On 27 September 2016, Cover-More Group Limited (ASX Code: CVO) (Company) announced a proposed acquisition of 100% of Travelex Insurance Services Inc. for approximately A$138 million (Acquisition), and a fully underwritten 1 for 5.2 accelerated non-renounceable entitlement offer of new ordinary shares at an issue price of $1.20 per new share to raise approximately $73.3 million (Entitlement Offer).
The Entitlement Offer has the following two components.
New ordinary shares issued under the Entitlement Offer will rank equally with existing ordinary shares.
The anticipated timetable in relation to the Entitlement Offer is set out below.
Event |
Date |
Trading halt commences |
Monday, 26 September 2016 |
Announcement of the Acquisition and Entitlement Offer Institutional Entitlement Offer opens |
Tuesday, 27 September 2016 |
Institutional Entitlement Offer closes |
Wednesday, 28 September 2016 |
Announcement of results of Institutional Entitlement Offer, Entitlement Offer Ratio and Offer Price Trading halt lifted Trading in ordinary shares resumes on an ex-entitlement basis (ASX Code: CVO) Record date for Entitlement Offer |
Thursday, 29 September 2016 |
Retail Entitlement Offer opens Despatch of Retail Entitlement Offer booklet and entitlement and acceptance form |
Tuesday, 4 October 2016 |
Settlement of Institutional Entitlement Offer |
Monday, 10 October 2016 |
Issue and quotation of new shares issued under the Institutional Entitlement Offer (ASX code: CVO) |
Tuesday, 11 October 2016 |
Retail Entitlement Offer closes |
Monday, 17 October 2016 |
Announcement of results of Retail Entitlement Offer (including any shortfall) |
Thursday, 20 October 2016 |
Issue of new shares under the Retail Entitlement Offer |
Monday, 24 October 2016 |
New shares issued under the Retail Entitlement Offer commence trading on a normal settlement basis (ASX code: CVO) |
Tuesday, 25 October 2016 |
Settlement issues
Despite the fact that securities are trading ‘ex entitlement’ on ASX Trade, CHESS will not recognise for settlement purposes the ‘ex entitlement’ or the ‘cum entitlement’ tag on CHESS messages and CHESS will not maintain cum balances during the deemed ‘CHESS ex-period’, i.e. the period commencing on the deemed CHESS ex-date up to and including the record date. However, a record date cum balance will be available the business day following the record date, which will be equal to the registered holding balance at CHESS end of day on the record date. As a result any transfer that occurs prior to record date will be effectively transferred on a ‘cum entitlement’ basis.
Therefore, Participants must ensure that any transfer, including the priming of Broker Entrepot Accounts, is conducted in accordance with the basis of quote. For example, a transfer in relation to a transaction conducted on an ‘ex entitlement’ basis should ordinarily only occur post record date.
CHESS will perform automatic diary adjustments to ‘cum entitlement’ settlement obligations outstanding as at the record date.
Trading issues
ASX will not price a ‘cum entitlement’ market with respect to trading in the Company’s securities. Persons who acquire the Company’s securities after the commencement of the trading halt on Monday, 26 September 2016 are not entitled to participate in the Entitlement Offer.
For further details, please refer to the Company’s announcements on Tuesday, 27 September 2016.
For further details, please call the Offer Information Line on 1300 554 474 (local call cost within Australia) or +61 1300 554 474 (from outside Australia) between 8.30am and 5.30 pm (Sydney time) Monday to Friday.
Stephanie Yong, Senior Adviser, Listings Compliance (Sydney)
Stephanie Yong
+61 (02) 9227 0000
info@asx.com.au