TIDMESG

RNS Number : 2193I

eServGlobal Limited

01 July 2013

Appendix 3B

New issue announcement

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

 
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          Options 
      issued or to be issued 
 
     Number of +securities 
      issued or to be issued 
      (if known) or maximum 
      number which may be 
 2    issued                        800,000 
 
 3   Principal terms of             Exercise Price: 36 cents 
      the +securities (eg,           Exercise Date: 50% (400,000) 
      if options, exercise           exercisable on 10 June 2014 
      price and expiry date;         and balance exercisable on 10 
      if partly paid +securities,    June 2015 
      the amount outstanding         Expiry Date: 10 June 2018 
      and due dates for              Issued under the Employee Share 
      payment; if +convertible       Option Plan approved by shareholders 
      securities, the conversion     on 28 March 2012 (ESOP) 
      price and dates for 
      conversion) 
                                   -------------------------------------- 
 
 
 
 4    Do the +securities                                             No. 
       rank equally in all 
       respects from the 
       date of allotment 
       with an existing +class 
       of quoted +securities? 
                                                                      The Options do not participate 
       If the additional                                              in dividends or have voting 
       securities do not                                              rights. 
       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 
                                                                    -------------------------------------- 
 
 5    Issue price or consideration                                   Nil 
                                                                    -------------------------------------- 
 
 6    Purpose of the issue                                           Issued under ESOP 
       (If issued as consideration 
       for the acquisition 
       of assets, clearly 
       identify those assets) 
                                                                    -------------------------------------- 
 
 6a   Is the entity an +eligible                                     No 
       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                                          N/A 
       holder resolution 
       under rule 7.1A was 
       passed 
                                                                    -------------------------------------- 
 
 6c   Number of +securities                                          N/A 
       issued without security 
       holder approval under 
       rule 7.1 
                                                                    -------------------------------------- 
 
 6d   Number of +securities                                          N/A 
       issued with security 
       holder approval under 
       rule 7.1A 
                                                                    -------------------------------------- 
 
 6e   Number of +securities                                          N/A 
       issued with security 
       holder approval under 
       rule 7.3, or another 
       specific security 
       holder approval (specify 
       date of meeting) 
                                                                    -------------------------------------- 
 
 6f   Number of securities                                           N/A 
       issued under an exception 
       in rule 7.2 
                                                                    -------------------------------------- 
 
 6g   If securities issued                                           N/A 
       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                                             N/A 
       issued under rule 
       7.1A for non-cash 
       consideration, state 
       date on which valuation 
       of consideration was 
       released to ASX Market 
       Announcements 
                                                                    -------------------------------------- 
 
 6i   Calculate the entity's                                         N/A 
       remaining issue capacity 
       under rule 7.1 and 
       rule 7.1A - complete 
       Annexure 1 and release 
       to ASX Market Announcements 
                                                                    -------------------------------------- 
 
 7      Dates of entering                                            1 July 2013 
         +securities into uncertificated 
         holdings or despatch 
         of certificates 
 
                                                                     Number            +Class 
                                                                    ----------------  -------------------- 
        Number and +class 
         of all +securities 
         quoted on ASX (including 
         the securities in                                                             Fully Paid Ordinary 
 8       section 2 if applicable)                                    249,045,997        Shares 
                                                                    ----------------  -------------------- 
 
 
 
                                     Number       +Class 
                                    -----------  ---------------------- 
                                                  Options issued 
                                                   under the ESOP 
                                                   exercisable for 
                                                   $0.36 on or after 
                                                   14 May 2014 expiring 
                                                   14 May 2017 
 
                                     7,700,000     Options issued 
                                                   under the ESOP 
                                                   exercisable for 
                                                   $0.36 on or after 
                                                   21 December 2014 
                                                   expiring 21 December 
                                                   2017 
                                      1,600,000 
                                                   Options issued 
                                                   under the ESOP 
                                                   with exercisable 
                                                   for $0.36 on 
                                                   or after 10 June 
                                                   2015 expiring 
                                                   10 June 2018 
                                      400,000 
                                                   Options issued 
                                                   under the ESOP 
      Number and +class                            with exercisable 
       of all +securities                          for $0.36 on 
       not quoted on ASX                           or after 10 June 
       (including the securities                   2014 expiring 
 9     in section 2 if applicable)    400,000      10 June 2018 
                                    -----------  ---------------------- 
 
 10   Dividend policy (in            N/A 
       the case of a trust, 
       distribution policy) 
       on the increased capital 
       (interests) 
                                    ----------------------------------- 
 

Part 2 -- Bonus issue or pro rata issue

Items 11 to 33 are not applicable

 
 11   Is security holder 
       approval required? 
 
 
 12   Is the issue renounceable 
       or non-renounceable? 
 
 
 13   Ratio in which the 
       +securities will be 
       offered 
 
 14   +Class of +securities 
       to which the offer 
       relates 
 
 
 15   +Record date to determine 
       entitlements 
 
 
 16   Will holdings on different 
       registers (or subregisters) 
       be aggregated for calculating 
       entitlements? 
 
