Announcement • May 15
Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 10 million. Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 10 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 105,875,000
Price\Range: AUD 0.04
Discount Per Security: AUD 0.0024
Security Features: Attached Options
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 144,125,000
Price\Range: AUD 0.04
Discount Per Security: AUD 0.0024
Security Features: Attached Options
Transaction Features: Subsequent Direct Listing New Risk • Jan 09
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 42% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Earnings have declined by 56% per year over the past 5 years. Shareholders have been substantially diluted in the past year (42% increase in shares outstanding). Minor Risk Market cap is less than US$100m (AU$39.1m market cap, or US$26.2m). Announcement • Dec 22
Gratifii Limited has filed a Follow-on Equity Offering in the amount of AUD 2.5 million. Gratifii Limited has filed a Follow-on Equity Offering in the amount of AUD 2.5 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 50,000,000
Price\Range: AUD 0.05
Discount Per Security: AUD 0.003
Transaction Features: Subsequent Direct Listing Board Change • Nov 14
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 4 experienced directors. No highly experienced directors. Non-Executive Director Patrina Kerr was the last director to join the board, commencing their role in 2022. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. New Risk • Nov 06
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 43% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-AU$6.3m free cash flow). Earnings have declined by 56% per year over the past 5 years. Shareholders have been substantially diluted in the past year (43% increase in shares outstanding). Minor Risk Market cap is less than US$100m (AU$32.5m market cap, or US$21.2m). New Risk • Oct 23
New major risk - Financial position The company has less than a year of cash runway based on its current free cash flow trend. Free cash flow: -AU$6.3m This is considered a major risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-AU$6.3m free cash flow). Earnings have declined by 56% per year over the past 5 years. Shareholders have been substantially diluted in the past year (167% increase in shares outstanding). Minor Risk Market cap is less than US$100m (AU$36.3m market cap, or US$23.6m). Reported Earnings • Oct 04
Full year 2025 earnings: EPS and revenues miss analyst expectations Full year 2025 results: AU$0.043 loss per share. Revenue: AU$54.5m (up 83% from FY 2024). Net loss: AU$10.9m (loss widened 4.1% from FY 2024). Revenue missed analyst estimates by 17%. Earnings per share (EPS) also missed analyst estimates. Revenue is forecast to grow 38% p.a. on average during the next 2 years, compared to a 15% growth forecast for the Software industry in Australia. Board Change • Oct 01
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 4 experienced directors. No highly experienced directors. Non-Executive Director Patrina Kerr was the last director to join the board, commencing their role in 2022. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Announcement • Sep 25
Gratifii Limited, Annual General Meeting, Dec 21, 2025 Gratifii Limited, Annual General Meeting, Dec 21, 2025. Announcement • Jun 21
Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 0.06 million. Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 0.06 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 631,578
Price\Range: AUD 0.095
Transaction Features: Subsequent Direct Listing Announcement • May 27
Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 1.7 million. Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 1.7 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 20,000,000
Price\Range: AUD 0.085
Discount Per Security: AUD 0.0051
Security Features: Attached Options
Transaction Features: Subsequent Direct Listing New Risk • May 09
New minor risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of Australian stocks, typically moving 13% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Major Risk Shareholders have been substantially diluted in the past year (215% increase in shares outstanding). Minor Risks Share price has been volatile over the past 3 months (13% average weekly change). Market cap is less than US$100m (AU$28.5m market cap, or US$18.2m). Announcement • Mar 07
Gratifii Limited has filed a Follow-on Equity Offering in the amount of AUD 0.352907 million. Gratifii Limited has filed a Follow-on Equity Offering in the amount of AUD 0.352907 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 3,714,814
Price\Range: AUD 0.095
Transaction Features: Subsequent Direct Listing Announcement • Feb 20
Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 2.5 million. Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 2.5 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 26,315,790
Price\Range: AUD 0.095
Discount Per Security: AUD 0.0057
Transaction Features: Subsequent Direct Listing Announcement • Dec 03
Gratifii Limited (ASX:GTI) agreed to acquire Rapport Group Limited from WT Business Trustee Limited and Leonie Ann Titshall. Gratifii Limited (ASX:GTI) agreed to acquire Rapport Group Limited from WT Business Trustee Limited and Leonie Ann Titshall for NZD 2.2 million on September 5, 2024. A cash consideration of NZD 0.35 million will be paid by Gratifii Limited. The consideration consists of common equity of Gratifii Limited having a value of NZD 0.15 million to be issued for common equity of Rapport Group Limited. As part of consideration, Shares issued as consideration for the Rapport acquisition. The NZD 4.993760 million (AUD 5.487649 million) (before costs) raised from Tranche 2 will be applied towards acquisition of Rapport Group. If the Club Connect and Rapport acquisitions do not complete for any reason and/or the Company does not receive Shareholder approval to issue the Tranche 2 Placement Shares, funds received from Tranche 2 will be returned to Tranche 2 Placement Participants.
