21st Feb 2013 07:00
eServGlobal Limited (eServGlobal or the "Company")
Transfer of Shares
Paris: 21 February 2013
eServGlobal Limited, the global telecoms software vendor specializing in Mobile Money and Value-Added Services provides notice on a transfer of shares.
Craig Halliday and Richard Mathews, directors of eServGlobal Limited have relevant interests in shares in the Company held by MHB Holdings Pty Ltd ("MHB Holdings"). Following the transfer of 3,030,303 shares from MHB to a personal holding of another of the principals of MHB, the beneficial interest owned by the principals of MHB remains unchanged. The details are as follows:
·; MHB Holdings Pty Ltd holds 13,080,289 shares and following the transfer, 3,030,303 shares are now held personally by one of the principals of MHB as a consequence of this transfer.
·; Mr. Halliday has a relevant interest in 7,272,727 shares held by National Nominees Limited, 62,005 shares held by Paua Pty Ltd and has a relevant interest in 13,080,289 shares held by MHB Holdings Pty Ltd. In addition, he holds an option to subscribe for 1,500,000 shares. His beneficial interest is unchanged.
·; Mr. Mathews has a relevant interest in 206,683 shares held by Paua Pty Ltd and has a relevant interest in 13,080,289 shares held by MHB Holdings Pty Ltd. His beneficial interest is unchanged.
More information is available in the attached documents.
About eServGlobal
eServGlobal specializes in Mobile Money solutions and Value-Added Services (VAS), to help Mobile Service Providers increase their revenue and gain and maintain customer ownership. eServGlobal invests heavily in product development, using carrier-grade, next-generation technology and aligning with the requirements of more than 90 customers in over 55 countries.
For more than 29 years mobile and financial service providers have used eServGlobal solutions to lead and innovate in their local markets, leveraging their core assets and their trusted agent and subscriber relationships.
With 12 offices globally, eServGlobal provides full "end-to-end" and "any account to any account" Mobile Money Services and International Remittance Services. The HomeSend solution is the only mobile-centric international remittance hub to gain endorsement from the GSM Association. The HomeSend Certification Program ensures security and interoperability by certifying domestic mobile wallet providers, money transfer organizations, and financial service providers to connect to the hub.
eServGlobal's Value-Added Services in promotions, loyalty and messaging enable service providers to engage with their subscribers in a personalized and dynamic manner.
eServGlobal is listed on the Australian Securities Exchange (ESV) and the London Stock Exchange AIM (ESG). More information at: www.eservglobal.com
For further information, please contact:
eServGlobal | www.eservglobal.com |
Tom Rowe, Company Secretary Christina Tubb, Head of Investor Relations | T: +61 (0)2 8014 5050 |
Cenkos Securities plc Ivonne Cantú/Stephen Keys (Nomad) | www.cenkos.com T: +44 (0) 20 7397 8980 |
Newgate Threadneedle Communications Caroline Evans‐Jones/Josh Royston/Hilary Millar | www.newgatethreadneedle.com T: +44 (0) 20 7653 9850 |
Charles Stanley Securities Dugald Carlean/Paul Brotherhood
| www.csysecurities.com T: +44 (0) 20 7149 6000 |
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme | eServGlobal Limited |
ACN/ARSN | 052 947 743 |
1. Details of substantial holder (1)
Name | MHB Holdings Pty Ltd, Paua Pty Ltd and Richard Mathews |
ACN/ARSN (if applicable) | ACN 129 615 756, ACN 125 317 268 |
There was a change in the interests of the substantial holder on | 19/02/2013 |
The previous notice was given to the company on | 20/12/2012 |
The previous notice was dated | 20/12/2012 |
2. Previous and present voting power
The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:
Class of securities (4) | Previous notice | Present notice | ||
Person's votes | Voting power (5) | Person's votes | Voting power (5) | |
Ordinary Shares | 23,590,002 | 10.42 | 20,559,699 | 8.26% |
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3. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
Date of change | Person whose relevant interest changed | Nature of change (6) | Consideration given in relation to change (7) | Class and number of securities affected | Person's votes affected |
19/02/2013 | MHB Holdings Pty Ltd | Off Market Disposal | Nil | 3,030,303 | 3,030,303 |
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4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
Holder of relevant interest | Registered holder of securities | Person entitled to be registered as holder (8) | Nature of relevant interest (6) | Class and number of securities | Person's votes |
MHB Holdings Pty Ltd | MHB Holdings Pty Ltd | MHB Holdings Pty Ltd | Registered Holder | 13,080,289 | 13,080,289 |
Paua Pty Ltd | Paua Pty Ltd | Paua Pty Ltd | Registered Holder | 206,683 | 206,683 |
Richard Mathews | MHB Holdings Pty Ltd, Paua Pty Ltd | MHB Holdings Pty Ltd, Paua Pty Ltd | Has the power to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates. | 13,286,972 | 13,286,972 |
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable) | Nature of association |
N/A |
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6. Addresses
The addresses of persons named in this form are as follows:
Name | Address |
MHB Holdings Pty Ltd, | PO Box 10648 Brisbane Adelaide Street, Brisbane City, QLD 4000 |
Richard Mathews and Paua Pty Ltd | 130 Crescent Road, Hamilton, Brisbane 4007 |
Signature | ||||