 
 17   Policy for deciding 
       entitlements in relation 
       to fractions 
 
 
 18   Names of countries 
       in which the entity 
       has +security holders 
       who will not be sent 
       new issue documents 
       Note: Security holders 
       must be told how their 
       entitlements are to 
       be dealt with. 
       Cross reference: rule 
       7.7. 
 
 
 19   Closing date for receipt 
       of acceptances or renunciations 
 
 
 20   Names of any underwriters 
 
 
 21   Amount of any underwriting 
       fee or commission 
 
 
 22   Names of any brokers 
       to the issue 
 
 
 23   Fee or commission payable 
       to the broker to the 
       issue 
 
 
 24   Amount of any handling 
       fee payable to brokers 
       who lodge acceptances 
       or renunciations on 
       behalf of +security 
       holders 
 
 
 25   If the issue is contingent 
       on +security holders' 
       approval, the date 
       of the meeting 
 
 
 26   Date entitlement and 
       acceptance form and 
       prospectus or Product 
       Disclosure Statement 
       will be sent to persons 
       entitled 
 
 
 27   If the entity 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 
       will begin (if applicable) 
 
 
 29   Date rights trading 
       will end (if applicable) 
 
 
 30   How do +security holders 
       sell their entitlements 
       in full through a broker? 
 
 
 31   How do +security holders 
       sell part of their 
       entitlements through 
       a broker and accept 
       for the balance? 
 
 
 32   How do +security holders 
       dispose of their entitlements 
       (except by sale through 
       a broker)? 
 
 
 33   +Despatch date 
 
 

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

Items 35 to 42 are not applicable

 
 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 date 
       of allotment 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 not available now, 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: 1 July 2013

   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

This annexure is not applicable

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 date of 
  issue or agreement to issue 
------------------------------------------------------------- 
 Add the following: 
   *    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 
------------------------------------------------------------- 
 "A" 
------------------------------------------------------------- 
 
 
 Step 2: Calculate 15% of "A" 
---------------------------------------------------------------------------------------------- 
 "B"                                                           0.15 
                                                                [Note: this value cannot be 
                                                                changed] 
------------------------------------------------------------  -------------------------------- 
 Multiply "A" by 0.15 
------------------------------------------------------------  -------------------------------- 
 Step 3: Calculate "C", the amount of placement capacity 
  under rule 7.1 that has already been used 
---------------------------------------------------------------------------------------------- 
 Insert number of equity securities 
  issued or 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" 
------------------------------------------------------------  -------------------------------- 
 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 
------------------------------------------------------------  -------------------------------- 
 Subtract "C" 
  Note: number must be same 
  as shown in Step 3 
------------------------------------------------------------  -------------------------------- 
 Total ["A" x 0.15] - "C" 
                                                                 [Note: this is the remaining 
                                                                 placement capacity under rule 
                                                                 7.1] 
------------------------------------------------------------  -------------------------------- 
 

Part 2

 
                   Rule 7.1A - Additional placement capacity for eligible 
                                          entities 
------------------------------------------------------------------------------------------- 
 Step 1: Calculate "A", the base figure from which the 
  placement capacity is calculated 
------------------------------------------------------------------------------------------- 
 "A" 
  Note: number must be same 
  as shown in Step 1 of Part 
  1 
-------------------------------------------------------------  ---------------------------- 
 Step 2: Calculate 10% of "A" 
------------------------------------------------------------------------------------------- 
 "D"                                                            0.10 
                                                                 Note: this value cannot be 
                                                                 changed 
-------------------------------------------------------------  ---------------------------- 
 Multiply "A" by 0.10 
-------------------------------------------------------------  ---------------------------- 
 Step 3: Calculate "E", the amount of placement capacity 
  under rule 7.1A that has already been used 
------------------------------------------------------------------------------------------- 
 Insert number of equity securities 
  issued or agreed to be issued 
  in that 12 month period under 
  rule 7.1A 
  Notes: 
   *    This applies to equity securities - not just ordinary 
        securities 
 
 
   *    Include here - if applicable - the securities the 
        subject of the Appendix 3B to which this form is 
        annexed 
 
 
   *    Do not include equity securities issued under rule 
        7.1 (they must be dealt with in Part 1), or for which 
        specific security holder approval has been obtained 
 
 
   *    It may be useful to set out issues of securities on 
        different dates as separate line items 
-------------------------------------------------------------  ---------------------------- 
 "E" 
-------------------------------------------------------------  ---------------------------- 
 
 
 Step 4: Subtract "E" from ["A" x "D"] to calculate remaining 
  placement capacity under rule 7.1A 
--------------------------------------------------------------- 
 "A" x 0.10 
  Note: number must be same 
  as shown in Step 2 
----------------------------  --------------------------------- 
 Subtract "E" 
  Note: number must be same 
  as shown in Step 3 
----------------------------  --------------------------------- 
 Total ["A" x 0.10] - "E" 
                                 Note: this is the remaining 
                                 placement capacity under rule 
                                 7.1A 
----------------------------  --------------------------------- 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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