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IVE GROUP LIMITED — Capital/Financing Update 2022
Sep 18, 2022
65109_rns_2022-09-18_12e0c882-032b-41a6-ad6e-ba3782a38c7f.pdf
Capital/Financing Update
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Proposed issue of securities
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Announcement Summary
Entity name IVE GROUP LIMITED
Announcement Type
New announcement
Date of this announcement
19/9/2022
The Proposed issue is:
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An offer of securities under a securities purchase plan A placement or other type of issue
Total number of +securities proposed to be issued for an offer of securities under a securities purchase plan
| Maximum Number of | ||
|---|---|---|
| ASX +security code | +Security description | +securities to be issued |
| IGL | ORDINARY FULLY PAID | 888,888 |
+Record date
16/9/2022
Offer closing date
11/10/2022
+Issue date
17/10/2022
Total number of +securities proposed to be issued for a placement or other type of issue
| Maximum Number of | ||
|---|---|---|
| ASX +security code | +Security description | +securities to be issued |
| IGL | ORDINARY FULLY PAID | 8,000,000 |
Proposed +issue date 28/9/2022
Refer to next page for full details of the announcement
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Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
IVE GROUP LIMITED
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
ABN
Registration Number
62606252644
1.3 ASX issuer code
IGL
1.4 The announcement is
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New announcement
1.5 Date of this announcement
19/9/2022
1.6 The Proposed issue is:
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An offer of +securities under a +securities purchase plan A placement or other type of issue
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Part 4 - Details of proposed offer under securities purchase plan
Part 4A - Conditions
4A.1 Do any external approvals need to be obtained or other conditions satisfied before the offer of +securities under the +securities purchase plan issue can proceed on an unconditional basis? No
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Part 4B - Offer details
Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued
ASX +security code and description
IGL : ORDINARY FULLY PAID
Will the proposed issue of this +security include an offer of attaching +securities? No
Details of +securities proposed to be issued
ASX +security code and description
IGL : ORDINARY FULLY PAID
Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted 888,888
Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? No
Will the offer be conditional on applications for a maximum number of +securities being received or a maximum amount being raised (i.e. a maximum subscription condition)? No
Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? Yes
Is the minimum acceptance unit based or dollar based? Dollar based ($)
Please enter the minimum acceptance value
$ 1,000
Will individual security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? Yes Is the maximum acceptance unit based or dollar based? Dollar based ($)
Please enter the maximum acceptance value
$ 30,000
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Describe all the applicable parcels available for this offer in number of securities or dollar value
Under the SPP, eligible shareholders may apply for New Shares in parcels valued at $1,000, $2,500,
$5,000, $7,500, $10,000, $12,500, $15,000, $20,000, $25,000 or $30,000.
Offer price details
Has the offer price been determined?
Yes
In what currency will the offer What is the offer price per
be made? +security?
AUD - Australian Dollar AUD 2.25000
Oversubscription & Scale back details
Will a scale back be applied if the offer is over-subscribed?
Yes
Describe the scale back arrangements
Should any scale back be necessary, any scale back arrangements will be made on a pro rata basis to
existing shareholdings.
Will these +securities rank equally in all respects from their issue date with the existing issued
+securities in that class?
Yes
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Part 4C - Timetable 4C.1 Date of announcement of +security purchase plan 19/9/2022 4C.2 +Record date 16/9/2022 4C.3 Date on which offer documents will be made available to investors 29/9/2022 4C.4 Offer open date 29/9/2022 4C.5 Offer closing date 11/10/2022 4C.7 +Issue date and last day for entity to announce results of +security purchase plan offer 17/10/2022
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Part 4D - Listing Rule requirements
4D.1 Does the offer under the +securities purchase plan meet all of the requirements of listing rule 7.2 exception 5 or do you have a waiver from those requirements? Yes
Part 4E - Fees and expenses
4E.1 Will there be a lead manager or broker to the proposed offer? No 4E.2 Is the proposed offer to be underwritten? No
4E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No
4E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer N/A Part 4F - Further Information 4F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Please refer to the executive summary section of the Investor Presentation announced to ASX on 19 September 2022. 4F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No 4F.2 Countries in which the entity has +security holders who will not be eligible to accept the proposed offer All countries other than Australia and New Zealand 4F.3 URL on the entity's website where investors can download information about the proposed offer https://investors.ivegroup.com.au/Investor-Centre/?page=asx-announcements 4F.4 Any other information the entity wishes to provide about the proposed offer
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Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? No
Part 7B - Issue details
Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? Existing class
Details of +securities proposed to be issued
ASX +security code and description IGL : ORDINARY FULLY PAID Number of +securities proposed to be issued 8,000,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Yes In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 2.25000
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
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Part 7C - Timetable
7C.1 Proposed +issue date
28/9/2022
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No
7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes
7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?
8,000,000
7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue? Yes
7E.1a Who is the lead manager/broker?
Shaw and Partners Limited
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
IVE has agreed to pay 4% of the proceeds of the Placement to Shaw and Partners Limited as lead manager and underwriter.
7E.2 Is the proposed issue to be underwritten?
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Yes
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7E.2a Who are the underwriter(s)?
Shaw and Partners Limited
7E.2b What is the extent of the underwriting (ie the amount or proportion of the proposed issue that is underwritten)?
The Placement is fully underwritten by Shaw and Partners Limited.
7E.2c What fee, commission or other consideration is payable to them for acting as underwriter(s)?
As above, IVE has agreed to pay 4% of the proceeds of the Placement to Shaw and Partners Limited as lead manager and underwriter.
7E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated.
Please refer to the summary of the underwriting agreement in the Investor Presentation announced to ASX on 19 September 2022.
7E.3 Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed issue? No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
N/A
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
Please refer to the executive summary section of the Investor Presentation announced to ASX on 19 September 2022.
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No
7F.2 Any other information the entity wishes to provide about the proposed issue
N/A
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
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