The transaction is subject to approval of offer by acquirer shareholders and third party approval needed. The transaction is expected to complete by October 31, 2024.
Gratifii Limited (ASX:GTI) completed the acquisition of Rapport Group Limited from WT Business Trustee Limited and Leonie Ann Titshall on December 2, 2024. Announcement • Nov 06
Gratifii Limited (ASX:GTI) completed the acquisition of an unknown majority stake in Ticketmates Australia Pty Ltd from U-T Australia Pty Ltd, Racq Operations Pty. Ltd. and Virtual Domains Pty Ltd for AUD 8 million. Gratifii Limited (ASX:GTI) agreed to acquire an unknown majority stake in Ticketmates Australia Pty Ltd from U-T Australia Pty Ltd, Racq Operations Pty. Ltd. and Virtual Domains Pty Ltd for AUD 8 million on September 5, 2024. A cash consideration of AUD 6 million will be paid by Gratifii Limited. The consideration consists of common equity of Gratifii Limited having a value of AUD 2 million to be issued for common equity of Ticketmates Australia Pty Ltd. As part of consideration, AUD 8 million is paid towards common equity of Ticketmates Australia Pty Ltd. The transaction will be financed through equity investment of AUD 9 million. The transaction is subject to approval of offer by acquirer shareholders, consummation of private placement and third-party approval needed. The expected completion of the transaction is October 21, 2024. As of September 26, 2024, the completion is expected to occur on October 31, 2024.
Gratifii Limited (ASX:GTI) completed the acquisition of an unknown majority stake in Ticketmates Australia Pty Ltd from U-T Australia Pty Ltd, Racq Operations Pty. Ltd. and Virtual Domains Pty Ltd on November 5, 2024 Reported Earnings • Oct 05
Full year 2024 earnings: EPS and revenues miss analyst expectations Full year 2024 results: AU$0.008 loss per share (further deteriorated from AU$0.004 loss in FY 2023). Revenue: AU$29.8m (flat on FY 2023). Net loss: AU$10.5m (loss widened 176% from FY 2023). Revenue missed analyst estimates by 12%. Earnings per share (EPS) also missed analyst estimates. Revenue is forecast to grow 32% p.a. on average during the next 2 years, compared to a 16% growth forecast for the Software industry in Australia. Over the last 3 years on average, earnings per share has fallen by 28% per year but the company’s share price has fallen by 47% per year, which means it is performing significantly worse than earnings. Announcement • Sep 19
Gratifii Limited, Annual General Meeting, Nov 25, 2024 Gratifii Limited, Annual General Meeting, Nov 25, 2024. New Risk • Sep 15
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 62% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (28% average weekly change). Shareholders have been substantially diluted in the past year (62% increase in shares outstanding). Market cap is less than US$10m (AU$8.60m market cap, or US$5.76m). New Risk • Sep 07
New minor risk - Financial position The company has less than a year of cash runway based on its current free cash flow. Free cash flow: -AU$3.5m This is considered a minor risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (27% average weekly change). Market cap is less than US$10m (AU$8.78m market cap, or US$5.86m). Minor Risks Less than 1 year of cash runway based on current free cash flow (-AU$3.5m). Shareholders have been diluted in the past year (33% increase in shares outstanding). Breakeven Date Change • Sep 07
Forecast breakeven date pushed back to 2026 The analyst covering Gratifii previously expected the company to break even in 2025. New forecast suggests the company will make a profit of AU$1.80m in 2026. Average annual earnings growth of 150% is required to achieve expected profit on schedule. Announcement • Sep 07
Gratifii Limited (ASX:GTI) agreed to acquire an unknown majority stake in Ticketmates Australia Pty Ltd from U-T Australia Pty Ltd, Racq Operations Pty. Ltd. and Virtual Domains Pty Ltd for AUD 8 million. Gratifii Limited (ASX:GTI) agreed to acquire an unknown majority stake in Ticketmates Australia Pty Ltd from U-T Australia Pty Ltd, Racq Operations Pty. Ltd. and Virtual Domains Pty Ltd for AUD 8 million on September 5, 2024. A cash consideration of AUD 6 million will be paid by Gratifii Limited. The consideration consists of common equity of Gratifii Limited having a value of AUD 2 million to be issued for common equity of Ticketmates Australia Pty Ltd. As part of consideration, AUD 8 million is paid towards common equity of Ticketmates Australia Pty Ltd. The transaction will be financed through equity investment of AUD 9 million. The transaction is subject to approval of offer by acquirer shareholders, consummation of private placement and third party approval needed. The expected completion of the transaction is October 21, 2024 to October 31, 2024. Announcement • Jul 12
