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WISETECH GLOBAL LIMITED — Director's Dealing 2021
Dec 22, 2021
66086_rns_2021-12-22_8b5da6c8-c279-4eae-b8ae-7248f6ebe18f.pdf
Director's Dealing
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ASX Announcement: 2021\103
23 December 2021
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Notice of Founder/CEO cash settled equity swap transaction
WiseTech Global Limited (ASX:WTC) (WiseTech or the Company) has been informed that RealWise Holdings Pty Ltd, a company controlled by WiseTech Founder and Chief Executive Officer, Mr Richard White, has entered into a transaction involving the sale of 4.3 million WiseTech shares (equating to approximately 1.3% of the total issued capital of WiseTech).
Mr White advises that the share sale has been undertaken in connection with a cash settled equity swap executed with Macquarie Bank Limited on 22 December 2021 (Equity Swap). As part of the transaction, Mr White has transferred 4.3 million WiseTech shares to Macquarie Bank. Mr White will retain an economic interest under the Equity Swap. Mr White has informed the Company that the Equity Swap is structured to reduce market impact and that an unwind of the Equity Swap is expected to commence in early 2022 and complete within six months.
Mr White has indicated that the share sale announced today is an evolution of the trading programs he implemented in August 2020, April 2021 and September 2021, and is intended to continue to facilitate additional liquidity in WiseTech’s shares, as well as a small diversification of Mr White’s assets.
Prior to the Equity Swap transaction Mr White had voting control over approximately 43.3% of WiseTech’s total issued capital. As a result of this transaction, Mr White is expected to retain voting control over approximately 42% of WiseTech shares, and the directors and employees of WiseTech, in aggregate, will hold approximately 53% of the Company’s issued share capital.
Mr White remains WiseTech’s largest shareholder and has confirmed his ongoing commitment to WiseTech as its founder and CEO, as well as his intent to remain a substantial, long-term shareholder.
Mr White said, “As the founder and CEO of WiseTech, I am committed to driving WiseTech’s global growth ambitions and positioning our CargoWise logistics execution software as the operating system for global logistics.
“As WiseTech continues to gain momentum in delivering revenue growth and market penetration, we are seeing increasing interest from new, long-term investors wanting to be part of the Company’s growth journey, which is why it is important to enhance liquidity via an orderly process.”
//ENDS
Authorised for release to ASX by David Rippon, Corporate Governance Executive & Company Secretary.
Contact information:
Investor Relations and Media
INVESTOR RELATIONS: MEDIA Ross Moffat +61 412 256 224 Helen Karlis +61 419 593 348
Forward looking statements
Forward-looking statements in this release are based on information and assumptions known to date and are subject to various risks and uncertainties. Actual results, performance or achievements could be significantly different from those expressed in, or implied by, these forwardlooking statements. Such forward-looking statements are not a guarantee of future performance and involve known and unknown risks,
WiseTech Global Limited ABN 41 065 894 724 Unit 3a, 72 O’Riordan Street Alexandria NSW 2015
uncertainties and other factors, many of which are beyond the control of WiseTech Global. These factors may cause actual results to differ materially from those expressed in the statements contained in this announcement.
About WiseTech Global
WiseTech Global is a leading developer and provider of software solutions to the logistics execution industry globally. Our customers include over 18,000[1] of the world’s logistics companies across more than 165 countries, including 41 of the top 50 global third-party logistics providers and 24 of the 25 largest global freight forwarders worldwide[2] . Our flagship platform, CargoWise, forms an integral link in the global supply chain and executes over 72 billion data transactions annually.
Our mission is to change the world by creating breakthrough products that empower those that own, enable and operate the supply chains of the world. At WiseTech, we are relentless about innovation, adding over 4,300 product enhancements to our global platform in the last five years while bringing meaningful continual improvement to the world’s supply chains. Our breakthrough software solutions are renowned for their powerful productivity, extensive functionality, comprehensive integration, deep compliance capabilities, and truly global reach. For more information about WiseTech Global or CargoWise, please visit wisetechglobal.com and cargowise.com
1 Includes customers on CargoWise and platforms of acquired businesses whose customers may be counted with reference to installed sites
2 Armstrong & Associates: Top 50 Global 3PLs & Top 25 Global Freight Forwarders ranked by 2020 logistics gross revenue/turnover and freight forwarding volumes
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23 December 2021
The Manager Market Announcements Office ASX Limited Exchange Centre 20 Bridge Street Sydney NSW 2000
WiseTech Global Limited (ASX: WTC) – Notice under section 708A(5)(e): off-market controller sale
We refer to the announcement by WiseTech Global Limited ( WiseTech Global ) on 23 December 2021 in relation to the sale of 4,300,000 shares (approximately 1.3% of issued share capital) by RealWise Holdings Pty Ltd, a company controlled by Mr Richard White.
This notice is given by WiseTech Global under section 708A(5)(e) of the Corporations Act 2001 (Cth) ( Corporations Act ) as modified by ASIC Class Order 2016/81.
The Corporations Act restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A of the Corporations Act.
WiseTech Global confirms that:
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(a) RealWise Holdings Pty Ltd sold the shares without disclosure to investors under Part 6D.2 of the Corporations Act;
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(b) as at the date of this notice, WiseTech Global has complied with:
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(i) the provisions of Chapter 2M of the Corporations Act as they apply to WiseTech Global; and
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(ii) sections 674 and 674A of the Corporations Act; and
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(c) as at the date of this notice, there is no excluded information of the type referred to in section 708A(7) and s708A(8) of the Corporations Act.
Yours faithfully
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David Rippon Company Secretary
WiseTech Global Limited Unit 3a, 72 O’Riordan Street ACN 065 894 72 PO Box 6390 Alexandria NSW 2015 Australia
+61 2 8001 2200 [email protected] wisetechglobal.com
23 December 2021
The Manager Market Announcements Office ASX Limited Exchange Centre 20 Bridge Street Sydney NSW 2000
WiseTech Global Limited (ASX: WTC) – Sale offers within 12 months after controller sale
For the purposes of section 708A(5) and (6) of the Corporations Act 2001 (Cth) ( Act ), as modified by ASIC Corporations (Sale Offers By Controllers) Instrument 2016/81, RealWise Holdings Pty Limited (ABN 87 059 309 161) ( Vendor ) gives notice under section 708A(5)(e) of the Act of the following details:
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(a) on 22 December 2021, the Vendor executed the sale of 4,300,000 fully paid ordinary shares ( Sale Shares ) in the issued capital of WiseTech Global Limited (ABN 41 065 894 724) ( Company ) to Macquarie Bank Limited (ABN 46 008 583 542);
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(b) the Vendor, as a controller of the Company for the purposes of the Act at the date of the sale, sold the Sale Shares without disclosure to the investor under Part 6D.2 of the Act;
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(c) as far as the Vendor is aware, as at the date of this notice, the Company has complied with the provisions of Chapter 2M as they apply to the Company and section 674 of the Act; and
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(d) the Vendor is not aware of any information that may be “excluded information” for the purposes of sections 708A(7) or (8) of the Act, as at the date of this notice.
Issued by:
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Richard White Director RealWise Holdings Pty Limited