AI assistant
SERVICE STREAM LIMITED — Capital/Financing Update 2021
Jul 20, 2021
65865_rns_2021-07-20_ff6299e0-7a2e-4516-857a-6f1f8a592f92.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
==> picture [159 x 45] intentionally omitted <==
ASX Announcement
Company Announcements Australian Securities Exchange Limited Level 4, 20 Bridge Street SYDNEY NSW 2000 AUSTRALIA
21 July 2021
SERVICE STREAM LIMITED
ACCELERATED NON-RENOUNCEABLE PRO-RATA ENTITLEMENT OFFER
NOTICE UNDER SECTION 708AA(2)(f) OF THE CORPORATIONS ACT 2001 (CTH) AS MODIFIED BY ASIC CORPORATIONS (NON-TRADITIONAL RIGHTS ISSUES) INSTRUMENT 2016/84
This notice is given by Service Stream Limited (ACN 072 369 870) (ASX Code: SSM) (“ Service Stream ”) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (“ Corporations Act ”) as modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 (“ ASIC Modification Instrument ”).
Service Stream today announced an underwritten, accelerated non-renounceable pro rata entitlement offer (“ Entitlement Offer ”) of 1 ordinary fully paid share in Service Stream (“ New Shares ”) for every 3 Service Stream ordinary shares held as at 7.00pm (Sydney time) on Friday, 23 July 2021 by shareholders with a registered address in Australia and New Zealand (and certain other jurisdictions in which Service Stream decides to extend the Entitlement Offer), along with an underwritten placement to institutional investors (“ Placement ” and together with the Entitlement Offer, the “ Offer ”), to raise approximately $185 million.
Further details regarding the Offer are set out in the ASX announcement and investor presentation accompanying this notice. A Retail Offer Booklet for the Entitlement Offer is expected to be dispatched to eligible retail shareholders on Tuesday, 27 July 2021.
Service Stream confirms that:
-
1 The New Shares will be issued without disclosure to investors under Part 6D.2 of the Corporations Act.
-
2 This notice is being given under section 708AA(2)(f) of the Corporations Act as modified by the ASIC Modification Instrument.
-
3 As at the date of this notice Service Stream has complied with:
-
(a) the provisions of Chapter 2M of the Corporations Act as they apply to Service Stream; and
-
(b) section 674 of the Corporations Act.
-
4 As at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) that is required to be set out in this notice under section 708AA(7) of the Corporations Act.
SERVICE STREAM LIMITED ABN 46 072 369 870 HEAD OFFICE Level 4, 357 Collins Street, Melbourne Vic 3000 | Mailing Address: PO Box 14570 Melbourne VIC 8001 T +61 3 9677 8888 | F +61 3 9677 8877 | E [email protected] | www.servicestream.com.au
-
5 The potential effect the issue of New Shares under the Entitlement Offer will have on control of Service Stream, and the consequences of that effect, will depend on a number of factors, including investor demand and existing shareholdings. However, given:
-
(a) the size and pricing of the Entitlement Offer;
-
(b) the current level of holdings of substantial holders in Service Stream (based on substantial holding notices that have been given to Service Stream and lodged with ASX on or prior to the date of this notice); and
-
(c) that the Entitlement Offer is structured as a pro rata issue and is underwritten,
the issue of New Shares under the Entitlement Offer is not expected to have a material effect or consequence on the control of Service Stream.
To the extent that any eligible shareholder fails to take up their rights under the Entitlement Offer, that eligible shareholder’s percentage holding in Service Stream will be diluted by the issue of New Shares under the Entitlement Offer (and potentially, in the case of certain eligible retail shareholders who have accepted their entitlement in full and that apply under the retail oversubscription facility, by the issue of additional New Shares), and as a result of the Placement. It is not expected that such issue of New Shares under the Offer will have a material effect on the control of Service Stream.
Authorised for release to ASX by the Service Stream Board of Directors.
==> picture [69 x 26] intentionally omitted <==
Chris Chapman Company Secretary
Important Notices
This notice does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States, or in any other jurisdiction in which, or to any person to whom, such an offer would be illegal. No action has been or will be taken to register, qualify or otherwise permit a public offering of the New Shares in any jurisdiction outside Australia. In particular, the New Shares have not been, nor will be, registered under the U.S. Securities Act of 1933 or the securities laws of any state or other jurisdiction of the United States. Accordingly, the entitlements may not be taken up by, and the New Shares may not be offered or sold to, persons in the United States or to any person who is acting for the account or benefit of any person in the United States (to the extent such person is acting for the account or benefit of a person in the United States). The New Shares will only be offered and sold outside the United States in “offshore transactions” (as defined in Rule 902(h) under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act.
About Service Stream Limited:
Service Stream is a public company listed on the Australian Securities Exchange (Code: SSM). The Service Stream Group is a provider of essential network services to the telecommunications and utility sectors. Service Stream operates across all states and territories, has a workforce in excess of 2,200 employees and access to a pool of over 3,000 specialist contractors. For more information please visit www.servicestream.com.au