Gratifii Limited Advises That Alicia Gill Will Step Down as Joint Company Secretary Gratifii Limited advised that Alicia Gill will step down as Joint Company Secretary, effective from July 12, 2024. Ben Newling remains as sole Company Secretary for the Company. Announcement • Jun 28
Gratifii Limited Announces Resignation of Stephen Borness as Non-Executive Director Gratifii Limited announced that Stephen Borness has announced his retirement from the board as a non-executive director of the Company with effect from June 28, 2024. Stephen Chaired Gratifii through the early stages of its successful growth path when it became re-listed on the ASX and more recently moved to a NED role ahead of the intended resignation. New Risk • Jun 13
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 54% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (36% average weekly change). Shareholders have been substantially diluted in the past year (54% increase in shares outstanding). Market cap is less than US$10m (AU$11.8m market cap, or US$7.87m). Announcement • Mar 26
Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 1.6 million. Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 1.6 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 242,822,308
Price\Range: AUD 0.005
Discount Per Security: AUD 0.0003
Security Features: Attached Options
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 77,177,692
Price\Range: AUD 0.005
Discount Per Security: AUD 0.0003
Security Features: Attached Options
Transaction Features: Subsequent Direct Listing Announcement • Sep 30
Gratifii Limited, Annual General Meeting, Nov 30, 2023 Gratifii Limited, Annual General Meeting, Nov 30, 2023. Reported Earnings • Aug 29
Full year 2023 earnings released: AU$0.004 loss per share (vs AU$0.004 loss in FY 2022) Full year 2023 results: AU$0.004 loss per share (in line with FY 2022). Revenue: AU$29.9m (up 168% from FY 2022). Net loss: AU$3.81m (loss widened 57% from FY 2022). Announcement • Jun 14
Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 2.75 million. Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 2.75 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 56,575,143
Price\Range: AUD 0.016
Discount Per Security: AUD 0.00096
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 115,299,858
Price\Range: AUD 0.016
Discount Per Security: AUD 0.00096
Transaction Features: Subsequent Direct Listing New Risk • Jun 14
New major risk - Market cap size The company's market capitalization is less than US$10m. Market cap: AU$14.3m (US$9.66m) This is considered a major risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-AU$2.7m free cash flow). Market cap is less than US$10m (AU$14.3m market cap, or US$9.66m). Minor Risks Share price has been volatile over the past 3 months (14% average weekly change). Shareholders have been diluted in the past year (33% increase in shares outstanding). Board Change • Nov 16
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. MD, CEO & Director Iain Dunstan is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Nov 15
Gratifii Limited Announces Change of Company Secretary Gratifii Limited announced that Ms. Maggie Niewidok, from Automic Group, will step down as Company Secretary effective immediately. The Company has elected to insource its company secretarial function and, in accordance with ASX Listing Rule 3.16.1, has appointed Alicia Gill as Company Secretary, effective immediately. Alicia is an experienced company secretary and is also the Company's head of marketing. She has held executive roles at public and private companies and holds a Bachelor of Business and a Diploma of Investor Relations. Board Change • Nov 01
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. MD, CEO & Director Iain Dunstan is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Oct 10
Gratifii Limited, Annual General Meeting, Nov 08, 2022 Gratifii Limited, Annual General Meeting, Nov 08, 2022, at 10:00 AUS Eastern Standard Time. Location: Thomas Geer, Level 14, 60 Martin Place, Sydney Sydney Australia Agenda: To consider the annual financial report of the Company for the financial year ended 30 June 2022 together with the Directors' Declaration, Directors' Report, Remuneration Report and Auditor's Report; to consider and, if thought fit, to pass, with or without amendment, the following Resolution as a non-binding resolution;to ELECTION OF DIRECTOR PATRINA KERR: and to be other matters. Board Change • Oct 02
