BuildingIQ Announces $6.5m Capital Raising to Fund Growing Sales Pipeline and 5i Platform Services Development
December 15, 2017
Sydney - BuildingIQ, Inc (ASX: BIQ) (BuildingIQ or the Company) announces that it is undertaking a capital raising of up to A$6.5m (Offer) to fund the Company’s growing sales pipeline, its 5i Platform services development and to provide additional working capital.
The Offer involves the following:
The Institutional Placement was completed and oversubscribed by new institutional and sophisticated investors. Canaccord Genuity (Australia) Limited acted as Lead Manager to this Placement.
The Existing Securityholder Placement and Entitlement Offer will be partially underwritten to A$3 million (in aggregate) by Exto Partners Pty Ltd (Exto) and sub-underwritten by Welas Pty Ltd (Welas) and Spenceley Management Pty Ltd (Spenceley Management).
Further details regarding the Institutional Placement, the Existing Securityholder Placement and the Entitlement Offer, including timetable, are set out below. Subject to securityholder participation in the Entitlement Offer, and shareholder approval being received for the Institutional Placement, the Offer is expected to result in the issue of up to 144,444,444 new CDIs in the Company.
BuildingIQ’s President & CEO, Michael Nark, indicated that the capital raise was important in supporting the Company’s continued growth and development. “BuildingIQ has delivered strong growth financially and operationally over the past year and we continue to see solid demand for the Company’s 5i Platform services. We are pleased that the Company has been strongly supported through the Institutional Placement and the Existing Securityholder Placement. Indications are that the Entitlement Offer will be equally well-supported.
“This capital raise will provide the financial support needed to enable us to deliver our future growth strategy, including expansion into new geographies, and continued technological developments of client services.”
Demonstrating the strong support for BuildingIQ is the sub-underwriting of the Existing Securityholder Placement and the Entitlement Offer by two existing CDI holders - Spenceley Management and Welas.Institutional Placement
The Company is pleased to announce it has completed an oversubscribed conditional Institutional Placement to raise A$2,138,411 (before costs). The Institutional Placement is expected to result in 47,520,254 CDIs being issued to new institutional and sophisticated investors. Issue of the CDIs is expected to occur on 31 January 2018, subject to shareholder approval. The Institutional Placement is conditional on completion of the Exto partial underwriting of the Existing Securityholder Placement and the Entitlement Offer.
Canaccord Genuity (Australia) Limited acted as Lead Manager to the Institutional Placement. The Company will pay a placement fee to the Lead Manager equal to 4.75% (plus GST) of the gross amount raised under the Institutional Placement. This fee will be paid by the issue of up to 2,257,212 CDIs at an issue price of A$0.045, being the issue price under the Entitlement Offer and Existing Securityholder Placement. Additionally, the Company has engaged Canaccord Genuity to provide corporate advisory services in relation to its ongoing capital markets strategy. A total of 6,861,792 Options will be issued in three equal tranches at various strike prices (6.75c; 11.25c; and 13.5c respectively) and all with an expiry date of 31 December 2020, as a fee for these services.
Shareholder approval for the grant of all the CDIs and Options above will be sought at a general meeting to be held on 24 January 2018. A Notice of Meeting will be sent to shareholders shortly.Existing Securityholder Placement and Entitlement Offer
Under the Existing Securityholder Placement, Spenceley and Welas have each subscribed for 6,321,143 CDIs at an issue price of A$0.045 (4.5c) per New CDI for a total subscription price of $568,903 (before costs). These CDIs (totalling 12,642,286 CDIs) will be issued under the Company’s existing Listing Rule 7.1 capacity.
The Company is offering Eligible Securityholders the opportunity to participate in a non-renounceable pro-rata entitlement offer of 1 New CDI for every 1 existing CDI held on the Record Date, at an issue price of A$0.045 (4.5c) per New CDI to raise up to approximately A$3,792,686 (before costs). The issue price represents a 30.77% discount to the 30 day volume weighted average price (VWAP) (calculated using the 30 days on which trades were recorded) and a 35.71% to the most recent CDI closing price as quoted on the ASX on 13 December 2017.
