27 June 2011
Scott Technology Limited
Details relating to Rights Issue announced today
Scott Technology Limited (â€œScott Technologyâ€) announced today a one (1) for four (4) pro rata renounceable rights issue of new shares in Scott Technology which will be open to existing New Zealand shareholders, at an application price of $1.20 per new share (the â€œOfferâ€). This represents a 17% discount to the closing market price of existing shares in Scott Technology traded on the NZSX on 24 June 2011.
Scott Technology intends to raise up to approximately $9.5 million from the Offer. The funds sought in this Offer will ensure that Scott Technology is well capitalised to take advantage of ongoing growth and acquisition opportunities. The Offer is not underwritten. Forsyth Barr Limited has been appointed Lead Manager and Organising Participant to the Offer.
Key terms of the Offer:
- Entitlement ratio: 1 new share for every 4 existing shares held as at the record date (see key dates below for record date)
- Application price: $1.20 per share
- Total new shares to be issued: up to 7,944,127 (subject to rounding)
- Gross proceeds: up to $9,532,952.40 (subject to rounding)
Eligible shareholders who do not wish to participate in the Offer can sell their rights, which will be tradable on the NZSX.*
The Offer includes an opportunity for eligible shareholders who accept their entitlement in full to apply for additional new shares at $1.20 per share via an oversubscription facility, subject to the scaling rules and the maximum issue size detailed in the Offer.
Shares attributable to unexercised rights which remain unallocated following completion of allocations under the oversubscription facility (if any) will be offered to eligible investors in a shortfall bookbuild on 5 August 2011. The
shortfall bookbuild is a method by which shares which have not otherwise been alloted under the Offer or oversubscription facility (if any) will be offered to institutional and other eligible investors. If the proceeds from the bookbuild (if any) on a per share basis are higher that the application price, that difference will be paid to holders of the relevant unexercised rights.
Key dates for the Offer:
- Announcement of the Offer will take place on Monday 27 June 2011
- Record date for rights entitlements is 5:00pm on Wednesday 6 July 2011
- Entitlement letters and Offer documents will be sent to shareholders on Friday 8 July 2011
- Rights trading will commence on Monday 4 July 2011 and cease at 5:00pm on Friday 22 July 2011
- The Offer will open on Wednesday 6 July 2011 and close at 5:00pm on Thursday 28 July 2011
- Allotment of new shares under the Offer will take place on Thursday 4 August 2011
- Shortfall bookbuild for unsubscribed shares (if any) will take place on Friday 5 August 2011
- Allotment of new shares under the shortfall bookbuild (if any) will take place on Wednesday 10 August 2011
Following registration a copy of the simplified disclosure prospectus and other relevant documents will be available at www.scott.co.nz.The company is not seeking subscriptions at this stage, with the rights offer yet to open. No money is being sought and no applications for new shares will be accepted or money received unless the subscriber has received a copy of the simplified disclosure prospectus. Subscriptions will only be accepted via the application form enclosed with the simplified disclosure prospectus.
For further information please contact:
Scott Technology Limited
03 478 8130
021 815 975
* An application has been made to the NZX for permission to quote the rights and all requirements of NZX relating to quotation that can be complied with on or before the date of this announcement have been duly complied with. NZX is a registered exchange, regulated under the Securities Markets Act 1998.
No person named in this announcement or the offer document (including Scott Technology or its directors, officers, employees or associates or professional advisors), or any other person warrants or guarantees the new shares to be issued pursuant to the offer, or the future performance of the new shares, or any return or any investment made pursuant to the offer.