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SERVICE STREAM LIMITED — Capital/Financing Update 2021
Jul 20, 2021
65865_rns_2021-07-20_139ca19a-7f67-49b7-b579-19ba39360b66.pdf
Capital/Financing Update
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Announcement Summary
Entity name
SERVICE STREAM LIMITED
Announcement Type
New announcement
Date of this announcement
21/7/2021
The Proposed issue is: A placement or other type of issue An accelerated offer
Total number of +securities proposed to be issued for an accelerated offer
| ASX +security code | +Security description | Maximum Number of+securities to be issued |
|---|---|---|
| SSM | ORDINARY FULLY PAID | 136,797,750 |
Trading resumes on an ex-entitlement basis (ex date)
22/7/2021
+Record date
23/7/2021
Offer closing date for retail +security holders
9/8/2021
Issue date for retail +security holders
16/8/2021
Total number of +securities proposed to be issued for a placement or other type of issue
| ASX +security code | +Security description | Maximum Number of+securities to be issued |
|---|---|---|
| SSM | ORDINARY FULLY PAID | 68,757,806 |
Proposed +issue date
2/8/2021
Refer to next page for full details of the announcement


Part 1 - Entity and announcement details
1.1 Name of +Entity
SERVICE STREAM 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
Registration Number
ABN
46072369870
1.3 ASX issuer code
SSM
1.4 The announcement is New announcement
1.5 Date of this announcement
21/7/2021
1.6 The Proposed issue is: A placement or other type of issue An accelerated offer
1.6b The proposed accelerated offer is
Accelerated non-renounceable entitlement offer (commonly known as a JUMBO or ANREO)
Proposed issue of securities 3 / 11

Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis?
No
Part 3B - 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
SSM : ORDINARY FULLY PAID
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this +security include an offer of attaching +securities? No No
If the entity has quoted company options, do the terms entitle option holders to participate on exercise?
Details of +securities proposed to be issued
ASX +security code and description
SSM : ORDINARY FULLY PAID
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
ISIN Code for the entitlement or right to participate in the offer (if Issuer is foreign company and +securities are non CDIs)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)
Has the offer ratio been determined? Yes
The quantity of additional +securities For a given quantity of +securities
held

| to be issued | held |
|---|---|
| 1 | 3 |
| What will be done with fractionalentitlements? | Maximum number of +securitiesproposed to be issued (subject torounding) |
|---|---|
| Fractions rounded up to the next | 136,797,750 |
| whole number |
Offer price details for retail security holders
Has the offer price for the retail offer been determined? Yes
| In what currency will the offer be | What is the offer price per +security |
|---|---|
| made? | for the retail offer? |
| AUD - Australian Dollar | AUD 0.90000 |
Offer price details for institutional security holders
Has the offer price for the institutional offer been determined? Yes
| In what currency will the offer be | What is the offer price per +security | |
|---|---|---|
| made? | for the institutional offer? | |
| AUD 0.90000 |
AUD - Australian Dollar
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
Additional new fully paid ordinary shares in SSM (Additional New Shares) may be purchased by eligible shareholders who take up their full entitlement up to a maximum of 100% of their entitlement. Directors of SSM are not entitled to participate in the over-subscription facility
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
SSM in agreement with the underwriter, will scale back applications for Additional New Shares in its absolute discretion having regard to the pro-rata entitlement of eligible retail shareholders who apply for Additional New Shares.
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
Yes

Part 3D - Timetable
3D.1a First day of trading halt
21/7/2021
3D.1b Announcement date of accelerated offer 21/7/2021
3D.2 Trading resumes on an ex-entitlement basis (ex date)
22/7/2021
3D.5 Date offer will be made to eligible institutional +security holders
21/7/2021
3D.6 Application closing date for institutional +security holders
21/7/2021
3D.8 Announcement of results of institutional offer (The announcement should be made before the resumption of trading following the trading halt) 22/7/2021
3D.9 +Record date
23/7/2021
3D.10a Settlement date of new +securities issued under institutional entitlement offer
30/7/2021
3D.10b +Issue date for institutional +security holders
2/8/2021
3D.10c Normal trading of new +securities issued under institutional entitlement offer
2/8/2021
3D.11 Date on which offer documents will be sent to retail +security holders entitled to participate in the +pro rata issue
3D.19 +Issue date for retail +security holders and last day for entity to
27/7/2021
3D.12 Offer closing date for retail +security holders
9/8/2021
3D.13 Last day to extend retail offer close date
4/8/2021

