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IRESS LIMITED Capital/Financing Update 2013

Aug 5, 2013

65141_rns_2013-08-05_6a18d7eb-76fc-40cc-b408-78c9bb0ad4ff.pdf

Capital/Financing Update

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No: 430/13

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ASX Circular

Date: 6 August 2013

IRESS LIMITED – ACCELERATED RENOUNCEABLE PRO RATA ENTITLEMENT OFFER TO RAISE APPROXIMATELY $206 MILLION

Key topics

  1. IRESS Limited

  2. ASX Code: IRE

  3. Accelerated Renounceable Entitlement Offer

Participating Organisations are advised that IRESS Limited (the “Company”) has announced a 2 for 9 accelerated renounceable entitlement offer (the “Entitlement Offer”), at an offer price of $7.15 per new share (the “Offer Price”) to raise approximately $206 million.

The Entitlement Offer has two components:

  • An institutional entitlement offer, where offers will be made to qualifying institutional shareholders for them to apply for their pro-rata entitlement to raise approximately $155 million (the “Institutional Entitlement Offer”).

Reading List

Client Advisers Compliance Managers Corporate Advisory DTR Operators Issuers

Institutions ASX Settlement Participants Office Managers Operations Managers (back office)

Research Analysts ASX Clear Participants Market Participants

Authorised By

  • A retail entitlement offer, where an offer will be made to qualifying retail shareholders for them to apply for their pro-rata entitlement to raise approximately $51 million (the “Retail Entitlement Offer”).

The Entitlement Offer is fully underwritten by Goldman Sachs Australia Pty Limited.

The Record Date for the Entitlement Offer is 9 August 2013.

The Retail Entitlement Offer is expected to close on 29 August 2013.

New Shares issued under the Entitlement Offer will not be eligible for the 2013 interim dividend of $0.135 per share but will otherwise rank equally with existing shares on issue.

The Company’s largest shareholder, ASX Limited, has committed to take up its full entitlement at the Offer Price.

Dean Litis

Contact

Dean Litis

ASX Limited ABN 98 008 624 691 Exchange Centre 20 Bridge Street Sydney NSW 2000 PO Box H224 Australia Square NSW 1215

Internet: http://www.asx.com.au

No responsibility is accepted for any inaccuracies contained in the matter published.

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No: 430/13

The indicative timetable in relation to the Entitlement Offer is as follows:

Business Day (Date) Action
Friday 9 August 2013 Trading halt LiftedAnnounce outcome of Institutional Entitlement OfferTrading in IRE shares resumes
Friday 9 August 2013 Record Date for Entitlement Offer7:00 pm Melbourne time
Monday 12 August 2013 Retail Entitlement Offer – Opening Date
Thursday 15 August 2013 Despatch of Retail Entitlement Offer Booklet
Monday 19 August 2013 Institutional Entitlement Offer – Settlement Date
Tuesday 20 August 2013 Institutional Entitlement Offer – Allotment Date and Trading of NewSharesNormal settlement trading of shares issued under the Institutional EntitlementOffer commences
Thursday 29 August 2013 Retail Entitlement Offer – Closing Date
Tuesday 3 September 2013 Retail Entitlement Offer – Shortfall notification DateRetail Entitlement Offer Bookbuild
Monday 9 September 2013 Retail Entitlement Offer – Settlement Date
Tuesday 10 September 2013 Retail Entitlement Offer – Allotment Date
Wednesday 11 September 2013 Retail Entitlement Offer – Trading of new sharesNormal settlement trading of shares issued under the Retail Entitlement Offercommences
Thursday 12 September 2013 Retail premium (if any) – Despatch

Settlement issues

Despite the fact that securities are trading “ex entitlement” on ASX Trade, CHESS will not recognise for settlement purposes the “ex entitlement” or the “cum entitlement” tag on CHESS messages and CHESS will not maintain cum balances during the deemed “CHESS ex-period”, i.e. the period commencing on the deemed CHESS Ex-Date up to and including the record date. However, a record date cum balance will be available the business day following the record date, which will be equal to the registered holding balance at CHESS end of day on the record date. As a result any transfer that occurs prior to record date will be effectively transferred on a “cum” basis.

Therefore, Participants must ensure that any transfer, including the priming of Broker Entrepot Accounts, is conducted in accordance with the basis of quote. For example, a transfer in relation to a transaction conducted on an ex-basis should ordinarily only occur post record date.

CHESS will perform automatic diary adjustments to “cum entitlement” settlement obligations outstanding as at the record date.

Trading issues

ASX will not price a “cum” market with respect to trading in the Company’s shares. Persons who acquired the Company’s shares after the commencement of the trading halt on Tuesday 6 August 2013 are not entitled to participate in the Entitlement Offer.

Further information

For further details, please call the Company’s Offer Information Line on 1300 859 277 (within Australia) or on +61 1300 859 277 (from outside Australia).

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