공지 • Sep 07
Registry Direct Limited Appoints Alison Sarich as Director Registry Direct Limited announced the appointment of Alison Sarich as Director. Date of appointment is 31 August 2022. 공지 • Sep 01
Complii FinTech Solutions Ltd (ASX:CF1) completed the acquisition of Registry Direct Limited (ASX:RD1) from board of Registry Direct and others. Complii FinTech Solutions Ltd (ASX:CF1) has exchanged a Bid Implementation Agreement to acquire Registry Direct Limited (ASX:RD1) from board of Registry Direct and others for AUD 8.7 million on June 6, 2022. Under the terms, Complii will offer holders of fully paid ordinary shares in Registry Direct one fully paid ordinary share in Complii for every 4.5 Registry Direct shares in total 92.89 million shares was issued by comolii. Complii will issue AUD 0.125 million worth of fully paid ordinary Complii shares to MST Financial Services Pty Ltd (or its nominee) for advisory services. Subject to the completion, Registry Direct will become a wholly owned subsidiary of Complii. Complii shall pay the fee of AUD 0.1 million if it has terminated this agreement pursuant to clause 9.1(a), 9.1(c) or 9.2(c).
Complii intends to appoint Steuart Roe (founder and Chief Executive Officer of Registry Direct) as an executive director to the Complii Board effective on completion. The board of the Combined Group will comprise of Craig Mason (Executive Chairman), Alison Sarich (Managing Director), Gavin Solomon 45 (Executive Director), Greg Gaunt (Non-Executive Director), Nick Prosser (Non-Executive Director) and Steuart Roe (Executive Director). Scott Beeton and Matthew Cain will resign as Registry Direct Directors.
As a result of the implementation of Complii’s intentions, some employees may undertake functions that will be centralised in the Combined Group. Some job losses may occur as a result. Complii intends to discuss employment arrangements with its existing personnel together with all of the existing personnel of Registry Direct
Transaction is subject to clause 2.4(b), as soon as practicable after Complii has a Relevant Interest in more than 90% of the Registry Direct Shares, Craig Mason and Alison Sarich shall be appointed as directors of Registry Direct, and the resignation Scott Beeton and Matthew Cain as directors of Registry Direct. Transaction is subject to Regulatory and Third-party approval. The Takeover Offer to be lawfully made to and accepted by the Registry Direct Shareholder as well. The offer is subject to the satisfaction of certain bid conditions including a 90% minimum acceptance and is not subject to the approval of either Complii shareholders or Registry Direct shareholders. The Registry Direct Board has unanimously recommended that Registry Direct Shareholders accept the Takeover Offer. The offer Period commences on June 4, 2022 and will end on August 5, 2022. As of August 4, 2022, the offer period will now extends to August 19, 2022. The transaction is scheduled to complete in the first quarter of 2023.
Mst Financial Services Pty Ltd acted as financial advisor to Complii. Nexia Perth Pty Ltd and GrilloHiggins Lawyers acted as tax advisor and legal advisor to Complii. Automic Pty Ltd acted as Share Registry and Hall Chadwick WA Audit Pty ated as accountant to Registry Direct.
