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EXCITE TECHNOLOGY SERVICES LTD Capital/Financing Update 2016

Jun 2, 2016

64894_rns_2016-06-02_26dd1ee6-618a-4468-9612-5c0c186d6818.pdf

Capital/Financing Update

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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, 04/03/13

Name of entity

COVATA LIMITED

ABN

61 120 658 497

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 issued or to
be issued
2
Number of+securities issued or
to be issued (if known) or
maximum number which may be
issued
3
Principal terms 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)
(a), (b) and (c) Ordinary fully paid shares.
(d)Unlisted options
(a)
17,069,004
(b)
741,998
(c)
47,843
(d)
1,500,000
(a), (b) and (c) Ordinary fully paid shares.
(d) Unlisted options exercisable at $0.255 and
expiring on 2 June 2021.
  • See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

4
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
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly
identify those assets)
(a), (b) and (c) Yes.
(d) Unlisted options, shares issued upon exercise
of the options will rank equally with the
Company’s existing ordinary shares.
(a)
$0.23 per share.
(b)
Issue to employees under terms of
employment contract as announced on 13
April 2016 at a deemed issue price of $0.34
per share.
(c)
Issue to employee under terms of
employment contract at a deemed issue
price of $0.255.
(d)
Issue to employee under terms of
employment contract.
(a)
Shares issued represent a portion of
Tranche 1 of share placement the subject
of the Company’s ASX announcement on
30 May 2016. Funds raised to be used as
working capital.
(b), (c) and (d) Issue to employees under terms
of employment contract.
  • See chapter 19 for defined terms.

Appendix 3B Page 2

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Appendix 3B New issue announcement

6a
Is the entity 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
6i
Calculate the entity’s remaining
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
No.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.

Not applicable.
Not applicable.
Not applicable.
  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

7
+Issue dates
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.
8
Number
and
+class
of
all
+securities
quoted
on
ASX
(_including_the
+securities in
section 2 if applicable)
9
Number
and
+class
of
all
+securities not quoted on ASX
(_including_the
+securities in
section 2 if applicable)
3 June 2016.
Number +Class
463,234,579 Ordinary shares
(excludes restricted
ordinary shares & employee
share loan plan shares – see
item 9)
Number +Class
10,953,138
9,539,803
860,000
8,954,687
Ordinary, escrowed for 24
months from date of
reinstatement to quotation
(CVTAD)
Employee share loan plan
shares (ordinary, employee
incentive scheme shares)
(CVTAG)
Employee share loan plan
shares (ordinary, employee
incentive scheme shares)
which are also escrowed
for 24 months from the
date of reinstatement to
quotation (CVTAL)
Options exercisable at
USD$0.1467 expiring 31
October 2019 (CVTAH/AF)
  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

15,000,000
1,737,500
400,000
1,823,917
38,240,979
500,000
100,000
300,000
906,994
Options exercisable at
AUD$0.20 expiring 31
October 2019 (CVTAF)
Options exercisable at
AUD$0.20 expiring 22
December 2019 (CVTAH)
Options exercisable at
$0.285, expiring 10 March
2020 (CVTAH)
Options exercisable at
$0.33, expiring 12 March
2020 (CVTAH)
Warrants exercisable at
$0.274 (27.4 cents) expiring
25 March 2020. The
warrants are subject to the
vesting conditions outlined
in the Company’s
announcement to ASX on
20 March 2015. (CVTAK)
Options exercisable at
$0.53, expiring 10 May 2020
Options exercisable at
$0.47, expiring 20 May
2020
Options exercisable at
$0.24, expiring 2 November
2020
Options exercisable at
$0.33 and expiring on 17
December 2020
  • See chapter 19 for defined terms.

Appendix 3B Page 5

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Appendix 3B New issue announcement

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

1,000,000
500,000
500,000
1,500,000
Options exercisable at
$0.20 and expiring on 30
November 2017
Options exercisable at $0.31
and expiring on 10 May
2020
Options exercisable at $0.31
and expiring on 28 January
2021
Options exercisable at
$0.255 and expiring on 2
June 2021.
Not applicable.

Part 2 - Pro rata issue

art 2 - Pro rata issue
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
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
  • See chapter 19 for defined terms.

Appendix 3B Page 6

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Appendix 3B New issue announcement

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)
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
Not applicable.
  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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
Not applicable.
Not applicable.
Not applicable.
Not applicable.
  • See chapter 19 for defined terms.

Appendix 3B Page 8

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Appendix 3B New issue announcement

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

The shares described in (a), (b) and (c) only. The options described in (d) are unlisted.

  • (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 Not applicable. +quotation is sought

  • 39 +Class of +securities for which Not applicable. quotation is sought
  • See chapter 19 for defined terms.

Appendix 3B Page 9

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Appendix 3B New issue announcement

40 Do the[+] securities rank equally in Not applicable. 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 Not applicable. 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 Not applicable. +securities quoted on ASX ( including the[+] securities in clause 38)

  • See chapter 19 for defined terms.

Appendix 3B Page 10

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Appendix 3B New issue announcement

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:

==> picture [112 x 40] intentionally omitted <==

Date: 3 June 2016

Print name: Patrick Gowans ~~(Director/~~ Joint Company Secretary)

  • See chapter 19 for defined terms.

Appendix 3B Page 11

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Appendix 3B New issue announcement

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 Not applicable securities on issue 12 months before the + issue date or date of 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”

  • See chapter 19 for defined terms.

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Appendix 3B New issue announcement

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
Insertnumber 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]
  • See chapter 19 for defined terms.

Appendix 3B Page 13

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Appendix 3B New issue announcement

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” Not applicable 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”

  • See chapter 19 for defined terms.

Appendix 3B Page 14

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Appendix 3B New issue announcement

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

  • See chapter 19 for defined terms.

Appendix 3B Page 15

04/03/2013

==> picture [135 x 35] intentionally omitted <==

ASX ANNOUNCEMENT | COVATA LIMITED

3 June 2016

708A CLEANSING NOTICE

Covata Limited [ASX:CVT] ( the Company ) gives notice under section 708A(5)(e) of the Corporations Act 2001 (Cth) ( Act ) in compliance with the requirements of section 708A(6) of the Act as follows:

  • (a) On 3 June 2016 the Company issued 17,858,845 fully paid shares in the Company without disclosure to investors under Part 6D.2 of the Act.

  • (b) As at the date of this notice, the Company has complied with:

  • (i) the provisions of Chapter 2M of the Act as they apply to the Company; and

  • (ii) the provisions of section 674 of the Act.

  • (c) The Company is not aware of any information required to be disclosed for the purposes of section 708A(6)(e) of the Act, being information:

  • (i) that has been excluded from a continuous disclosure notice in accordance with the Listing Rules of the ASX; and

  • (ii) that investors and their professional advisors would reasonably require for the purposes of making an informed assessment of:

    • the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or

  • the rights and liabilities attaching to the ordinary shares of the Company.

An Appendix 3B with respect to the issue has been lodged with ASX.

For and on behalf of Covata Limited

==> picture [111 x 44] intentionally omitted <==

Patrick Gowans

Joint Company Secretary

©2016 Covata Limited or its affiliates