Perth-based Quickflix Ltd has lodged its offer document with respect to a rights issue to raise $4.1 million to fund development of its national DVD rental business.
Perth-based Quickflix Ltd has lodged its offer document with respect to a rights issue to raise $4.1 million to fund development of its national DVD rental business.
The rights issue is a revised offer following an earlier attempt to raise $4.9 million, with about 20 per cent of that figures reached in a 4-for-5 rights issue at 7.5 cents.
The new issue, at 5 cents per share via a non-renounceable rights issue on a one-for-one basis, is partially underwritten - to about 25 per cent.
In the offer document, Quickflix outlines various scenarios which show its biggest shareholder Destra Corp could move to as much as 25 per cent depending on the acceptance levels of other shareholders.
Below is an announcement by Quickflix:
Quickflix Ltd refers to the offer to eligible shareholders to acquire additional fully paid ordinary shares in the capital of the company at 5 cents per share via a non-renounceable rights issue on a one-for-one basis.
The record date is 16 May 2008.
The Rights Issue is partially underwritten by existing investors (including by Quickflix executives).
The Offer Document and accompanying Entitlement and Application Form will be dispatched to all eligible shareholders today.
The Rights Issue, if fully subscribed, will not result in any change to the control of the Company.
As at the date of this announcement, the Rights Issue has been partially underwritten to the extent of 20,612,489 Shares.
As described in the Offer Document, existing shareholders will be given the right to participate in any shortfall and the Directors reserve the right to place any shortfall to parties other than related parties.
The Company hereby gives notice that:
1) the Company is offering the Shares for issue without disclosure to investors under Part 6D.2 of the Corporations Act (2001) (Act);
2) the Company is providing this notice under paragraph 2(f) of section 708AA of the Act;
3) as at 22 May 2008, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company;
4) as at 22 May 2008 Company has complied with section 674 of the Act;
5) as at 22 May 2008, there is no information: a) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and b) that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of: i) the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or ii) the rights and liabilities attaching to the Shares; and
6) the issue of the New Shares may affect the control of Quickflix depending on the take up of the Rights Issue and the extent to which the Rights Issue is underwritten.
Based on the current disclosures made by substantial holders and the underwriting commitments received to date, the maximum percentage shareholding any party could attain through taking up their rights and their underwriting commitments in full is 25.55%.
Sections 1.13 and 1.14 of the Offer Document set out further information on the effect that the issue of Shares pursuant to the Rights Issue may have on the control of Quickflix.
