securities, and 
         the number and percentage of additional 
         +securities held by those holders 
 
 36     If the +securities are +equity securities, 
         a distribution schedule of the additional 
         +securities setting out the number 
         of holders in the categories 
         1 - 1,000 
         1,001 - 5,000 
         5,001 - 10,000 
         10,001 - 100,000 
         100,001 and over 
 
 37     A copy of any trust deed for the additional 
         +securities 
 

Entities that have ticked box 34(b)

 
 38   Number of +securities 
       for which +quotation 
       is sought 
 
 39   +Class of +securities 
       for which quotation 
       is sought 
                                                                  --------- 
 
 40   Do the +securities 
       rank equally in 
       all respects from 
       the +issue date 
       with an existing 
       +class of quoted 
       +securities? 
 
       If the additional 
       +securities do 
       not rank equally, 
       please state: 
        *    the date from which they do 
 
 
        *    the extent to which they participate for the next 
             dividend, (in the case of a trust, distribution) or 
             interest payment 
 
 
        *    the extent to which they do not rank equally, other 
             than in relation to the next dividend, distribution 
             or interest payment 
 
 41   Reason for request 
       for quotation 
       now 
       Example: In the 
       case of restricted 
       securities, end 
       of restriction 
       period 
 
       (if issued upon 
       conversion of 
       another +security, 
       clearly identify 
       that other +security) 
                                                                  --------- 
 
                                                                   Number   +Class 
                                                                  -------  --------- 
 42   Number and +class 
       of all +securities 
       quoted on ASX 
       (including the 
       +securities in 
       clause 38) 
                                                                  -------  --------- 
 
 

Quotation agreement

1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.

   2          We warrant the following to ASX. 

-- The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.

   --           There is no reason why those +securities should not be granted +quotation. 

-- An offer of the (+) securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

-- Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.

-- If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.

3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

   Sign here:                                                          Date: 20 October 2017 

(Company Secretary)

   Print name:          Tom Rowe 

== == == == ==

Appendix 3B - Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

 
                 Rule 7.1 - Issues exceeding 15% of capital 
---------------------------------------------------------------------------- 
 Step 1: Calculate "A", the base figure from 
  which the placement capacity is calculated 
---------------------------------------------------------------------------- 
 Insert number of fully 
  paid +ordinary securities 
  on issue 12 months 
  before the +issue date 
  or date of agreement 
  to issue                                                       640,183,996 
--------------------------------------------------------------  ------------ 
 Add the following:                                              Nil 
   *    Number of fully paid +ordinary securities issued in 
        that 12 month period under an exception in rule 7.2 
 
 
   *    Number of fully paid +ordinary securities issued in 
        that 12 month period with shareholder approval 
 
 
   *    Number of partly paid +ordinary securities that 
        became fully paid in that 12 month period 
 
 
  Note: 
   *    Include only ordinary securities here - other classes 
        of equity securities cannot be added 
 
 
   *    Include here (if applicable) the securities the 
        subject of the Appendix 3B to which this form is 
        annexed 
 
 
   *    It may be useful to set out issues of securities on 
        different dates as separate line items 
--------------------------------------------------------------  ------------ 
 Subtract the number 
  of fully paid +ordinary 
  securities cancelled 
  during that 12 month 
  period                                                         0 
--------------------------------------------------------------  ------------ 
 "A"                                                             640,183,996 
--------------------------------------------------------------  ------------ 
 
 
 Step 2: Calculate 15% of "A" 
----------------------------------------------------------------------------------------- 
 "B"                                                            0.15 
                                                                 [Note: this value cannot 
                                                                 be changed] 
-------------------------------------------------------------  -------------------------- 
 Multiply "A" by 0.15                                           96,027,599 
-------------------------------------------------------------  -------------------------- 
 Step 3: Calculate "C", the amount of placement 
  capacity under rule 7.1 that has already 
  been used 
----------------------------------------------------------------------------------------- 
 Insert number of +equity                                       53,272,003-Institutional 
  securities issued or                                           Placement 
  agreed to be issued 
  in that 12 month period 
  not counting those 
  issued: 
   *    Under an exception in rule 7.2 
 
 
   *    Under rule 7.1A 
 
 
   *    With security holder approval under rule 7.1 or rule 
        7.4 
 
 
  Note: 
   *    This applies to equity securities, unless 
        specifically excluded - not just ordinary securities 
 
 
   *    Include here (if applicable) the securities the 
        subject of the Appendix 3B to which this form is 
        annexed 
 
 
   *    It may be useful to set out issues of securities on 
        different dates as separate line items 
-------------------------------------------------------------  -------------------------- 
 "C"                                                            53,272,003 
-------------------------------------------------------------  -------------------------- 
 Step 4: Subtract "C" from ["A" x "B"] to 
  calculate remaining placement capacity under 
  rule 7.1 
----------------------------------------------------------------------------------------- 
 "A" x 0.15 
  Note: number must be 
  same as shown in Step 
  2                                                             96,027,599 
-------------------------------------------------------------  -------------------------- 
 Subtract "C" 
  Note: number must be 
  same as shown in Step 
  3                                                             53,272,003 
-------------------------------------------------------------  -------------------------- 
 Total ["A" x 0.15]                                             42,755,596 
  - "C"                                                          [Note: this is the 
                                                                 remaining placement 
                                                                 capacity under rule 
                                                                 7.1] 
-------------------------------------------------------------  -------------------------- 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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October 20, 2017 02:00 ET (06:00 GMT)

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