Under the Entitlement Offer, a total of up to 84,281,905 CDIs may be issued. Each CDI represents one share of common stock. The Entitlement Offer is not conditional on securityholder approval being granted for the issue of the CDIs under the Institutional Placement.
The Entitlement Offer will be made to Eligible Securityholders, being those securityholders with a registered address in Australia, New Zealand, Germany, France, the British Virgin Islands and the Cayman Islands and certain other jurisdictions in which the Company has decided to extend the Entitlement Offer, on the Record Date.
Eligible Securityholders will also be entitled to apply for New CDIs in excess of their Entitlement under a Top Up facility. The Directors of the Company reserve the right to issue CDIs that were not taken up under the Entitlement Offer at their discretion during the 3-month period following the close of the Entitlement Offer.
Exto Partners Pty Ltd has partially underwritten the Existing Securityholder Placement and the Entitlement Offer to A$3 million (in aggregate). Spenceley and Welas will act as sub-underwriters to the Existing Securityholder Placement and the Entitlement Offer. The underwriting fee payable to Exto by the Company is the issue to Exto (or its nominee) of 4,603,899 CDIs (with a deemed issue price of A$0.045 (4.5c) per CDI). Shareholder approval for the grant of these CDIs will be sought at the general meeting to be held on 24 January 2018. If shareholder approval is not obtained the Company has agreed to pay to Exto (or its nominee) an underwriting fee of A$207,175.
Directors have indicated that they intend to take up the entitlements attaching to CDIs held by them personally under the Entitlement Offer.
Following the Existing Securityholder Placement, the Company’s securities will be subject to restrictions on sale to US residents and will be included in Schedule 1 of the ASX Settlement Operating Rules as FOR Financial Products.
Full details of the Entitlement Offer are set out in the Offer Booklet. Details in relation to the potential impact on the control of the Company under the Entitlement Offer, are provided in the Cleansing Notice. Both the Offer Booklet and the Cleansing Notice have been lodged with ASX today.
|Announcement of Offer and lodgement of Offer Booklet, Investor Presentation, Cleansing Notice and Appendix 3B with ASX||15 December 2017|
|Ex-date – date from which CDIs commence trading without the entitlement to participate in the Entitlement Offer||19 December 2017|
|Record date for determining Entitlements of Eligible Securityholders to participate in the Entitlement Offer||7.00pm (Sydney time) 20 December 2017|
|Notification of Offer dispatched to CDI Holders||22 December 2017|
|Dispatch of Offer Booklet and personalised Acceptance Forms to Eligible Securityholders||22 December 2017|
|Entitlement Offer Opening Date||22 December 2017|
|Existing Securityholder Placement CDIs issued||22 December 2017|
|Entitlement Offer Closing Date||5.00pm (Sydney time) 19 January 2018|
|General meeting||24 January 2018|
|Entitlement Offer Issue Date||25 January 2018|
|Trading begins for New CDIS under Entitlement Offer||29 January 2018|
|Institutional Placement CDIs issued||31 January 2018|
*timetable is indicative only and subject to change.Video Conference and Call
The Company will hold a video conference and call at 11am (AEDT) on Wednesday 20 December 2017 to discuss this announcement. Please refer below for the dial-in details. Please use the computer login details below if you wish to submit typed questions via the “chat” functionality.
Time: 11 am (AEDT)
Date: Wednesday 20 December 2017
Phone: +61 2 8355 1038 (AU)
Access code: 609-815-309
Optional computer login: https://global.gotomeeting.com/join/609815309
For further information contact:
Ph: +61 2 8324 7549
Principal Consultant - communicaterelate
Ph: +61 414 861 629
BuildingIQ (ASX: BIQ) helps building owners and operators worldwide lower energy use, increase building operations efficiency and enhance tenant comfort. The Company’s 5i cloud-based platform and Managed Services deliver on the promise of Internet of Things (IoT) for buildings with none of the drawbacks. Over 80M square feet of building space is currently under management with BuildingIQ.
Investors in BuildingIQ include the Venture Capital unit of Siemens Financial Services, Paladin Capital and Exto Partners.BuildingIQ.com