Summerset Group Holdings Limited logo

ASX Appendix 3B

Listing Change8 September 2019SUMHealthcare

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 1

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B


New issue announcement,

application for quotation of additional

securities

and agreement


Information or documents not available now must be given to ASX as soon as available. Information and

documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13



Name of entity

Summerset Group Holdings Limited


ABN

164 228 399


We (the entity) give ASX the following information.



Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).


1

+

Class of

+

securities issued or to be

issued


Ordinary shares



2

Number of

+

securities issued or to

be issued (if known) or maximum

number which may be issued


928,017 ordinary shares



3

Principal terms of the

+

securities

(e.g. if options, exercise price and

expiry date; if partly paid

+

securities, the amount outstanding

and due dates for payment; if

+

convertible securities, the

conversion price and dates for

conversion)


Issue of fully paid ordinary shares to those

shareholders who have elected to participate in

the Dividend Reinvestment Plan





Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 2 04/03/2013



4

Do the

+

securities rank equally in

all respects from the

+

issue date

with an existing

+

class of quoted

+

securities?


If the additional

+

securities do not

rank equally, please state:

• the date from which they do

• the extent to which they

participate for the next

dividend, (in the case of a trust,

distribution) or interest payment

• the extent to which they do not

rank equally, other than in

relation to the next dividend,

distribution or interest payment

Yes



5 Issue price or consideration


NZ$5.8336 per share



6 Purpose of the issue

(If issued as consideration for the

acquisition of assets, clearly

identify those assets)







As per Dividend Reinvestment Plan



6a

Is the entity an

+

eligible entity that

has obtained security holder

approval under rule 7.1A?


If Yes, complete sections 6b – 6h in

relation to the

+

securities the

subject of this Appendix 3B, and

comply with section 6i

No



6b The date the security holder

resolution under rule 7.1A was

passed

N/A



6c

Number of

+

securities issued

without security holder approval

under rule 7.1

N/A



6d

Number of

+

securities issued with

security holder approval under rule

7.1A

N/A


Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 3

6e

Number of

+

securities issued with

security holder approval under rule

7.3, or another specific security

holder approval (specify date of

meeting)


N/A



6f

Number of

+

securities issued under

an exception in rule 7.2

N/A



6g

If

+

securities issued under rule

7.1A, was issue price at least 75%

of 15 day VWAP as calculated

under rule 7.1A.3? Include the

+

issue date and both values.

Include the source of the VWAP

calculation.

N/A



6h

If

+

securities were issued under rule

7.1A for non-cash consideration,

state date on which valuation of

consideration was released to ASX

Market Announcements

N/A



6i Calculate the entity’s remaining

issue capacity under rule 7.1 and

rule 7.1A – complete Annexure 1

and release to ASX Market

Announcements

N/A



7

+

Issue dates

Note: The issue date may be prescribed by ASX

(refer to the definition of issue date in rule 19.12).

For example, the issue date for a pro rata

entitlement issue must comply with the applicable

timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

9 September 2019




Number

+

Class

8

Number and

+

class of all

+

securities

quoted on ASX (including the

+

securities in section 2 if

applicable)




226,827,675 Ordinary


Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 4 04/03/2013



Number

+

Class

9

Number and

+

class of all

+

securities

not quoted on ASX (including the

+

securities in section 2 if

applicable)




N/A



10 Dividend policy (in the case of a

trust, distribution policy) on the

increased capital (interests)

As for all ordinary shares



Part 2 - Pro rata issue


11 Is security holder approval required?


N/A



12 Is the issue renounceable or non-

renounceable?

N/A



13

Ratio in which the

+

securities will be

offered

N/A



14

+

Class of

+

securities to which the

offer relates

N/A



15

+

Record date to determine

entitlements

N/A



16 Will holdings on different registers

(or subregisters) be aggregated for

calculating entitlements?

N/A



17 Policy for deciding entitlements in

relation to fractions


N/A



18 Names of countries in which the

entity has security holders who will

not be sent new offer documents

Note: Security holders must be told how their

entitlements are to be dealt with.

Cross reference: rule 7.7.

N/A



19 Closing date for receipt of

acceptances or renunciations

N/A

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 5


20 Names of any underwriters



N/A



21 Amount of any underwriting fee or

commission

N/A



22 Names of any brokers to the issue



N/A



23 Fee or commission payable to the

broker to the issue

N/A



24 Amount of any handling fee payable

to brokers who lodge acceptances or

renunciations on behalf of security

holders

N/A



25 If the issue is contingent on security

holders’ approval, the date of the

meeting

N/A



26 Date entitlement and acceptance

form and offer documents will be

sent to persons entitled

N/A



27 If the entity has issued options, and

the terms entitle option holders to

participate on exercise, the date on

which notices will be sent to option

holders

N/A



28 Date rights trading will begin (if

applicable)

N/A



29 Date rights trading will end (if

applicable)



N/A



30 How do security holders sell their

entitlements in full through a

broker?

N/A



31 How do security holders sell part of

their entitlements through a broker

and accept for the balance?

N/A


Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 6 04/03/2013


32 How do security holders dispose of

their entitlements (except by sale

through a broker)?

