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PEAKO LIMITED — Capital/Financing Update 2016
Mar 20, 2016
65567_rns_2016-03-20_7836f19f-0548-4b2c-a380-9cea5bb383c3.pdf
Capital/Financing Update
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21 March 2016
Dear Overseas Shareholder,
RE: NON-RENOUNCEABLE RIGHTS ISSUE
On 17 March 2016, Peako Limited (Peako) announced a one (1) for one (1) non- renounceable rights issue at an issue price of $0.001 (1/10[th] of a cent) per new Peako share to raise up to approximately $680,253 (before expenses) (Rights Issue).
Full details of the Rights Issue can be found in the Rights Issue offer document which was lodged with the ASX on 17 March 2016 and is available to download from both the ASX website (at www.asx.com.au) and Peako’s website (at www.peako.com.au) and will be despatched to you shortly.
Peako has determined, pursuant to the Corporations Act 2001 (Cwth) and Listing Rule 7.7.1(a) of the ASX Listing Rules, that it would be unreasonable to make offers under the Rights Issue to shareholders with a registered address outside of Australia and New Zealand.
Accordingly, in compliance with ASX Listing Rule 7.7.1(a) and the Corporations Act, Peak wishes to advise that it will not be extending the Rights Issue to shareholders with registered addresses outside of Australia and New Zealand as at the record date, being 7.00pm (Australian Eastern Standard Time) on 22 March 2016 unless and to the extent that those shareholders are Eligible Members as defined in the Rights Issue document.
As your address in the register is outside of Australia and New Zealand (but not in the United States of America) you may be an Eligible Member for the purposes of the Rights Issue.
Eligible Members include those members with overseas addresses who:
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(a) are registered as a holder of shares as 7.00pm (AEDT) on the Record Date;
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(b) are eligible under applicable securities laws to receive an offer to subscribe for new shares under the offer. In this context “ applicable securities laws ” include the securities laws of the jurisdiction in which the member (representing that the member is an Eligible Member) is resident without the Rights Issue document being registered under such applicable securities laws; and
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(c) are not in the United States and are not acting for the account or benefit of a person in the United States.
Peako reserves the right to determine whether a member is an Eligible Member or an Ineligible Shareholder.
If you fail to take up your entitlement in full or in part, Peako will determine that you are an Ineligible Shareholder and the new shares to which you would otherwise have had an entitlement will be issued and allotted to the Nominee, as provided herein.
If you return a completed personalised Entitlement and Acceptance Form or make a payment by BPAY® and thus represent and warrant to Peako that you satisfy each of the criteria listed above to be an Eligible Member, Peako will accept such representation and determine that you are an Eligible Member as so represented.
Peako Limited ABN 79 131 843 868 Level 21 500 Collins Street Melbourne
t +61 3 8610 4709 e [email protected] w www.peako.com.au
Nominees, trustees and custodians are advised to seek independent professional advice as to how to proceed.
Members who are not Eligible Members are Ineligible Shareholders.
Ineligible Shareholders may receive value from the sale of new shares to which they would have been entitled to apply for had they been Eligible Members. With the approval of ASIC, the Company has appointed Holdex Nominees Pty Ltd, a wholly owned subsidiary of Baillieu Holst Limited, as a nominee for the purposes of section 615 of the Corporations Act (“Nominee”) to sell the new shares that might have otherwise been issued to Ineligible Shareholders.
The nominee sale procedure referred to above will be as follows:
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the Company will issue to the Nominee the new shares that Ineligible Shareholders would be entitled to if they were to participate in the offer of new shares under the Rights Issue;
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the Nominee will use its best endeavours to sell the new shares at a price and otherwise in a manner determined by the Nominee in its sole discretion; and
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the net proceeds of the sale of the new shares (after deducting the aggregate subscription price of the shares and the reasonable costs of the section 615 nominee procedure, including costs of sale), if any, will be distributed to the Ineligible Shareholders for whose benefit the new shares are sold in proportion to their shareholdings as at the Record Date.
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If any such net proceeds of sale are less than such reasonable costs referred to above, such proceeds may be retained by the Company. Accordingly there is a possibility that Ineligible Shareholders may receive no net proceeds if the subscription price plus such costs are greater than the sale proceeds. The Company will not be held liable for the sale of any of the new shares of Ineligible Shareholders at any particular price or the timing of such a sale;
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The Nominee will not sell any of the new shares to any related party of the Company or to any associate of any such related party.
If you have any queries about the Rights Issue please contact Peako’s Share Registry, Security Transfer Registrars, on +61 (0)8 9315 2333.
Yours sincerely,
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Raewyn Clark Director