Pinnacle successfully completes $105m institutional placemen
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES 24 November 2021 By E lectronic L odgement Market Announcements Office ASX Ltd 20 Bridge Street SYDNEY NSW 2000 Pinnacle successfully completes $105m institutional placement Pinnacle Investment Management Group Limited ( PNI or Pinnacle ) is pleased to announce today the successful completion of its A $105 million fully underwritten institutional placement ( Placement ) of approximately 6.3 million new fully paid ordinary shares ( New Shares ) , equivalent to approximately 3.3 % of existing shares on issue . Concurrent with the Placement, Adrian Whittingham successfully completed a fully underwritten sell down of 875,000 Pinnacle shares at the Placement Price, worth approximately $14.6m ( Sell - down ). The Placement and Sell - down were completed with strong support from institutional investors, including both existing and new shareholders. The Placement and Sell - down were completed at a price of $16.70 per s hare, re presenting a 4.6% discount to the last close on 22 November 2021 of $17.50 per share and a 7.6% discount to the 5 - day VWAP to 22 November 2021 of $18.08 per share. As announced on Tuesday, 23 November 2021, the proceeds from the Placement will fund Pinnacle’s investment in Five V Capital ( Five V ) through the purchase of convertible redeemable preference shares that would give PNI a 25% equity stake in Five V, and replenish balance sheet capacity that was used to fund the acquisition of the 25% stake in Coolabah in 2019. P innacle Managing Director , Ian Macoun commented: “ We are very pleased with the success of the Placement and the strong support delivered from existing and new institutional shareholders, and we look forwar d to p artnering with the Five V Capital team. ” The New Shares issued under the Placement will be issued pursuant to Pinnacle’s available capacity under ASX Listing Rule 7.1. Settlement of the Placement is expected to take place on Friday, 26 November 2021 , with t he New Shares expected to be issued and commence trading on ASX on Monday, 29 November 2021. Eligible institutional shareholders who bid for an amount less than or equal to their ‘pro rata’ share of New Shares under the Placement, were allocated their bid in full. 1 Macquarie Capital (Australia) Limited and Wilsons Corporate Finance Limited are acting as Joint Lead Managers, Underwriters and Bookrunners in respect of the Placement. Blackpeak Capital acted as financial adviser in respec t of Pinnacle’s investment in Five V. Details of the Share Purchase Plan As previously announced, f ollowing the completion of the Placement, PNI will also offer eligible shareholders the opportunity to acquire up to $30,000 in New Shares via a Share Purchase Plan ( SPP ). 1 An eligible institutional shareholder’s ‘pro rata’ share of New Shares issued under the placement was estimated by reference to Pinnacle’s beneficial register of institutional and sophisticated investors on 9 November 2021 . Applications under the SPP will be subject to scale back at Pinnacle’s absolute discretion. The SPP offer period will commence on 30 November 2021 and conclude on 15 December 2021. Shares under the SPP will be issued at the lower of th e Placement Price and the 5 - day VWAP of PNI shares up to the SPP closing date. The SPP is not underwritten. The terms, including the timetable, of the SPP will be set out in the SPP booklet, which will be lodged with the ASX and sent to eligible shareholde rs following the opening of the SPP offer on Tuesday, 30 November 2021. All shares to be issued under the SPP will rank equally with existing PNI shares on issue as at the date of issue of the new SPP shares . Important dates The timetable below is indicati ve only and subject to change. Pinnacle reserves the right to alter the below dates at its full discretion and without prior notice, subject to the relevant ASX Listing Rules. All references to time in this announcement are to Sydney time. Event Date Record date for SPP Monday, 22 November 2021 Announcement of the outcome of the Placement and Sell - down Wednesday, 24 November 2021 Trading halt lifted – trading resumes on the ASX Wednesday, 24 November 2021 Settlement of New Shares issued under the Placement as well as existing shares under the Sell - down Friday, 26 November 2021 Allotment and normal trading of New Shares issued under the Placement Monday, 29 November 2021 SPP offer opens and SPP booklet is dispatched Tuesday, 30 November 2021 SPP offer closes Wed nesday, 15 December 2021 Announcement of results of SPP Monday, 20 December 2021 SPP allotment date Wednesday, 22 December 2021 Normal Trading of New Shares issued under the SPP Thursday, 23 December 2021 Additional information Further details of the offer are set out in the Investor Presentation provided to the ASX on Tuesday, 23 November 2021. The Investor Presentation contains important information including key risks and foreign selling restrictions with respect to the offer. This presentation can be accessed on the Pinnacle website at: https://pinnacleinvestment.com/shareholders/#asx - announcements . Please contact Ian Macoun on +61 (2) 8970 770 0 if you require any further information. Authorised by : Calvin Kwok Company Secretary IMPORTANT NOTICES This announcement has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws. This announcement inclu des forward - looking statements. These forward - looking statements are based on the Company's expectations and beliefs concerning future events. Forward - looking statements are necessarily subject to risks, uncertainties and other factors, many of which are o utside the control of the Company, which could cause actual results to differ materially from such statements. The Company makes no undertaking to subsequently update or revise the forward - looking statements made in this announcement, to reflect the circum stances or events after the date of this announcement. The information contained in this announcement does not constitute investment or financial product advice (nor taxation, accounting or legal advice), is not a recommendation to acquire PNI shares and i s not intended to be used or relied upon as the basis for making an investment decision. This announcement has been prepared without taking into account the investment objectives, financial situation or needs of any individuals. Before making any investmen t decisions, prospective investors should consider the appropriateness of the information having regard to their own investment objectives, financial situation and needs and should seek legal, accounting and taxation advice appropriate to their jurisdictio n. PNI is not licensed to provide investment or financial product advice in respect of PNI shares. Cooling off rights do not apply to the acquisition of PNI shares pursuant to the Placement or SPP.
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