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MarketScreener Homepage  >  Equities  >  Australian Stock Exchange  >  Swift Media Limited    SW1   AU000000SW10

SWIFT MEDIA LIMITED

(SW1)
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Swift Media : Share Purchase Plan – Offer Document

11/29/2020 | 05:35pm EST

Swift Media Limited

ACN 006 222 395

Share Purchase Plan

For an offer by the Company of up to $30,000 worth of Shares to each Eligible Shareholder to raise, in total, a maximum of $1,000,000 (with the Directors having the discretion to accept oversubscriptions, subject to the Listing Rules and Corporations Act).

Applications for Shares under the Offer must be received by 5:00pm (AWST) on 11 December 2020.

Important: This is an important document that should be read in its entirety. If you are in any doubt or have any questions about this document, you should promptly consult your stockbroker, accountant or other professional adviser.

This document is not a prospectus. It does not contain all the information that an investor would find in a prospectus or which may be required in order to make an informed investment decision regarding the New Shares offered by this document. This document does not take into account the individual investment objectives, financial situation or particular needs of each Eligible Shareholder.

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES OR TO US PERSONS

Contents

Important Information

1

Key Numbers and Dates

2

Chairman's Letter

3

1

Offer Details

4

2

Risk Factors

9

3

Applications

15

4

Additional Information

19

5

Definitions

22

Corporate Directory

24

i

Important Information

General

This Offer Document is issued by Swift Media Limited ACN 006 222 395 (Company) and is dated 27 November 2020.

This Offer Document is not a prospectus under the Corporations Act or under any other law, and it has not been lodged with ASIC. Neither ASIC or ASX take responsibility for the contents of this Offer Document or the merits of the investment to which this Offer Document relates.

This Offer Document has been prepared in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547, which allows a company to offer securities under a share purchase plan without the use of a prospectus, subject to certain requirements. The level of disclosure required in this Offer Document is significantly less than what would be required in a prospectus.

Any investment in the Company should be considered highly speculative and you must rely on your own knowledge of the Company and previous disclosures made by the Company to ASX. Shareholders who are in any doubt or have any questions about this Offer Document should promptly consult their stockbroker, accountant or other professional adviser before deciding to apply for Shares under the Offer.

No person is authorised to give any information or to make any representation in relation to the Offer which is not contained in this Offer Document. Any such information or representations may not be relied upon as having been authorised by the Company.

Publicly available information

Information about the Company is publicly available and can be obtained from ASIC and ASX (including at www.asx.com.au). The contents of any website, or ASIC or ASX filing by the Company are not incorporated into this Offer Document and do not constitute part of the Offer. This Offer Document is intended to be read in conjunction with the publicly available information in relation to the Company which has been notified to ASX. Shareholders should therefore have regard to the other publicly available information in relation to the Company before making a decision on whether or not to invest in the Company or its Shares.

Risk factors

Before deciding to invest in the Company, Shareholders should read the entire Offer Document and in particular,

in considering the prospects of the Company, Shareholders should consider the risk factors that could affect the financial performance and assets of the Company. Shareholders should carefully consider these factors in light of their personal circumstances (including financial and tax issues). See section 2 for further information.

Applications

Eligible Shareholders wishing to apply for Shares under the Offer must do so using the Application Form attached to or accompanying this Offer Document. Before applying for Shares, Shareholders should carefully read this Offer Document.

Foreign restrictions

This Offer Document does not constitute an offer or invitation in any place in which, or to any person to whom, it would not be lawful to make such an offer or to extend such an invitation. No action has been taken to register this Offer Document or otherwise to permit the offering of securities in any jurisdiction outside Australia.

Financial amounts

All references in this Offer Document to "$", "A$", "AUD", "dollars" or "cents" are references to Australian currency unless otherwise stated.

Any discrepancies between the totals and sums of components in tables contained in this Offer Document are due to rounding.

Definitions and time

A number of terms and abbreviations used in this Offer Document have defined meanings which are set out in section 5.

All references to time relate to the time in Perth, Western Australia unless otherwise stated or implied.

Governing law

This Offer Document and the contracts that arise from the acceptance of applications under this Offer Document are governed by the law applicable in Western Australia and each applicant submits to the exclusive jurisdiction of the courts of Western Australia.

1

Key Numbers and Dates

Key Numbers

Amount

Issue Price per Share under the Offer

Lower of:

$0.0375; and

2% discount to the 5-

day VWAP of Shares

at the Closing Date

Maximum amount an Eligible Shareholder may invest under the Offer

$30,000

Maximum funds to be raised under the Offer (before costs)*

$1,000,000

Issue price per Share under the Placement

$0.0375

Funds raised under the Placement (before costs)

$3,987,031

Note: The maximum funds raised under the Offer may increase to the extent that Directors exercise their discretion to accept

oversubscriptions.

Key Events

Date

Record Date for the Offer

5:00pm (AWST), 18 November 2020

Shares issued under the Placement

26

November 2020

Cleansing notice lodged with ASX

26

November 2020

Opening Date for the Offer

27

November 2020

Offer Document sent to Eligible Shareholders

27

November 2020

Closing Date for the Offer

5:00pm (AWST), 11 December 2020

Results of the Offer announced to ASX

14 December 2020

Shares issued under the Offer

15 December 2020

Shares issued commence trading on ASX

16 December 2020

Note: The above timetable is indicative only. The Company reserves the right, subject to the Corporations Act, the Listing Rules and other applicable laws, to vary the dates, including by extending the Closing Date of the Offer or accepting late acceptances, either generally or in particular cases, by lodging a revised notice with ASX.

New Shares issued under the Offer will be issued as soon as practicable after the Closing Date. Application for quotation on ASX of the Shares will be made immediately following the issue of those Shares.

2

This is an excerpt of the original content. To continue reading it, access the original document here.

Disclaimer

Swift Media Limited published this content on 30 November 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 November 2020 22:34:01 UTC


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