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Notice under Section708AA(2)(f) Corporations Act

14 Jun 2016 07:00

RNS Number : 0761B
eServGlobal Limited
14 June 2016
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eServGlobal Limited (eServGlobal or the "Company")

Section 708AA Notice

Paris: 14 June 2016

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eServGlobal Limited (LSE: ESG.L & ASX: ESV.AX) (eServGlobal or the Company), the provider of end-to-end mobile financial services to emerging markets, gives notice in accordance with ASIC Class Order 08/35 and Section 708AA(2)(f) of the Corporations Act, 2001 (the Act) that:

1. The Company will offer to issue without disclosure to investors under Part 6D.2 of the Act 74,410,039 ordinary fully paid shares (Shares) at an issue price of $0.08 per share under a non-renounceable rights issue on the basis of one ordinary fully paid share for every 4 existing ordinary fully paid shares held at 7:00pm (AEST) on 17 June 2016 (Record Date) to shareholders whose address on the Company's register of members is in Australia or New Zealand (and any other country other than those shareholders who have their registered address in, or are resident or ordinarily resident in Canada, Japan, the Republic of Ireland or the United States of America) (Open Offer)

2. This notice is being given under section 708AA(2)(f) of the Act.

3. As at 14 June 2016, 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 14 June 2016, 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 will not have any material effect on the control of eServGlobal as prior to the close date of the Open Offer the Company will have issued a significant number of Shares under an institutional placement. As a result, all shareholders not participating in the institutional placement will be diluted, regardless of participation in the Open Offer. The capital structure before and after the Open Offer is set out below:

Shares currently in issue

265,774,052 Shares

Shares that will be in issue at the Record Date

297,640,159 Shares

Shares that will be in issue, subject to shareholder approval, at the close date of the Open Offer

565,774,052 Shares

Maximum percentage of issued Shares at the issue date of Open Offer Shares represented by the Open Offer Shares (assuming the shareholder approval referred to above is obtained)

11.62%

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The Directors have reserved the right to offer any shortfall/excess under the Open Offer in accordance with Listing Rule 7.2 Exception 3.

Investors should note the following:

(a) The Open Offer is not underwritten.

(b) The proportional interests of shareholders in the United States of America, Canada, Japan and the Republic of Ireland will be reduced as they will not be entitled to participate in the Open Offer.

(c) The Company is not aware whether the Company's substantial shareholders intend to take up their entitlements under the Open Offer.

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For further information, please contact:

eServGlobal

www.eservglobal.com

Tom Rowe, Company Secretary

T: +61 (0)2 8014 5050

finnCap Limited (Nomad and Broker)Jonny Franklin-Adams / Carl Holmes

www.finnCap.comT: +44 (0) 20 7220 0500

Alma PR (Financial Public Relations)

Hilary Buchanan / John Coles / Josh Royston

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www.almapr.co.uk

T: +44 (0) 208 004 4218

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About eServGlobal

eServGlobal (AIM:ESG, ASX:ESV) offers mobile money solutions which put feature-rich services at the fingertips of users worldwide, covering the full spectrum of mobile financial services, mobile wallet, mobile commerce, recharge, promotions and agent management.

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For more than 30 years, eServGlobal has been a source of innovation for telcos and financial institutions. Using carrier-grade, next-generation technology, eServGlobal aligns with the requirements of customers around the globe.

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Together with MasterCard and BICS, eServGlobal is a joint venture partner of the HomeSend global payment hub, enabling cross-border money transfer between mobile wallets, cards, bank accounts or cash outlets from anywhere in the world.

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This information is provided by RNS
The company news service from the London Stock Exchange
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END
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