3D.19 +Issue date for retail +security holders and last day for entity to announce results of retail offer
16/8/2021
Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer?
Yes
3E.1a Who is the lead manager/broker?
Ord Minnett Limited (ABN 86 002 733 048) is acting as lead manager to and underwriter of the entitlement offer
3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Ord Minnett will receive a management and selling fee of 0.5% of each of the institutional component of the entitlement offer ("Institutional Entitlement Offer") and placement proceeds and the retail component of the entitlement offer ("Retail Entitlement Offer") and proceeds
3E.2 Is the proposed offer to be underwritten?
Yes
3E.2a Who are the underwriter(s)?
Ord Minnett is acting as lead manager to and underwriter of the entitlement offer
3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)?
Fully underwritten by Ord Minnett (subject to the terms of an Underwriting Agreement between Ord Minnett and Service Stream)
3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)?
Ord Minnett will receive an underwriting fee equal to 2.25% of the Institutional Entitlement Offer and placement proceeds and the Retail Entitlement Offer proceeds (together, the "Offer Proceeds")
3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated
Please refer to the "Underwriting Risk" in the investor presentation announced to ASX on 21 July 2021
3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No
3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No
3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
standard share registry, external advisers and ASX administrative fees

Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
To pay for the acquisition of an asset
3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue?
No
3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No
3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue
Institutional Entitlement Offer & placement extend to eligible institutional shareholders in Australia, New Zealand (NZ), Norway, Singapore, Hong Kong, Switzerland & UK. Retail Entitlement Offer only extend to eligible retail shareholders in Australia & NZ
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities
Yes
3F.5a Please provide further details of the offer to eligible beneficiaries
Retail Entitlement Offer will be made available to nominees or custodians with a registered address in Australia or New Zealand (irrespective of whether they participated under the Institutional Entitlement Offer) who were registered as the holder of fully paid ordinary shares in SSM at 7:00PM (Sydney time) on 23 July 2021 and who held those shares on behalf of underlying beneficial holders, except to the extent that those underlying beneficial holders are not an eligible retail shareholder.
The Retail Entitlement Offer is not available to shareholders that are in the United States or who are, or are acting for the account or benefit of, persons in the United States.
3F.6 URL on the entity's website where investors can download information about the proposed issue
https://www.servicestream.com.au
3F.7 Any other information the entity wishes to provide about the proposed issue
No
3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? No
3F.9 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)

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 class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
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
SSM : ORDINARY FULLY PAID
Number of +securities proposed to be issued
68,757,806
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? Yes
In what currency is the cash consideration being paid?
What is the issue price per +security? AUD 0.90000
AUD - Australian Dollar
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Part 7C - Timetable
7C.1 Proposed +issue date
2/8/2021
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?
68,757,806
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?
Ord Minnett Limited
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Ord Minnett will receive a management and selling fee of 0.5% of each of the institutional component of the entitlement offer (Institutional Entitlement Offer) and placement proceeds and the retail component of the entitlement offer (Retail Entitlement Offer) and proceeds
7E.2 Is the proposed issue to be underwritten?

Yes
7E.2a Who are the underwriter(s)?
Ord Minnett
7E.2b What is the extent of the underwriting (ie the amount or proportion of the proposed issue that is underwritten)?
fully underwritten by Ord Minnett (subject to the terms of an Underwriting Agreement between Ord Minnett and Service Stream)
7E.2c What fee, commission or other consideration is payable to them for acting as underwriter(s)?
Ord Minnett will receive an underwriting fee equal to 2.25% of the Institutional Entitlement Offer and placement proceeds and the Retail Entitlement Offer proceeds (together, the "Offer Proceeds")
7E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated.
Please refer to the "underwriting risk" in the Investor Presentation announced on ASX on 21 July 2021
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
standard share registry, external advisers and ASX administrative fees
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
To pay for the acquisition of an asset
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
Please refer to the Investor Presentation announced to ASX on 21 July 2021
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)