On 31 March 2020, ASX announced that it had introduced new measures (via class waivers) to facilitate listed entities raising capital, in response to COVID-19, which were subsequently updated on 22 April 2020 (see previous article released by HWLE).
These new measures included:
- Temporary relief to increase the placement capacity limit under ASX Listing 7.1 from 15% to 25%; and
- The ability to request back-to-back trading halts.
The class waivers were originally due to expire on 31 July 2020.
On 9 July 2020, ASX published two replacement class waivers extending these measures until 30 November 2020. The replacement class waivers apply to all relevant capital raisings announced on or after 9 July 2020 and on or before 30 November 2020.
In addition to the extension to the expiry date of the class waivers, ASX also made some minor amendments to these class waivers including:
- In relation to temporary extra placement capacity class waiver where a share purchase plan offer (SPP Offer) is being conducted, the waiver now specifically notes that:
- scale back arrangements applied to SPP Offers may include measures to prevent security holders splitting holdings to obtain a larger offer under the share purchase plan; and
- entities must notify ASX of the results of the SPP Offer before noon (Sydney time) on the day which is 5 business days after the closing date for the plan, instead of doing so within 3 business days after the closing date for the plan, as required under listing rule 7.40 and section 12 of Appendix 7A.
- Setting out requirements that an entity must follow to obtain the benefit of either waiver. This includes that:
- an entity must include in its written notice to ASX that it intends to rely on the waiver, the purposes for which the entity is seeking to raise capital, how they related to the COVID-19 health crisis and/or its economic impact and its proposed allocation policies for the capital raising (including for shortfall if a non-renounceable offer is to be conducted);
- ASX must have acknowledged by written notice that the details are acceptable to ASX and therefore the entity is entitled to the benefit of the waiver;
- in the announcement in relation to the capital raising, include a statement that it is relying on the waiver and the purposes for which the entity is seeking to raise capital, how they related to the COVID-19 health crisis and/or its economic impact; and
- the entity must complete the capital raising within a reasonable time after announcing it.
This article was written by Shaun Hardcastle, Partner.