AI assistant
NEXTED GROUP LIMITED — Capital/Financing Update 2009
Jan 27, 2009
65463_rns_2009-01-27_ca33e41a-6737-4eb9-8893-5368e60b1cf8.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
Supplementary Prospectus
Digislide Holdings Limited ABN 75 105 012 066 This is a supplementary prospectus intended to be read with the Prospectus dated 11 December 2008 relating to the shares of Digislide Holdings Limited. If you do not understand any part of this document you should seek professional advice.
==> picture [142 x 44] intentionally omitted <==
IMPORTANT INFORMATION
This is a supplementary prospectus for the purposes of Chapter 6D of the Corporations Act 2001 ( Cth ) (the Supplementary Prospectus ). This Supplementary Prospectus is supplementary to the Prospectus lodged by Digislide Holdings Limited (ABN 75 105 012 066) (the Company ) with ASIC on 11 December 2008 (the Original Prospectus ).
This Supplementary Prospectus is dated 27 January 2009 and was lodged with the ASIC on that date. Neither ASIC nor ASX take any responsibility for the contents of this Supplementary Prospectus.
Unless otherwise indicated, terms and abbreviations defined in Section 13 Glossary of the Prospectus have the same meaning in this Supplementary Prospectus.
Other than the changes set out below, all other details in the Original Prospectus remain unchanged. The Directors believe that the changes in this Supplementary Prospectus are not materially adverse from the point of view of an investor.
SUPPLEMENTARY INFORMATION
Section 12.7 of the Original Prospectus contains summaries of intellectual property material contracts. The following new information is provided as supplementary information in Section 12.7.
Manufacture and Supply Agreement
As part of Digislide's progress to having Digivision products ready for market by Q2, 2009, on 25 January 2009 Digislide entered into a non-exclusive manufacturing and supply agreement with Advanced Micro-Display Technologies Co Ltd ( AMT ) , a manufacturer that meets Digislide's criteria for quality, capacity and experience. Under the agreement, Digislide may order products and/or services (as described in Digislide's specifications) by issuing purchase orders in accordance with the terms of the agreement ( Standard Terms and Conditions ).
A summary of the Standard Terms and Conditions is as follows:
( Ordering ): Advanced Micro-Display Technologies Co Ltd ( AMT ) must supply the products and/or services in the purchase order in accordance with the Standard Terms and Conditions. Further, AMT is required to have the capacity to meet specified monthly volume of products per month.
( Price ): The price for products and/or services are set out in the Company’s specifications which are the maximum prices to be charged unless otherwise stated. All payments are made in US dollars. After the first order, payment terms are 30 days from the end of month of receipt of that invoice by the Company.
( Warranties ): AMT provides a range of warranties with respect to the quality and legal compliance of the products and/or service. AMT also warrants that in providing the products and/or services it must not breach any obligation owed to any person or infringe any intellectual property rights of any person.
( Defects ): During the warranty period, AMT must correct any defects or failure in the products and/or services at its own cost.
( Termination ): The Company may terminate any order for products and/or services for convenience by giving AMT 20 Business Days notice.
( Ownership of intellectual property ): AMT acknowledges and agrees that the Company is the sole and exclusive owner of all present and future intellectual property rights that may now or in the future vest or subsist in the products, including all such intellectual property rights that may now or in the future vest or subsist in any development, modification, enhancement or other adaptation to the products.
( Non-exclusivity ): The Company may enter into any negotiations, arrangements or agreements with any other person other than AMT for the purchase or supply of the same or similar goods and services without being liable to AMT in any way whatsoever.
( Governing law ): The governing law and jurisdiction of the Standard Terms and Conditions is that of Hong Kong.
This is a supplementary prospectus intended to be read with the Prospectus dated 11 December 2008 relating to the shares of Digislide Holdings Limited (ABN 75 105 012 066). If you do not understand any part of this document you should seek professional advice.