print name | Richard Mathews | capacity | Director | |
sign here | date | 19/02/2013 | ||
DIRECTIONS
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(1) | If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form. | |
(2) | See the definition of "associate" in section 9 of the Corporations Act 2001. | |
(3) | See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. | |
(4) | The voting shares of a company constitute one class unless divided into separate classes. | |
(5) | The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. | |
(6) | Include details of: | |
(a) | any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and | |
(b) | any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies). | |
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001. | ||
(7) | Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired. | |
(8) | If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown". | |
(9) | Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. | |
Form 604
Corporations Act 2001
Section 671B
Notice of change of interests of substantial holder
To Company Name/Scheme | eServGlobal Limited |
ACN/ARSN | 052 947 743 |
1. Details of substantial holder (1)
Name | Halliday LLC and Craig Halliday |
ACN/ARSN (if applicable) | N/A |
There was a change in the interests of the substantial holder on | 19/02/2013 |
The previous notice was given to the company on | 20/12/2012 |
The previous notice was dated | 20/12/2012 |
2. Previous and present voting power
The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in when last required, and when now required, to give a substantial holding notice to the company or scheme, are as follows:
Class of securities (4) | Previous notice | Present notice | ||
Person's votes | Voting power (5) | Person's votes | Voting power (5) | |
Ordinary Shares | 23,590,002 | 10.42 | 20,559,699 | 8.26 |
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3. Changes in relevant interests
Particulars of each change in, or change in the nature of, a relevant interest of the substantial holder or an associate in voting securities of the company or scheme, since the substantial holder was last required to give a substantial holding notice to the company or scheme are as follows:
Date of change | Person whose relevant interest changed | Nature of change (6) | Consideration given in relation to change (7) | Class and number of securities affected | Person's votes affected |
19/02/2013 | MHB Holdings Pty Ltd | Off Market Disposal | Nil | 3,030,303 | 3,030,303 |
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4. Present relevant interests
Particulars of each relevant interest of the substantial holder in voting securities after the change are as follows:
Holder of relevant interest | Registered holder of securities | Person entitled to be registered as holder (8) | Nature of relevant interest (6) | Class and number of securities | Person's votes |
Halliday LLC | National Nominees Limited | Halliday LLC | Has the power to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates. | 7,272,727 | 7,272,727 |
MHB Holdings Pty Ltd Paua Pty Ltd | MHB Holdings Pty Ltd Paua Pty Ltd | MHB Holdings Pty Ltd Paua Pty Ltd | Registred Holder Registered Holder | 13,080,289 62,005 | 13,080,289 62,005 |
Craig Halliday | National Nominees, MHB Holdings Pty Ltd and Paua Pty Ltd | Halliday LLC, MHB Holdings Pty Ltd, Paua Pty Ltd | Has the power to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates. | 20,559,699 | 20,559,699 |
5. Changes in association
The persons who have become associates (2) of, ceased to be associates of, or have changed the nature of their association (9) with, the substantial holder in relation to voting interests in the company or scheme are as follows:
Name and ACN/ARSN (if applicable) | Nature of association |
N/A |
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6. Addresses
The addresses of persons named in this form are as follows:
Name | Address |
Halliday LLC | 7909 E, 25th Place Denver, Colorado, United States of America 80238 |
Craig Halliday | 7909 E, 25th Place Denver, Colorado, United States of America 80238 |
Signature | ||||
print name | Craig Halliday | capacity | Director | |
sign here | date | 19/02/2013 | ||
DIRECTIONS
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(1) | If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 6 of the form. | |
(2) | See the definition of "associate" in section 9 of the Corporations Act 2001. | |
(3) | See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001. | |
(4) | The voting shares of a company constitute one class unless divided into separate classes. | |
(5) | The person's votes divided by the total votes in the body corporate or scheme multiplied by 100. | |
(6) | Include details of: | |
(a) | any relevant agreement or other circumstances because of which the change in relevant interest occurred. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and | |
(b) | any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies). | |
See the definition of "relevant agreement" in section 9 of the Corporations Act 2001. | ||
(7) | Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired. | |
(8) | If the substantial holder is unable to determine the identity of the person (eg. if the relevant interest arises because of an option) write "unknown". | |
(9) | Give details, if appropriate, of the present association and any change in that association since the last substantial holding notice. | |
Rule 3.19A.2
Appendix 3Y
Change of Director's Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.
