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WAM GLOBAL LIMITED — Capital/Financing Update 2021
Oct 18, 2021
66056_rns_2021-10-18_6f672b71-417c-4457-a1ef-9fa6c6cfab19.pdf
Capital/Financing Update
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Proposed issue of securities
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Announcement Summary
Entity name
WAM GLOBAL LIMITED
Announcement Type
New announcement
Date of this announcement
19/10/2021
The Proposed issue is:
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A placement or other type of issue
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 |
| WGB | ORDINARY FULLY PAID | 101,073,914 |
| WGBO | OPTION EXPIRING 12-SEP-2022 | 101,073,914 |
Proposed +issue date
29/10/2021
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
WAM GLOBAL 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
76624572925
1.3 ASX issuer code
WGB
1.4 The announcement is
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New announcement
1.5 Date of this announcement
19/10/2021
1.6 The Proposed issue is:
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A placement or other type of issue
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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? Yes
7A.1a Conditions
Approval/Condition Court approval
Date for determination Is the date estimated or ** Approval actual? received/condition met? 19/10/2021 Actual Yes
Comments
The Scheme of Arrangement has been approved by the Court at the second court hearing on 19 October 2021.
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? Yes
Details of +securities proposed to be issued
ASX +security code and description
WGB : ORDINARY FULLY PAID
Number of +securities proposed to be issued
101,073,914
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? No
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Please describe the consideration being provided for the +securities
On 14 October 2021, TGG announced that the Exchange Ratio was 0.625. The Exchange Ratio governs the number of New WAM Global shares and New WAM Global options that will be issued to each scrip participant for each TGG share they hold as at the Record date (other than Buy-Back TGG shares, if any). As a result of this Exchange Ratio, for every 1,000 TGG shares held at the record date, the scrip participant will receive 625 New WAM Global shares and 625 New WAM Global options.
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Attaching +Security
Is the proposed attaching 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
Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX)
Details of attaching +securities proposed to be issued
ASX +security code and description
WGBO : OPTION EXPIRING 12-SEP-2022
Number of +securities proposed to be issued
101,073,914
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? No
Please describe the consideration being provided for the +securities
On 14 October 2021, TGG announced that the Exchange Ratio was 0.625. The Exchange Ratio governs the number of New WAM Global shares and New WAM Global options that will be issued to each scrip participant for each TGG share they hold as at the Record date (other than Buy-Back TGG shares, if any). As a result of this Exchange Ratio, for every 1,000 TGG shares held at the record date, the scrip participant will receive 625 New WAM Global shares and 625 New WAM Global options.
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
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Yes
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Part 7C - Timetable 7C.1 Proposed +issue date 29/10/2021 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? No 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? No
7E.2 Is the proposed issue to be underwritten? No
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7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
Issued as consideration for the acquisition of shares in Templeton Global Growth Fund Limited (ASX: TGG) under the Scheme of Arrangement.
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
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:
Not applicable - the entity has arrangements in place with the holder that ensure the securities cannot be on-sold within 12 months in a manner that would breach section 707(3) or 1012C(6)
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