Complii FinTech Solutions Ltd (ASX:CF1) completed the acquisition of Registry Direct Limited (ASX:RD1) from board of Registry Direct and others on August 30, 2022. Complii has a relevant interest in 91.04% of Registry Direct shares and is entitled to proceed to compulsory acquisition of the remaining Registry Direct shares in respect of which it has not received acceptances under the Offer. A notice of compulsory acquisition has been lodged with the Australian Securities and Investment Commission today and notices of compulsory acquisition and related correspondence will be dispatched to all Registry Direct shareholders who have not accepted the Offer. Scott Beeton and Matthew Cain have today formally resigned from the Board of Directors and Alison Sarich and Craig Mason have been appointed as Directors of Registry Direct. Reported Earnings • Aug 31
Full year 2022 earnings released Full year 2022 results: Revenue: AU$1.09m (up 31% from FY 2021). Net loss: AU$1.05m (loss widened 63% from FY 2021). Recent Insider Transactions • Jun 13
Insider recently bought AU$54k worth of stock On the 6th of June, Donald McLay bought around 3m shares on-market at roughly AU$0.018 per share. This was the largest purchase by an insider in the last 3 months. Insiders have collectively bought AU$78k more in shares than they have sold in the last 12 months. 공지 • Jun 08
Complii FinTech Solutions Ltd (ASX:CF1) has exchanged a Bid Implementation Agreement to acquire Registry Direct Limited (ASX:RD1) from board of Registry Direct and others for AUD 8.7 million. Complii FinTech Solutions Ltd (ASX:CF1) has exchanged a Bid Implementation Agreement to acquire Registry Direct Limited (ASX:RD1) from board of Registry Direct and others for AUD 8.7 million on June 6, 2022. Under the terms, Complii will offer holders of fully paid ordinary shares in Registry Direct one fully paid ordinary share in Complii for every 4.5 Registry Direct shares. Complii will issue AUD 0.125 million worth of fully paid ordinary Complii shares to MST Financial Services Pty Ltd (or its nominee) for advisory services. Subject to the completion, Registry Direct will become a wholly owned subsidiary of Complii. Complii shall pay the fee of AUD 0.1 million if it has terminated this agreement pursuant to clause 9.1(a), 9.1(c) or 9.2(c). Complii intends to appoint Steuart Roe (founder and Chief Executive Officer of Registry Direct) as an executive director to the Complii Board effective on completion, and subject to clause 2.4(b), as soon as practicable after Complii has a Relevant Interest in more than 90% of the Registry Direct Shares, Craig Mason and Alison Sarich shall be appointed as directors of Registry Direct, and the resignation Scott Beeton and Matthew Cain as directors of Registry Direct. The Board of Registry Direct has unanimously recommended Registry Direct shareholders accept the Offer in the absence of a superior offer. The offer is subject to the satisfaction of certain bid conditions including a 90% minimum acceptance, and is not subject to the approval of either Complii shareholders or Registry Direct shareholders. The offer Period commences on June 4, 2022 and will end on August 5, 2022.
Mst Financial Services Pty Ltd acted as financial advisor to Complii. Reported Earnings • Feb 21
First half 2022 earnings: Revenues and EPS in line with analyst expectations First half 2022 results: AU$0.001 loss per share (vs AU$0.001 loss in 1H 2021). Revenue: AU$582.1k (up 36% from 1H 2021). Net loss: AU$429.7k (loss widened 278% from 1H 2021). Revenue was in line with analyst estimates. Over the last 3 years on average, earnings per share has increased by 52% per year but the company’s share price has fallen by 2% per year, which means it is significantly lagging earnings. Reported Earnings • Sep 03
Full year 2021 earnings released The company reported a solid full year result with reduced losses, improved revenues and improved control over expenses. Full year 2021 results: Revenue: AU$1.11m (up 85% from FY 2020). Net loss: AU$642.6k (loss narrowed 44% from FY 2020). Board Change • Sep 01
Less than half of directors are independent Following the recent departure of a director, there is only 1 independent director on the board. The company's board is composed of: 1 independent director. 2 non-independent directors. Independent Non-Executive Chairman Matt Cain was the last independent director to join the board, commencing their role in 2020. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. 공지 • Aug 24
Registry Direct Limited announced that it expects to receive AUD 0.7 million in funding Registry Direct Limited announced a private placement of 46,666,667 ordinary fully paid common shares at an issue price of AUD 0.015 per share for gross proceeds of AUD 700,000.005 on August 24, 2021.The shares issued under the Placement will be subject to a voluntary 12-month escrow. The transaction include participation from Ian Roe and Scott Beeton, directors of the company for AUD 100,000 each, which is subjected to shareholders approval in annual general meeting expected to be held in November 2021.
On the same day the company issued 33,333,334 common shares for gross proceeds of AUD 500,000 in its first tranche.