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. MD, CEO & Director Iain Dunstan is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Board Change • Sep 01
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. MD, CEO & Director Iain Dunstan is the most experienced director on the board, commencing their role in 2020. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Aug 23
Gratifii Limited (ASX:GTI) completed the acquisition of Hachiko Pty Ltd. Gratifii Limited (ASX:GTI) entered into a binding agreement to acquire Hachiko Pty Ltd. for AUD 3.59 million on August 11, 2022. Under the terms of agreement, the consideration consists of Cash payment of AUD 2.14 million and Gratifii will issue 73.1 million shares out of this 53.8 million shares (subject to Shareholder approval) to be deferred for 12 months as security against any warranty and indemnity claims. The issued shares will be escrowed or deferred for 12 months post-completion. The acquisition is funded via a mixture of a share placement of AUD 1.250 million, a convertible note of AUD 1.475 million and Gratifii scrip consideration with acquisition enterprise value of AUD 3.03 million, with cash on hand and net working capital adjustment of AUD 0.56 million. Hachiko’s Chief Executive Officer, Donna Adam will join Gratifii’s executive team. The acquisition is expected to complete on August 22, 2022. Thomson Geer acted as legal adviser to Gratifii Limited (ASX:GTI).
Gratifii Limited (ASX:GTI) completed the acquisition of Hachiko Pty Ltd. on August 22, 2022. Announcement • Aug 22
Gratifii Limited Announces Board Appointments Gratifii Limited announced that is has completed its acquisition of Hachiko Pty Ltd. (Hachiko). Hachiko's Founder and majority shareholder, Patrina Kerr, will join Gratifii's Board and Hachiko's CEO, Donna Adam, will join Gratifii's executive team. Announcement • Aug 19
Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 1.25 million. Gratifii Limited has completed a Follow-on Equity Offering in the amount of AUD 1.25 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 69,444,444
Price\Range: AUD 0.018
Discount Per Security: AUD 0.00108
Transaction Features: Subsequent Direct Listing Announcement • Aug 12
Gratifii Limited (ASX:GTI) entered into a binding agreement to acquire Hachiko Pty Ltd. for AUD 3.59 million. Gratifii Limited (ASX:GTI) entered into a binding agreement to acquire Hachiko Pty Ltd. for AUD 3.59 million on August 11, 2022. The acquisition is funded via a mixture of a share placement, a convertible note and Gratifii scrip consideration with acquisition enterprise value of AUD 3.03 million, with cash on hand and net working capital adjustment of AUD 0.56 million. Hachiko’s CEO, Donna Adam will join Gratifii’s executive team. The acquisition is expected to complete on August 22, 2022. Board Change • Apr 27
High number of new and inexperienced directors There are 4 new directors who have joined the board in the last 3 years. The company's board is composed of: 4 new directors. No experienced directors. No highly experienced directors. MD, CEO & Director Iain Dunstan is the most experienced director on the board, commencing their role in 2020. The company’s lack of experienced directors is considered a risk according to the Simply Wall St Risk Model. Announcement • Feb 25
Gratifii Limited Announces Board Changes Gratifii Limited announced the appointment of Mr. Stephen Borness as the company's Independent Non-Executive Chairman of the Board, effective immediately. Mr. Borness has been with the company as an Independent Non-Executive Director since May 2021. Mr. Iain Dunstan will step down as the Executive Chairman after serving in this capacity since April 2020 and will remain on the Board as the company's Managing Director and CEO. Mr. Borness's appointment adds independence to the Board as an Independent Chair and his vast experience and leadership as the incoming Chair will beinvaluable in the next phase of growth and expansion of the Company. The company confirmed that this announcement has been approved by the Board of the company. Recent Insider Transactions • May 23
Independent Non-Executive Director recently bought AU$61k worth of stock On the 18th of May, Stephen Borness bought around 2m shares on-market at roughly AU$0.031 per share. This was the largest purchase by an insider in the last 3 months. This was the only on-market transaction from insiders over the last 12 months. Announcement • May 13
