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GLOBAL MASTERS FUND LIMITED — Capital/Financing Update 2021
Oct 18, 2021
64981_rns_2021-10-18_2ed2d1a8-9fd8-47ae-b257-dc09e8047357.pdf
Capital/Financing Update
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19 October 2021 ASX Market Announcements ASX Limited 20 Bridge Street Sydney NSW 2000
GLOBAL MASTERS FUND LIMITED (GFL.ASX) TO RAISE UP TO $10 MILLION THROUGH A LISTED UNSECURED REDEEMABLE CONVERTIBLE NOTE OFFER
Global Masters Fund Limited (GFL or the Company) has today lodged a prospectus (Prospectus) with the Australian Securities and Investments Commission (ASIC) for the issue of listed, redeemable, unsecured convertible notes (GFL Notes), (the Offer). The Offer is subject to approval by GFL Shareholders which will be sought at the Company’s upcoming Annual General Meeting (AGM). A notice of meeting for the AGM will be sent to GFL Shareholders shortly which explains that the proposed issue of convertible notes falls outside GFL's current 15% placement capacity and therefore shareholder approval is required for the purpose of ASX Listing Rule 7.1.
The GFL Notes will provide investors with a listed exposure to a fixed interest rate yield and the possibility to benefit from appreciation in the price of GFL ordinary shares (Ordinary Shares) above a Conversion Price of $3.10 through an optional conversion into Ordinary Shares at any time from the second anniversary of the issue date of the Convertible Notes until 10 November 2026.
The Board of Directors of GFL believe that the issue of GFL Notes provides the ability to increase the overall size of the investment portfolio without diluting existing GFL Shareholders. The proceeds of the Offer will be used to expand the portfolio, providing greater exposure to global high-quality growth businesses, leveraging the success of the existing active portfolio and utilising the same investment philosophy.
Key terms of the GFL Notes
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Total offer size of up to $10.0 million
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Offer price of $3.10
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Interest rate:
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5.50% paid quarterly until Step Up date of 23 November 2024
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After Step up date (3 years after issue) increases to 6.50% if 2 year Bank Bill Swap rate is above 1.8868%
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1 Convertible Note converts to 1 ordinary share
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Maturity date of 24 November 2026 (5 years) (if not converted or redeemed earlier)
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Priority Offer to existing shareholders of GFL or any other party as determined by GFL in its discretion and a Broker Firm Offer
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Application will be made for quotation of the GFL Notes on ASX under ticker code: GFLGA.ASX
Tel: +61 1800 352 474 Fax: +61 7 5574 1457 Email: [email protected] www.globalmastersfund.com.au
Global Masters Fund Limited ABN 84 109 047 618
C/- EC Pohl & Co Pty Ltd Level 12 Corporate Centre One 2 Corporate Court Bundall Qld 4217 Australia
Issue Structure
The Issue comprises two components, a Priority Offer and a Broker Firm Offer.
Priority Offer
The Priority Offer is open to any person who has a registered address in Australia and who as at the Priority Offer Record Date of 18 October 2021 was a shareholder of GFL or any other party as determined by GFL at its discretion. An invitation to participate will be sent to Shareholders shortly.
GFL does not guarantee a minimum allocation under the Priority Offer for applicants and the extent of any allocation will ultimately depend on the number of applicants under the Priority Offer and total level of applications under the Issue.
Broker Firm Offer
The Company has appointed Taylor Collison Limited to manage the Broker Firm Offer. The Broker Firm Offer is open to Australian clients of Syndicate Brokers including Wholesale and Sophisticated Clients and Retail Clients. Please contact Hamish Nairn, Director of Taylor Collison, on (08) 8217 3908 or at [email protected] to access Broker Firm securities.
Summary of Key Dates
Priority Offer record date 18 October 2021 Announce offer and lodge prospectus 19 October 2021 Notice of Meeting issued to shareholders 19 October 2021 Offer Opens 27 October 2021 Offer Closes 12 November 2021 AGM of GFL Shareholders 18 November 2021 Issue of Convertible Notes 24 November 2021 GFL Notes expected to commence trading on ASX 29 November 2021 First Interest Payment Date 31 December 2021 Maturity Date 24 November 2026
The key dates and times for the Offer are indicative only and may change without notice.
Further Information
For further information including the Target Marget Determination and to download a copy of the prospectus, visit www.globalmasters fund.com.au/gfl-notes/, or please contact the Company at [email protected] or call 1800 352 474.
The Board wishes to thank all GFL shareholders for their continued support and we look forward to welcoming new investors to the Company.
Yours sincerely
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Dr Manny Pohl AM Managing Director GLOBAL MASTERS FUND LIMITED
Global Masters Fund Limited ABN 84 109 047 618
Tel: +61 1800 352 474 Fax: +61 7 5574 1457 Email: [email protected] www.globalmastersfund.com.au
C/- EC Pohl & Co Pty Ltd Level 12 Corporate Centre One 2 Corporate Court Bundall Qld 4217 Australia