Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

IVE GROUP LIMITED Capital/Financing Update 2015

Dec 15, 2015

65109_rns_2015-12-15_b244bbc7-b11d-4929-859a-4dcf0a231c0a.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

IVE Group Limited ACN 606 252 644 ASX: IGL

Pre-Quotation Disclosure

The following information is required to be provided to ASX Limited ( ASX ) for release to the market in connection with the admission to the official list and official quotation on a deferred settlement trading basis of the fully paid ordinary shares in IVE Group Limited ( IVE ).

Unless otherwise defined, capitalised terms used in this notice have the meaning given to them in the IVE prospectus dated 4 December 2015 ( Prospectus ), available at www.asx.com.au.

Basis of allocation and procedures for determining allocations

The allocation policy for the Shares is described below:

  • Broker Firm Offer – Shares that have been allocated to Brokers for allocation to their Australian resident retail clients will be issued to the Applicants who have received a valid allocation of Shares from those Brokers. It will be a matter for each Broker as to how they allocate firm Shares among their retail clients, and they (and not IVE, Bell Potter Securities Limited nor Evans and Partners Pty Ltd ( Joint Lead Managers )) will be responsible for ensuring that retail clients who have received an allocation from them, receive the relevant Shares.

  • Priority Offer – Priority Offer Applicants will receive an allocation of Shares at the absolute discretion of IVE. Applications under the Priority Offer could only be made by selected investors who have received an invitation to apply for Shares under the Priority Offer. Successful applicants under the Priority Offer have been advised of their allocations.

  • Institutional Offer – The allocation of Shares among Applicants in the Institutional Offer was determined by the Joint Lead Managers in consultation with IVE. The Joint Lead Managers, in consultation with IVE, have absolute discretion regarding the basis of allocation of Shares among other Institutional Investors. Allocations to Institutional Investors were determined pursuant to a Bookbuild held on 26 November 2015. Successful applicants under the Institutional Offer have been advised of their allocations.

Applicants under the Broker Firm Offer can confirm their allocation of Shares by telephoning their Broker.

All Applicants are responsible for determining and confirming the number of Shares allocated to them prior to selling any Shares. Applicants who sell Shares before receiving their initial holding statement do so at their own risk.

The number of shares issued under the Offer

The issue price for each Share under the Offer is $2.00.

The number of shares to be issued under each part of the Offer is:

  • Institutional Offer – 25,802,500

  • Broker Firm Offer – 11,071,816

  • Priority Offer – 925,000

giving a total of 37,799,316 Shares to be issued under the Offer.

Despatch date

The intended date for sending CHESS allotment notices, issuer or sponsored holdings statements and any refund money is Thursday, 17 December 2015.

IGL: Pre-quotation disclosure

page 1

49103809

Distribution schedule of shareholders and statement of the 20 largest shareholders

Please refer to Attachment 1 for a distribution schedule of shareholders and statement of the 20 largest shareholders.

Completion of the acquisition of CPGH

IVE confirms that completion of the acquisition of all issued capital in Caxton Print Group Holdings Pty Ltd ( CPGH ) has occurred, including the issue of 48,937,836 Shares and the payment of $59.8 million to the shareholders of CPGH.

Issue of management shares and close-out of existing management incentive plan

IVE confirms the issue of 2,118,747 Shares to certain Management Shareholders (being those Management Shareholders who are discretionary beneficiaries of the management incentive plan (as described in section 5.4.4.3 of the Prospectus)) in connection with the company’s existing management incentive plan (as described in section 5.4.4.3 of the Prospectus. IVE further confirms that the existing management incentive plan will be closed out following completion of the Offer.

Escrowed shares

The following is a break-down of the number of shares subject to voluntary escrow, and the escrow period for each of the shareholders. Each escrowed shareholder may be released early from their escrow obligations in certain circumstances. See section 6.7 of the Prospectus for more information.