Mobecom Limited has completed a Follow-on Equity Offering in the amount of AUD 0.72464 million. Mobecom Limited has completed a Follow-on Equity Offering in the amount of AUD 0.72464 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 12,500,000
Price\Range: AUD 0.02
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 5,791,000
Price\Range: AUD 0.04
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 9,000,000
Price\Range: AUD 0.027
Transaction Features: Subsequent Direct Listing Announcement • May 05
Mobecom Limited (ASX:MBM) signed a share purchase agreement to acquire Neat Tickets Pty Ltd from John Beardsley and Carol Beardsley for AUD 2.1 million. Mobecom Limited (ASX:MBM) signed a share purchase agreement to acquire Neat Tickets Pty Ltd from John Beardsley and Carol Beardsley for AUD 2.1 million on May 4, 2021. Pursuant to the terms of the transaction, Mobecom Limited will pay AUD 2.04 million in cash and will issue 1.5 million of its shares, subject to certain milestones being achieved. Mobecom Limited will pay AUD 0.04 million upon the execution of the sale agreement and AUD 1.3 million upon completion and no more than AUD 0.5 million and (subject to shareholder approval) 0.75 million shares if Neat Tickets Pty Ltd achieves the first financial milestone; and AUD 0.2 million and (subject to shareholder approval) 0.75 million shares if Neat Ideas achieves the second financial milestone (see below); or AUD 2 million (less any amounts already paid) if Neat Tickets Pty Ltd achieves an average monthly revenue (AMR) of AUD 1.08 million over any consecutive 3-month period between completion and June 30, 2022. Mobecom Limited will seek shareholder approval to issue the shares if and when Neat Ideas achieves the relevant financial milestones. If Mobecom Limited does not receive shareholder approval to issue the shares and is not otherwise entitled to issue some or all of the shares under any existing placement capacity, then Mobecom Limited must pay the value of the shares in cash. John Beardsley and Carol Beardsley will be restricted from dealing with these shares for a period of 12 months from the date of issue. To meet the first financial milestone, Neat Tickets Pty Ltd must achieve an AMR of at least AUD 0.813 million over any consecutive 3-month period in the period between July 1, 2021 and December 31, 2021. If the AMR is less than AUD 0.813 million but more than AUD 0.542 million, then a lesser cash amount will be paid but no shares will be issued. To meet the Second Financial Milestone, Neat Ideas must achieve an AMR of above AUD 1.083 million over any consecutive 3-month period in the period between January 1, 2022 and June 30, 2022. If the AMR is less than AUD 1.083 million but more than AUD 0.813 million, then a lesser cash amount will be paid but no shares will be issued. Mobecom Limited has received firm commitments from investors to advance in aggregate AUD 2 million by way of unsecured loans to cover the cash consideration and costs associated with the transaction. It is proposed that, subject to shareholder approval, convertible notes will subsequently be issued to the investors in repayment of the loans. In a strong show of support, Bombora Special Investment Growth Fund will cornerstone the investment round with an investment of AUD 1 million, the balance will be made up of commitments from high-net-worth investors. Owners and sole shareholders of Neat Tickets Pty Ltd, John Beardsley and Carol Beardsley, Mobecom Limited will engage John Beardsley as a Key Contractor and hire Carol Beardsley to continue to provide services after completion. Neat Tickets Pty Ltd had sales revenue of AUD 11.4 million in FY2020. The transaction is subject to approval from Mobecom Limited. ASX has previously confirmed no approvals under Chapter 11 of the ASX Listing Rules are required. Mobecom Limited anticipates the sale agreement will complete on May 7, 2021. Announcement • Apr 03
Mobecom Limited announced that it expects to receive AUD 0.25 million in funding Mobecom Limited (ASX:MBM) announced a private placement of 12,500,000 ordinary common share at a issue price of AUD 0.02000 for gross proceeds AUD 250,000 on April 1, 2021. The company will issue shares to Dunstan, Zekulich, and Hill. The transaction is expected to close on June 11, 2021. The transaction is subjected to approval of shares holder approval to be held on May 11, 2021.