Introduced 30/09/01 Amended 01/01/11
Name of entity eServGlobal Limited |
ABN 59 052 947 743 |
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Richard Mathews |
Date of last notice | 6 May 2011 |
Part 1 - Change of director's relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.
Direct or indirect interest | Indirect |
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
| Mr Mathews has a relevant interest under Section 608(2)(b)(iii) of the Corporations Act 2001 in the Ordinary Fully Paid Shares held by MHB Holdings Pty Ltd, |
Date of change | 19 February 2013 |
No. of securities held prior to change | 16,110,592 Ordinary Fully Paid Shares held by MHB Holdings Pty Ltd 206,683 Ordinary Fully Paid Shares held by Paua Pty Ltd |
Class | Ordinary Fully Paid Shares |
Number acquired | Nil |
Number disposed | 3,030,303 |
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation
| Nil |
No. of securities held after change | 13,080,289 Ordinary Fully Paid Shares held by MHB Holdings Pty Ltd 206,683 Ordinary Fully Paid Shares held by Paua Pty Ltd |
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back | Off market transfer by MHB Holdings Pty Ltd, holding as agent, to the principal. |
Part 2 - Change of director's interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.
Detail of contract | N/A |
Nature of interest
| N/A |
Name of registered holder (if issued securities)
| N/A |
Date of change | N/A |
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
| N/A |
Interest acquired | N/A |
Interest disposed | N/A |
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
| N/A |
Interest after change | N/A |
Part 3 - +Closed period
Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required? | No |
If so, was prior written clearance provided to allow the trade to proceed during this period? | N/A |
If prior written clearance was provided, on what date was this provided? | N/A |
Rule 3.19A.2
Appendix 3Y
Change of Director's Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.
Introduced 30/09/01 Amended 01/01/11
Name of entity eServGlobal Limited |
ABN 59 052 947 743 |
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Craig Halliday |
Date of last notice | 27 April 2012 |
Part 1 - Change of director's relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of "notifiable interest of a director" should be disclosed in this part.
Direct or indirect interest | Indirect |
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
| Mr Halliday has a relevant interest under Section 608(2)(b)(iii) of the Corporations Act 2001 in the Ordinary Fully Paid Shares held by MHB Holdings Pty Ltd, |
Date of change | 19 February 2013 |
No. of securities held prior to change | 16,110,592 Ordinary Fully Paid Shares held by MHB Holdings Pty Ltd 7,272,727 Ordinary Fully Paid Shares held by National Nominees Limited 62,005 Ordinary Fully Paid Shares held by Paua Pty Ltd 1,500,000 Options |
Class | Ordinary Fully Paid Shares |
Number acquired | Nil |
Number disposed | 3,030,303 |
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation
| Nil |
No. of securities held after change | 13,080,289 Ordinary Fully Paid Shares held by MHB Holdings Pty Ltd 7,272,727 Ordinary Fully Paid Shares held by National Nominees Limited 62,005 Ordinary Fully Paid Shares held by Paua Pty Ltd 1,500,000 Options |
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back | Off market transfer by MHB Holdings Pty Ltd, holding as agent, to the principal. |
Part 2 - Change of director's interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of "notifiable interest of a director" should be disclosed in this part.
Detail of contract | N/A |
Nature of interest
| N/A |
Name of registered holder (if issued securities)
| N/A |
Date of change | N/A |
No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed
| N/A |
Interest acquired | N/A |
Interest disposed | N/A |
Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation
| N/A |
Interest after change | N/A |
Part 3 - +Closed period
Were the interests in the securities or contracts detailed above traded during a +closed period where prior written clearance was required? | No |
If so, was prior written clearance provided to allow the trade to proceed during this period? | N/A |
If prior written clearance was provided, on what date was this provided? | N/A |
Related Shares:
Wameja Di