- 2 -
==> picture [142 x 44] intentionally omitted <==
ORIGINAL PROSPECTUS CORRECTIONS
The Original Prospectus is amended by:
1. Extended indicative closing date
(a) Key Indicative Dates
The Closing Date of the Offer has been extended to 6 February 2009. The table in page 1 of the Original Prospectus is amended to read:
the Original Prospectus is amended to read: |
||
|---|---|---|
| ProspectusDate | 11 December 2008 | |
| Date of lodgementwith ASIC | 11 December 2008 | |
| Offeropens | 19December 2008 | |
| Offer closes (at 5:00pm EST) | ~~30 January 2009~~ 6February2009 |
|
| Despatch of Holding Statements | ~~10 February 2009~~ 17 February2009 |
|
| Expected date of quotation of Shares on ASX | ~~20 February 2009~~ 27 February2009 |
(b) Glossary
The definition of Closing Date in the Glossary (section 13 of the Prospectus) will be amended to read:
Closing Date the date by which Applications must be received by the Share Registry being ~~30 January 2009~~ 6 February 2009 or such other date determined by the Board.
2. Section 12.3.1 Pre IPO shareholdings
- (a) The table in section 12.3.1 of the Original Prospectus (pages 83 and 84) which sets out the pre IPO shareholdings contains three rows which are duplicated.
The following rows in the table in section 12.3.1 are deleted:
==> picture [105 x 10] intentionally omitted <==
----- Start of picture text -----
(i) Row 44 page 84
----- End of picture text -----
| No of Shares |
Date of Issue | Consideration |
Category |
|||||
|---|---|---|---|---|---|---|---|---|
| ~~169,098~~ | ~~31 December 2007 to 4~~ ~~December 2008~~ |
~~Services~~ ~~10~~ |
~~Various 3~~ ~~r~~ ~~capitalist~~ |
~~party seed~~ | ||||
| (ii) Row 50 |
page 84 | |||||||
| No of Shares |
Date of Issue | Consideration |
Category | |||||
| ~~5~~ ~~0,000~~ |
~~30 June 2008~~ | ~~Services~~ ~~10~~ |
~~Director~~ | |||||
| (iii) Row 56 |
page 84 | |||||||
| No of Shares |
Date of Issue | Consideration | Category | |||||
| ~~10,960~~ | ~~10 November 2008~~ | ~~$1.25~~ | ~~Founder/Promoter~~ |
This is a supplementary prospectus intended to be read with the Prospectus dated 11 December 2008 relating to the shares of Digislide Holdings Limited (ABN 75 105 012 066). If you do not understand any part of this document you should seek professional advice.
- 3 -
==> picture [142 x 44] intentionally omitted <==
- (b) In addition, there are two typographical errors in two rows in section 12.3.1 (on page 84) under the consideration column. Those rows should read as follows.
(i) Row 43 page 84
| No of Shares |
Date of Issue | Consideration | Category |
|
|---|---|---|---|---|
| 194,618 | 31 December 2007 to 9 December 2008 |
~~$1.25~~ Services10 |
Various 3~~rd~~party seed capitalists |
|
| (ii) Row 49 page 84 |
||||
| No of Shares |
Date of Issue | Consideration | Category | |
| 85,600 | 30 June 2008 to 9 December 2008 |
~~$1.25~~ Services10 |
Director |
3. Options to Underwriter and Sub-Underwriter
Section 12.9.2 (page 98) of the Original Prospectus refers to the terms and conditions of the 6,000,000 Options that have been or will be issued to the Underwriter and the Sub-Underwriter. There are two typographical errors in this Section 12.9.2.
The following words are deleted:
-
the Options are exercisable at any time on or prior to 5.00pm (EST) on 11 December 2012 (Expiry Date);
-
the Options expire at 5.00 pm Eastern Standard Time on 11 December 2012;
and replaced with the following words:
-
the Options expire 24 months after the expiry date of any ASX imposed escrow ( Expiry Date )
-
the Options are exercisable at any time on or prior to the Expiry Date.
DIRECTORS’ AUTHORISATION OF SUPPLEMENTARY PROSPECTUS
Each Director of Digislide Holdings Limited has given, and has not withdrawn, their consent to the lodgement of this Supplementary Prospectus with ASIC. This Supplementary Prospectus has been signed by Luceille Outhred, for and on behalf of Digislide Holdings Limited.
________ Luceille Outhred
This is a supplementary prospectus intended to be read with the Prospectus dated 11 December 2008 relating to the shares of Digislide Holdings Limited (ABN 75 105 012 066). If you do not understand any part of this document you should seek professional advice.
- 4 -