TIDMESG
RNS Number : 5594I
eServGlobal Limited
02 June 2014
eServGlobal Limited ("eServGlobal" or the "Company")
Exercise of Options
2 June 2014
eServGlobal (AIM:ESG & ASX:ESV), the provider of end-to-end
mobile financial services to emerging markets, announces that
500,000 shares at A$0.36 each (the "Ordinary Shares") have been
issued pursuant to the exercise of share options under the
Company's Employee Share Option Plan ("ESOP").
Application has been made for the 500,000 new Ordinary Shares to
be admitted to trading on ASX and AIM, and it is expected that the
shares (being represented by depositary interests in CREST) will be
admitted to AIM on 5 June 2014.
The total number of Ordinary Shares in issue following admission
will be 254,045,997. There are no Ordinary Shares held in Treasury.
Accordingly, the figure of 254,045,997 may be used by shareholders
as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or a
change to their interest in the Company under the FCA's Disclosure
and Transparency Rules.
For further information, please contact:
eServGlobal www.eservglobal.com
Tom Rowe, Company Secretary T: +61 2 8014 5050
investors@eservglobal.com
Canaccord Genuity Limited (Nomad and Broker) www.canaccordgenuity.com
Simon Bridges / Cameron Duncan / Brendan T: +44 (0) 20 7523 8000
Gulston
Charles Stanley Securities www.csysecurities.com
Dugald Carlean/Paul Brotherhood T: +44 (0) 20 7149 6000
Newgate Threadneedle www.newgatethreadneedle.com
Hilary Millar/ Caroline Forde /Josh Royston/ T: +44 (0) 20 7653 9850
Jasper Randall
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 features. eServGlobal invests heavily in product
development, using carrier-grade, next-generation technology and
aligning with the requirements of more than 65 customers in over 50
countries.
Together with MasterCard and BICS, eServGlobal is a joint
venture partner of the HomeSend global payment hub, a market
leading solution based on eServGlobal technology and enabling
cross-border money transfer between mobile money accounts, payment
cards, bank accounts or cash outlets from anywhere in the world
regardless of the users location.
eServGlobal also builds on its extensive experience in the telco
domain to offer a comprehensive suite of sophisticated, revenue
generating Value-Added Services to engage subscribers in a dynamic
manner.
eServGlobal has been a source of innovative solutions for mobile
and financial service providers for 30 years.
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
Number of +securities
issued or to be issued
(if known) or maximum
number which may be
2 issued 500,000
3 Principal terms of Ordinary Fully Paid Shares
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
---------------------------------------
5 Issue price or consideration AUD$0.36 per share
---------------------------------------
Purpose of the issue Issued on the exercise of options
(If issued as consideration issued under the ESOP exercisable
for the acquisition at AUD$0.36 per option.
6 of assets, clearly
identify those assets)
---------------------------------------
Is the entity an +eligible No
entity that has obtained
security holder approval
6a 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
---------------------------------------
The date the security -
holder resolution
under rule 7.1A was
6b passed
---------------------------------------
Number of +securities -
issued without security
holder approval under
6c rule 7.1
---------------------------------------
Number of +securities -
issued with security
holder approval under
6d rule 7.1A
---------------------------------------
Number of +securities -
issued with security
holder approval under
6e rule 7.3, or another
specific security
holder approval (specify
date of meeting)
---------------------------------------
Number of +securities -
issued under an exception
in rule 7.2
6f
---------------------------------------
If +securities issued -
under rule 7.1A, was
issue price at least
6g 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.
---------------------------------------
If +securities were -
issued under rule
7.1A for non-cash
6h 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
6i to ASX Market Announcements 38,106,899
---------------------------------------
7 +Issue dates 2 June 2014
Note: The issue 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 Fully Paid Ordinary
8 section 2 if applicable) 254,045,997 Shares
----------------- --------------------
Number +Class
---------- -----------------
Number and +class
of all +securities Options issued
not quoted on ASX under the ESOP
(including the +securities exercisable for
9 in section 2 if applicable) 8,600,000 $0.36.
---------- -----------------
10 Dividend policy (in N/A
the case of a trust,
distribution policy)
on the increased capital
(interests)
-----------------------------
Part 2 -- 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 offer 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
offer documents 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 +Issue 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) +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: 2 June 2014
(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 249,045,997
-------------------------------------------------------------- ------------
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 5,000,000
-------------------------------------------------------------- ------------
Subtract the number of fully Nil
paid +ordinary securities
cancelled during that 12
month period
-------------------------------------------------------------- ------------
"A" 254,045,997
-------------------------------------------------------------- ------------
Step 2: Calculate 15% of "A"
----------------------------------------------------------------------------------------------
"B" 0.15
[Note: this value cannot be
changed]
------------------------------------------------------------- -------------------------------
Multiply "A" by 0.15 38,106,899
------------------------------------------------------------- -------------------------------
Step 3: Calculate "C", the amount of placement capacity
under rule 7.1 that has already been used
----------------------------------------------------------------------------------------------
Insert number of +equity Nil
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" Nil
------------------------------------------------------------- -------------------------------
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 38,106,899
------------------------------------------------------------- -------------------------------
Subtract "C" Nil
Note: number must be same
as shown in Step 3
------------------------------------------------------------- -------------------------------
Total ["A" x 0.15] - "C" 38,106,899
[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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