Proposed issue of Securities – AU1
Proposed issue of securities
Announcement Summary
Entity name THE AGENCY GROUP AUSTRALIA LTD
Announcement Type New announcement
Date of this announcement Tuesday February 9, 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 Convertible Notes 150,000
Proposed +issue date Tuesday February 9, 2021
Refer to next page for full details of the announcement
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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 ABN 52118913232
1.3 ASX issuer code AU1
1.4 The announcement is New announcement
1.5 Date of this announcement Tuesday February 9, 2021
1.6 The Proposed issue is: 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 – 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 Yes
7A.1a Conditions
Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval Monday January 4, 2021 Actual Yes
Comments Issued pursuant to shareholder approval for the Peters Investments transaction (Resolution 6) at an AGM held 4 January 2021.
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 Yes
ASX +security code +Security description New class-code to be confirmed Convertible Notes
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+Security type +Convertible debt securities
Number of +securities proposed to be issued 150,000
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? Yes
In what currency is the cash What is the issue price per consideration being paid? +security? AUD – Australian Dollar AUD 1.00000
Will all the +securities issued in this class rank equally in all respects from their issue date? Yes
+Convertible debt securities details
These securities are: Type of security Convertible Corporate Bond
+Security currency Face value AUD – Australian Dollar AUD 1.0000
Interest rate type Fixed rate
Frequency of coupon/interest payments per year No coupon/interest payments
s128F of the Income Tax Assessment Act status applicable to the +security Not s128F exempt
Is the +security perpetual (ie. no Maturity date maturity date)? Friday March 31, 2023 No
Select other features applicable to the +security Redeemable Secured
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Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)? No
Details of the type of +security that will be issued if the securities to be quoted are converted, transformed or exchanged AU1 : ORDINARY FULLY PAID
Number of +securities that will be issued if the +securities to be quoted are converted, transformed or exchanged 5,555,555
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://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02312655-6A1008606?access_token=8
Part 7C – Timetable
7C.1 Proposed +issue date Tuesday February 9, 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
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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
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 pursuant to shareholder approval for the Peters Investments transaction (Resolution 6) at an AGM .The amount represents the facility fee that has been capitalised and added to the face value of the Peters Investments Pty Ltd Convertible Note.
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
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