Escrowed shareholders - Interests Number of shares Period of voluntary
associated with: subject to voluntary escrow
escrow
Geoff and Paul Selig 13,316,329 50% of the Escrowed
Shares will be released
Mike Shannon 1,862,899 on the date on which the
audited financial accounts
for IVE Group for the
financial year ending 30
June 2016 have been
released to ASX.
The remaining 50% of the
Escrowed Shares will be
Management Shareholders 2,118,747 released on the date on
which the audited
financial accounts for IVE
Group for the financial
year ending 30 June 2017
have been released to
ASX.
The Escrowed Shares will
be released on the date
Wolseley Private Equity 33,758,608 on which the audited
financial accounts for IVE
Group for the financial

IGL: Pre-quotation disclosure

page 2

49103809

Escrowed shareholders - Interests Number of shares Period of voluntary
associated with: subject to voluntary escrow
escrow
year ending 30 June 2016
have been released to
ASX.
TOTAL 51,056,583 -

IGL: Pre-quotation disclosure

page 3

49103809

Attachment 1

Distribution schedule of shareholders and statement of the 20 largest shareholders

1 Distribution schedule of shareholders

IGL: Pre-quotation disclosure

page 4

49103809

PAGE NUMBER : 1 REPORT DATE : 16/12/2015 REPORT TIME : 08.11.00

==> picture [111 x 93] intentionally omitted <==

IVE GROUP LIMITED

INVESTOR RANGES WEDNESDAY 16 DECEMBER 2015

Ranges Investors Securities % Issued Capital

Security Group: ORD ORD & ESC

Totals for Security Group ORD

1 to 1000 13 8,979 .01
1001 to 5000 223 893,331 1.00
5001 to 10000 211 1,766,877 1.99
10001 to 100000 262 7,076,804 7.96
100001 and Over 38 79,109,910 89.03
Total 747 88,855,901 100.00

end of report

2 Statement of the 20 largest shareholders

IGL: Pre-quotation disclosure

page 5

49103809

PAGE NUMBER : 1 REPORT DATE : 16/12/2015 REPORT TIME : 08.10.21

==> picture [111 x 93] intentionally omitted <==

IVE GROUP LIMITED

FIRST 20 INVESTORS REPORT

FIRST 20 INVESTORS REPORT
WEDNESDAY 16 DECEMBER 2015
Current % Issued
Rank Investor Balance Capital
Sec. Group: ORD - ORD & ESC
1 PERPETUAL CORPORATE TRUST 33,758,608 37.99%
LIMITED
<WOLSELEY PARTNERS FUND II
A/C>
2 CAXTON PRINT HOLDINGS PTY LTD 13,316,329 14.99%
3 NATIONAL NOMINEES LIMITED 6,016,851 6.77%
4 CITICORP NOMINEES PTY LIMITED 2,858,679 3.22%
5 HSBC CUSTODY NOMINEES 2,825,884 3.18%
(AUSTRALIA) LIMITED
6 J P MORGAN NOMINEES AUSTRALIA 2,360,354 2.66%
LIMITED
7 UBS NOMINEES PTY LTD 2,065,540 2.32%
8 SHANSLEY PTY LTD 1,862,899 2.10%
9 HSBC CUSTODY NOMINEES 1,662,500 1.87%
(AUSTRALIA) LIMITED - A/C 3
10 HSBC CUSTODY NOMINEES 1,403,500 1.58%
(AUSTRALIA) LIMITED - A/C 2
11 BNP PARIBAS NOMINEES PTY LTD 1,254,243 1.41%
12 BRISPOT NOMINEES PTY LTD 1,044,460 1.18%
13 BNP PARIBAS NOMS PTY LTD 899,806 1.01%
14 PAN AUSTRALIAN NOMINEES PTY 750,000 .84%
LIMITED

PAGE NUMBER : 2 REPORT DATE : 16/12/2015 REPORT TIME : 08.10.21

==> picture [111 x 93] intentionally omitted <==

IVE GROUP LIMITED

FIRST 20 INVESTORS REPORT

WEDNESDAY 16 DECEMBER 2015

Current % Issued
Rank Investor Balance Capital
15 RBC INVESTOR SERVICES 675,757 .76%
AUSTRALIA NOMINEES PTY LIMITED
16 ACCBELL NOMINEES PTY LTD 597,956 .67%
17 MVEL AITKEN PTY LTD 500,681 .56%
18 WLHALH HOLDINGS PTY LTD 500,681 .56%
19 MERRILL LYNCH (AUSTRALIA) 475,000 .53%
NOMINEES PTY LTD
20 DNSMD PTY LTD 400,545 .45%
Investors
TOTAL FOR TOP 20: 75,230,273 20 84.67%
Investors
TOTAL IN THIS REPORT: 75,230,273 20 84.67%
TOTAL OTHER INVESTORS: 13,625,628 727 15.33%
GRAND TOTAL: 88,855,901 747 100.00%

end of report