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Section 708AA Notice

4 Oct 2018 10:10

RNS Number : 9815C
eServGlobal Limited
04 October 2018
 

 

eServGlobal Limited (eServGlobal or the "Company")

 

SECTION 708AA NOTICE

 

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 304,000,000 fully paid ordinary shares (Shares) at an issue price of $0.11 per share under a non-renounceable entitlement offer on the basis of one fully paid ordinary share for every 11 fully paid ordinary shares held at 7:00pm (AEST) on 1 October 2018 (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 27 September 2018, eServGlobal 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 27 September 2018, 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 approximate 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 existing institutional investors.

(b) The Directors expect to place any shortfall arising from the retail component of the Open Offer, subject to clawback, with an institutional investor. 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 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.

This announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.

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 mind-set, to align with the requirements of customers and partners around the globe.

Together with Mastercard, 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. Mastercard holds 64.31% of the HomeSend JV, and eServGlobal holds 35.69%.

eServGlobal

www.eservglobal.com

Tom Rowe, Company Secretary

 

investors@eservglobal.com

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
END
 
 
MSCEANELEEXPFEF
Date   Source Headline
17th Feb 20127:00 amRNSCancellation of Employee Options
9th Feb 20127:00 amRNSeServGlobal achieves ISO 9001:2008 certification
7th Feb 201210:17 amRNSExpiry of Employee Share Options and Date of AGM
6th Feb 20127:00 amRNSeServGlobal appoints Mobile Money VP
31st Jan 20127:00 amRNSAnnual Financial Report
25th Jan 20127:00 amRNSmCoin Asia launches mobile money with eServGlobal
5th Jan 20127:00 amRNSHomeSend wins agreement with Lycamoney
30th Dec 20117:00 amRNSPreliminary Final Report
20th Dec 20113:06 pmRNSPosting of Accounts
7th Dec 20118:59 amRNSeServGlobal appoints Charles Stanley Joint Broker
25th Nov 20119:56 amRNSDirectorate Change
24th Nov 20117:00 amRNSResult of AGM
24th Nov 20117:00 amRNSAGM Statement
23rd Nov 20117:00 amRNSChange of Year End Date
21st Nov 20119:38 amRNSResolution of Claim on Escrow Amount
16th Nov 20117:00 amRNSHomeSend-new agreement with Tranglo remittance hub
10th Nov 20117:00 amRNSExpiry of Employee Options
26th Oct 20117:00 amRNSAnnual Report 2011
25th Oct 20117:00 amRNSNotice of AGM
24th Oct 201110:11 amRNSDirectorate Change
28th Sep 20117:14 amRNSFY2011 Final Consolidated Results
30th Aug 20117:00 amRNSPreliminary Final Report
30th Aug 20117:00 amRNSFY2011 Results- Trading Update
8th Aug 20117:00 amRNSResults of EGM and Shareholder Distribution
3rd Aug 20117:00 amRNSExpiry of Employee Options
1st Aug 20117:00 amRNSUpdate on Escrow Fund
7th Jul 20117:00 amRNSClass Ruling received from ATO
6th Jul 201111:53 amRNSNotice of EGM
14th Jun 20117:00 amRNSExpiry of Employee Share Options
10th Jun 20117:00 amRNSDistribution to Shareholders
24th May 20118:00 amRNSHomeSend connects to a major Mobile Operator Group
6th May 20117:00 amRNSCompany Secretary Appointment & Appendices 3Y
5th Apr 20117:00 amRNSCEO Remuneration Disclosure Announcement
25th Mar 20117:00 amRNSChange of Adviser to Cenkos
24th Mar 20117:00 amRNSIssue of Options
28th Feb 20117:00 amRNSHalf Yearly Report and Accounts
28th Feb 20117:00 amRNSFirst Half Results Announcement
11th Feb 20117:00 amRNSHomesend - MTN Ghana Agreement
20th Jan 20117:00 amRNSCancellation of Options
18th Jan 20117:00 amRNSDirectorate Change
25th Nov 20107:00 amRNSResult of 2010 AGM
25th Nov 20107:00 amRNS2010 AGM Statement - Chairman and CEO
26th Oct 201010:22 amRNSNotice of 2010 AGM
26th Oct 201010:22 amRNSNotice of 2010 AGM
26th Oct 201010:19 amRNS2010 Annual Report
26th Oct 201010:19 amRNS2010 Annual Report
25th Oct 20107:00 amRNSCapital Management Review - Capital Return
25th Oct 20107:00 amRNSCapital Management Review - Capital Return
13th Oct 20107:00 amRNSCancellation of Options
12th Oct 201011:36 amRNSeServGlobal Announces Record Traffic by Customers

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