N/A



33

+

Issue date



N/A



Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities


34

Type of

+

securities

(tick one)


(a)


+

Securities described in Part 1



(b)


All other

+

securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee

incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities


Entities that have ticked box 34(a)


Additional securities forming a new class of securities



Tick to indicate you are providing the information or

documents



35


If the

+

securities are

+

equity securities, the names of the 20 largest holders of the

additional

+

securities, and the number and percentage of additional

+

securities held by

those holders



36


If the

+

securities are

+

equity securities, a distribution schedule of the additional

+

securities setting out the number of holders in the categories

1 - 1,000

1,001 - 5,000

5,001 - 10,000

10,001 - 100,000

100,001 and over



37


A copy of any trust deed for the additional

+

securities


Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 7

Entities that have ticked box 34(b)


38

Number of

+

securities for which

+

quotation is sought


N/A




39

+

Class of

+

securities for which

quotation is sought


N/A



40

Do the

+

securities rank equally in all

respects from the

+

issue date with an

existing

+

class of quoted

+

securities?


If the additional

+

securities do not

rank equally, please state:

• the date from which they do

• the extent to which they

participate for the next dividend,

(in the case of a trust,

distribution) or interest payment

• the extent to which they do not

rank equally, other than in

relation to the next dividend,

distribution or interest payment

N/A



41 Reason for request for quotation now

Example: In the case of restricted securities, end of

restriction period


(if issued upon conversion of another

+

security, clearly identify that other

+

security)


N/A




Number

+

Class

42

Number and

+

class of all

+

securities

quoted on ASX (including the

+

securities in clause 38)




N/A N/A


Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 8 04/03/2013



Quotation agreement


1

+

Quotation of our additional

+

securities is in ASX’s absolute discretion. ASX may

quote the

+

securities on any conditions it decides.


2 We warrant the following to ASX.


• The issue of the

+

securities to be quoted complies with the law and is not for

an illegal purpose.


• There is no reason why those

+

securities should not be granted

+

quotation.


• An offer of the

+

securities for sale within 12 months after their issue will not

require disclosure under section 707(3) or section 1012C(6) of the

Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give

this warranty


• Section 724 or section 1016E of the Corporations Act does not apply to any

applications received by us in relation to any

+

securities to be quoted and that

no-one has any right to return any

+

securities to be quoted under sections 737,

738 or 1016F of the Corporations Act at the time that we request that the

+

securities be quoted.


• If we are a trust, we warrant that no person has the right to return the

+

securities to be quoted under section 1019B of the Corporations Act at the

time that we request that the

+

securities be quoted.


3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim,

action or expense arising from or connected with any breach of the warranties in this

agreement.


4 We give ASX the information and documents required by this form. If any

information or document is not available now, we will give it to ASX before

+

quotation of the

+

securities begins. We acknowledge that ASX is relying on the

information and documents. We warrant that they are (will be) true and complete.



Sign here: ...........................

Company Secretary

Date: 9 September 2019


Print name: Robyn Heyman

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 9

Appendix 3B – Annexure 1


Calculation of placement capacity under rule

7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13


Part 1


Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement

capacity is calculated

Insert number of fully paid

+

ordinary

securities on issue 12 months before the

+

issue date or date of agreement to issue


Add the following:

• Number of fully paid

+

ordinary

securities issued in that 12 month

period under an exception in rule 7.2

• Number of fully paid

+

ordinary

securities issued in that 12 month

period with shareholder approval

• Number of partly paid

+

ordinary

securities that became fully paid in that

12 month period

Note:

• Include only ordinary securities here –

other classes of equity securities

cannot be added

• Include here (if applicable) the

securities the subject of the Appendix

3B to which this form is annexed

• It may be useful to set out issues of

securities on different dates as

separate line items


Subtract the number of fully paid

+

ordinary securities cancelled during that

12 month period


“A”

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 10 04/03/2013

Step 2: Calculate 15% of “A”

“B” 0.15

[Note: this value cannot be changed]

Multiply “A” by 0.15

Step 3: Calculate “C”, the amount of placement capacity under rule

7.1 that has already been used

Insert number of

+

equity securities issued

or agreed to be issued in that 12 month

period not counting those issued:

• Under an exception in rule 7.2

• Under rule 7.1A

• With security holder approval under

rule 7.1 or rule 7.4

Note:

• This applies to equity securities, unless

specifically excluded – not just ordinary

securities

• Include here (if applicable) the

securities the subject of the Appendix

3B to which this form is annexed

• It may be useful to set out issues of

securities on different dates as

separate line items


“C”

Step 4: Subtract “C” from [“A” x “B”] to calculate remaining

placement capacity under rule 7.1

“A” x 0.15

Note: number must be same as shown in

Step 2


Subtract “C”

Note: number must be same as shown in

Step 3


Total [“A” x 0.15] – “C”

[Note: this is the remaining placement

capacity under rule 7.1]

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 11

Part 2


Rule 7.1A – Additional placement capacity for eligible entities

Step 1: Calculate “A”, the base figure from which the placement

capacity is calculated

“A”

Note: number must be same as shown in

Step 1 of Part 1


Step 2: Calculate 10% of “A”

“D” 0.10

Note: this value cannot be changed

Multiply “A” by 0.10

Step 3: Calculate “E”, the amount of placement capacity under rule

7.1A that has already been used

Insert number of

+

equity securities issued

or agreed to be issued in that 12 month

period under rule 7.1A

Notes:

• This applies to equity securities – not

just ordinary securities

• Include here – if applicable – the

securities the subject of the Appendix

3B to which this form is annexed

• Do not include equity securities issued

under rule 7.1 (they must be dealt with

in Part 1), or for which specific security

holder approval has been obtained

• It may be useful to set out issues of

securities on different dates as

separate line items


“E”

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 12 04/03/2013

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining

placement capacity under rule 7.1A

“A” x 0.10

Note: number must be same as shown in

Step 2


Subtract “E”

Note: number must be same as shown in

Step 3


Total [“A” x 0.10] – “E”

Note: this is the remaining placement

capacity under rule 7.1A

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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