OPTIMA TECHNOLOGY 1 APRIL 2022
Terms of Class V and Class W Options
BID (Trading name for Bill Identity Limited, ASX: BID) ("BID" or "the Company") refers to the Appendix 3B lodged with ASX yesterday, and encloses the Terms of Issue of Class V and Class W Options the subject of the Appendix 3B.
ASX ANNOUCEMENT
Authority:
This announcement was authorised for release by the General Counsel & Company Secretary of Bill Identity Limited.
- ENDS -
Bill Identity Limited ABN 94 131 445 335 | +61 03 8608 0781 | ASX: BID
Bill Identity Limited - Option Terms and Conditions
Class: | Unlisted Class V Options |
(also referred to as "Subscription Options A"). | |
Exercise Price: | $0.13 |
Expiry Date: | 31 January 2023 |
The Options entitle the holder to subscribe for Shares on the following terms and conditions:
1. ENTITLEMENT
Each option (Option) entitles the holder (Holder) to subscribe for one fully paid ordinary share in the capital of the Company (Share), subject to adjustment under these terms.
The Holder has no right to, or interest in, a Share unless and until it is issued to the Holder on exercise of the Option.
2. ISSUE PRICE
No amount is payable on issue of the Options.
3. EXERCISE PRICE
The exercise price of each option is A$0.13, subject to adjustment under these terms (Exercise Price).
4. OPTION PERIOD
Each Option may be exercised in whole or in part at any time before 31 January 2023 (Expiry Date). An Option not exercised, automatically expires at 5.00pm, Melbourne time, on the Expiry Date.
5. HOLDING STATEMENT
The Company must give each Holder a holding statement stating:
a. the number of Options issued to the Holder;
b. the exercise price of the Options; and
c. the date of issue of the Options.
6. TRANSFERABILITY
The Options are not transferable without the prior consent of the Company.
7. PARTICIPATION RIGHTS, BONUS ISSUES, RIGHTS ISSUES AND REORGANISATIONS
7.1 Participation
A Holder is not entitled to participate in any new issue to existing holders of securities in the Company except to the extent they:
a. have exercised their Options before the record date for determining entitlements to the new issue of securities; and
b. participate as a result of holding Shares on exercise of those Options or otherwise hold Shares.
7.2 Notice of new issue
In accordance with the ASX Listing Rules, the Company must give a Holder notice of:
7.3 Bonus issues
If the Company makes a bonus issue of Shares or other securities to shareholders (except an issue in lieu of dividends or by way of dividend reinvestment) and no Share has been issued in respect of the Option before the record date for determining entitlements to the issue, then the number of underlying Shares over which the Option is exercisable is increased by the number of Shares which the Holder would have received if the Holder had exercised the Option before the record date for determining entitlements to the issue. No change will be made to the Exercise Price.
7.4 Pro rata issues
If the Company makes a pro rata issue of Shares (except a bonus issue) to existing shareholders (except an issue in lieu or in satisfaction of dividends or by way of dividend reinvestment) and no Share has been issued in respect of the Option before the record date for determining entitlements to the issue, the exercise price of each Option shall be adjusted in accordance with ASX Listing Rule 6.22.2.
7.5 Reorganisation
If there is a reorganisation (including consolidation, sub- division, reduction or return) of the share capital of the Company, then the rights of the Holder (including the number of Options to which each Holder is entitled to and the exercise price) shall be adjusted to the extent necessary to comply with the ASX Listing Rules applying to a reorganisation of capital at the time of the reorganisation.
7.6 Calculations and adjustments
Any calculations or adjustments which are required to be made under this clause7will be made by the Board of the Company and will, in the absence of manifest error, be final and conclusive and binding on the Company and the Holder.
8. NOTICE OF CHANGE
The Company must within a reasonable period and otherwise in accordance with ASX Listing Rules, give to each Holder notice of any change under clause7to the exercise price of any Options held by the Holder or the number of Shares which the Holder is entitled to subscribe for on exercise of an Option.
9. NO BREACH
Notwithstanding anything in these terms, the Company shall not be required to take any action which would be in breach of any applicable law, regulation or if applicable, the ASX Listing Rules.
10. METHOD OF EXERCISE OF OPTIONS a. To exercise Options, the Holder must give the Company or its share registry, at the same time:
i. a written notice (in the form attached to these terms or otherwise approved by the board of the Company from time to time) (Exercise Notice) specifying the number of Options being exercised (Exercise Options);
ii. payment of the Exercise Price for the Exercise Options by way of electronic funds transfer or by other means of payment approved by the Company; and
iii. the certificate (if any) for the Exercise Options.
b.
Options will be deemed to have been exercised on the latest of the date:
i. the Exercise Notice; or
ii. the Exercise Price; is received by the Company or the share registry.
11. ISSUE OF SHARES
Within 10 days after receiving an Exercise Notice and payment by the Holder of the Exercise Price, the Company must issue the Holder the number of Shares specified in the Exercise Notice.
12. RANKING OF SHARES ISSUED ON EXERCISE OF OPTIONS
Subject to the Company's constitution, all Shares issued on the exercise of Options rank in all respects (including rights relating to dividends) pari passu with the existing Shares as at the date of issue.
13. QUOTATION
The Company will not apply to ASX Limited for official quotation of the Options.
The Company will apply to ASX Limited for official quotation of Shares issued on the exercise of Options.
14. GOVERNING LAW
These terms and the rights and obligations of Holders are governed by the laws of Victoria. Each participant irrevocably and unconditionally submits to the non-exclusive jurisdiction of the courts of Victoria.
Bill Identity Limited - Option Terms and Conditions
Class: | Unlisted Class W Options |
(also referred to as "Subscription Options B"). | |
Exercise Price: | $0.18 |
Expiry Date: | 31 March 2024 |
The Options entitle the holder to subscribe for Shares on the following terms and conditions:
1. ENTITLEMENT
Each option (Option) entitles the holder (Holder) to subscribe for one fully paid ordinary share in the capital of the Company (Share), subject to adjustment under these terms.
The Holder has no right to, or interest in, a Share unless and until it is issued to the Holder on exercise of the Option.
2. ISSUE PRICE
No amount is payable on issue of the Options.
3. EXERCISE PRICE
The exercise price of each option is A$0.18, subject to adjustment under these terms (Exercise Price).
4. OPTION PERIOD
Each Option may be exercised in whole or in part at any time before 31 March 2024 (Expiry Date). An Option not exercised, automatically expires at 5.00pm, Melbourne time, on the Expiry Date.
5. HOLDING STATEMENT
The Company must give each Holder a holding statement stating:
a. the number of Options issued to the Holder;
b. the exercise price of the Options; and
c. the date of issue of the Options.
6. TRANSFERABILITY
The Options are not transferable without prior consent from the Company.
7. PARTICIPATION RIGHTS, BONUS ISSUES, RIGHTS ISSUES AND REORGANISATIONS
7.1 Participation
A Holder is not entitled to participate in any new issue to existing holders of securities in the Company except to the extent they:
a. have exercised their Options before the record date for determining entitlements to the new issue of securities; and
b. participate as a result of holding Shares on exercise of those Options or otherwise hold Shares.
7.2 Notice of new issue
In accordance with the ASX Listing Rules, the Company must give a Holder notice of:
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BidEnergy Limited published this content on 01 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 April 2022 03:42:02 UTC.
