Proposed issue of Securities - AU1
Download the PDFPreparing the document viewer…
Read the announcement as text
Proposed issue of securities
Announcement Summary
Entity name
THE AGENCY GROUP AUSTRALIA LTD
Announcement Type
New announcement
Date of this announcement
Tuesday March 23, 2021
The Proposed issue is:
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
n/a Unquoted options exercisable at 5 cents 10,000,000
n/a Unquoted Options exercisable at 7.5 cents each 10,000,000
n/a Unquoted options exercisable at 10 cents 10,000,000
Proposed +issue date
Monday March 29, 2021
Refer to next page for full details of the announcement
Proposed issue of securities 1/8
Proposed issue of securities
Part 1 - Entity and announcement details
1.1 Name of +Entity
THE AGENCY GROUP AUSTRALIA LTD
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.
1.2 Registered Number Type Registration Number
ACN 118913232
1.3 ASX issuer code
AU1
1.4 The announcement is
New announcement
1.5 Date of this announcement
Tuesday March 23, 2021
1.6 The Proposed issue is:
A placement or other type of issue
Proposed issue of securities 2/8
Proposed issue of securities
Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 - Are any of the following approvals required for the placement or other type of issue?
+Security holder approval
Court approval
Lodgement of court order with +ASIC
ACCC approval
FIRB approval
Another approval/condition external to the entity
No
Part 7B - Issue details
Is the proposed security a 'New Will the proposed issue of this
class' (+securities in a class that is +security include an offer of
not yet quoted or recorded by ASX) attaching +securities?
or an 'Existing class' (additional No
securities in a class that is already
quoted or recorded by ASX)?
New class
Details of +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
Have you received confirmation from Will the entity be seeking quotation
ASX that the terms of the proposed of the 'new' class of +securities on
+securities are appropriate and ASX?
equitable under listing rule 6.1? No
No
ASX +security code +Security description
New class-code to be confirmed Unquoted options exercisable at 5 cents
+Security type
Options
Number of +securities proposed to be issued
10,000,000
Offer price details
Proposed issue of securities 3/8
Proposed issue of securities
Are the +securities proposed to be issued being issued for a cash consideration?
No
Please describe the consideration being provided for the +securities
Nil
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
Options details
+Security currency Exercise price Expiry date
AUD - Australian Dollar AUD 0.0500 Thursday September 29, 2022
Details of the type of +security that will be issued if the option is exercised
AU1 : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
10,000,000
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
https://www2.asx.com.au/markets/trade-our-cash-market/announcements.au1
Is the proposed security a 'New Will the proposed issue of this
class' (+securities in a class that is +security include an offer of
not yet quoted or recorded by ASX) attaching +securities?
or an 'Existing class' (additional No
securities in a class that is already
quoted or recorded by ASX)?
New class
Details of +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
Have you received confirmation from Will the entity be seeking quotation
ASX that the terms of the proposed of the 'new' class of +securities on
+securities are appropriate and ASX?
equitable under listing rule 6.1? No
No
Proposed issue of securities 4/8
Proposed issue of securities
ASX +security code +Security description
New class-code to be confirmed Unquoted Options exercisable at 7.5 cents each
+Security type
Options
Number of +securities proposed to be issued
10,000,000
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
Nil
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
Options details
+Security currency Exercise price Expiry date
AUD - Australian Dollar AUD 0.0750 Friday September 29, 2023
Details of the type of +security that will be issued if the option is exercised
AU1 : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
10,000,000
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
https://www2.asx.com.au/markets/trade-our-cash-market/announcements.au1
Is the proposed security a 'New Will the proposed issue of this
class' (+securities in a class that is +security include an offer of
not yet quoted or recorded by ASX) attaching +securities?
or an 'Existing class' (additional No
securities in a class that is already
quoted or recorded by ASX)?
New class
Proposed issue of securities 5/8
Proposed issue of securities
Details of +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
Have you received confirmation from Will the entity be seeking quotation
ASX that the terms of the proposed of the 'new' class of +securities on
+securities are appropriate and ASX?
equitable under listing rule 6.1? No
No
ASX +security code +Security description
New class-code to be confirmed Unquoted options exercisable at 10 cents
+Security type
Options
Number of +securities proposed to be issued
10,000,000
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
Nil
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
Options details
+Security currency Exercise price Expiry date
AUD - Australian Dollar AUD 0.1000 Sunday September 29, 2024
Details of the type of +security that will be issued if the option is exercised
AU1 : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
10,000,000
Proposed issue of securities 6/8
Proposed issue of securities
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
https://www2.asx.com.au/markets/trade-our-cash-market/announcements.au1
Part 7C - Timetable
7C.1 Proposed +issue date
Monday March 29, 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?
30,000,000
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
Proposed issue of securities 7/8
Proposed issue of securities
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
In connection to an employment agreement between the Company and Mr Geoff Lucas in which he will be appointed CEO
of the Company. The options to be issued are in accordance with the employment terms and conditions.
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
Refer to the ASX announcement dated 23 March 2021 titled 'The Agency Group appoints Geoff Lucas as Group CEO'.
Proposed issue of securities 8/8