This Notice is being issued to provide Participants with further information in relation to the bid and details the acceptance process through CHESS.

On 6 January 2021, HUB24 Limited lodged a Bidder’s Statement with ASX in connection with a proportional takeover bid offering to acquire 1 out of every 3 shareholder’s holding of ordinary shares in Easton Investments Limited, other than shares already held by HUB24 BidCo ("Proportional Bid" or "offer").

EAS shareholders are entitled to accept the offer for 1 out of every 3 of their shares (but for no more or less). Acceptance of the Proportional Bid in CHESS must be effected in such a way that HUB24 BidCo acquires not more than 1 out of every 3 of each holding of ordinary shares in EAS (other than HUB24 BidCo's own holding of ordinary shares in EAS). However, if by accepting the Offer you will be left holding less than a Marketable Parcel, then HUB24 BidCo will buy all of your Easton Investments Shares for $1.20 cash each. In other words, in these limited circumstances the Offer will extend to ALL of your Easton Investments Shares as set out in the bidder’s statement and in accordance with section 618 of the Corporations Act (as modified by Class Order 13/521).

Pursuant to the bidder’s statement, "marketable parcel" means a parcel of shares with a value of not less than $500 based on the "cum-Offer" ASX closing price of EAS shares on the date that is the most recent trading day before the relevant acceptance of the offer is received.

The following processes have been implemented to facilitate those shareholders who wish to accept 1 out of every 3 of their ordinary EAS shares into the Proportional Bid and on-sell part or all of the remaining balance. It should be noted that a buyer of all or part of the remaining balance cannot accept the Proportional Bid in respect of that purchase. Alternatively, shareholders may wish to sell their EAS shares prior to acceptance, allowing the buyer to accept the Proportional Bid.

Shareholders trading under the deferred settlement market, ASX Code: EASE – Ordinary Shares, will be trading shares "ex offer". The Ex Offer shares represent "remaining balance" shares retained by shareholders who have accepted the Proportional Bid. Buyers of these shares are unable to accept the HUB24 BidCo Proportional Bid.

Shareholders trading under the normal settlement market, ASX code: EAS – Ordinary Shares, will be trading shares "cum offer". Buyers of these shares are able to accept the HUB24 BidCo Proportional Bid.

What do I need to do by when?

Bid Details:

Offer Terms

CHESS will process acceptance messages until 7pm (Sydney time) on 22 February 2021 or in the event that the bid is extended, such other time as may be notified by HUB24 BidCo to the market.

The HUB24 BidCo Proportional Bid is conditional and a shareholder may only accept the offer for their EAS shares held at the time acceptance is processed.

Link Market Services Limited is using CHESS 6.1 Offeror Submitted Takeover messages for this offer.

For information regarding the offer please contact the Offer Information Line on 1300 794 935 (for calls made within Australia) or +61 1300 794 935 (for calls made from outside Australia) from

Monday to Friday between 8:30am and 5:00pm (Sydney time) or visit https://events.miraqle.com/hub24-offer.

Sponsoring Brokers/Controlling Participants

Full acceptance 1 for every 3 shares held Proportional Offer

The Proportional Bid is conditional. If accepting through CHESS, 100% of the holding must be moved to an offer accepted subposition using a Takeover Acceptance message. The remaining balance cannot be accessed until after finalisation of the Proportional Bid. Shareholders wishing to sell part or all of the remaining balance must do so through the "ex offer" deferred market under ASX Code: EASE. 

Need more information?

Issued by

Rebecca Hayes, Equity Operations

Contact information

Rebecca Hayes
1800 814 051
chesshelp@asx.com.au

General Information

Participants should refer to Section 13 of the CHESS Procedure Guidelines for Participants and Section 14 of the ASX Settlement Operating Rules for further information concerning the processing of Takeover Acceptance Messages for a CHESS Holding of securities. Some of these issues are summarised below. 

• A Participant must initiate acceptance of an offer by transmission of an EIS type ‘031’ message (Takeover Acceptance) where the securities in question are held in a CHESS Holding. The Participant will receive a ‘032’ message (Effected Takeover Acceptance) from CHESS in response. 
• In addition to the electronic notification to the Participant, paper notification will be sent directly to the Holder as securities are reserved in an offer-accepted subposition. Any change to the balance of securities in subposition will generate further electronic advice to the Participant and paper advice to the Holder.
• Where a Participant receives instructions from a Sponsored Holder, the Participant is required under the ASX Settlement Operating Rules to initiate acceptance of an offer:
• if the Holder specifies the time when or by which the offer must be accepted, in accordance with those instructions; otherwise 
• by End of Day on the date of receipt of instructions from the Holder. Where the offer closes on the date of receipt of instructions then prior to the close of the offer. 

Participants should therefore retain, as a minimum, a record of the date on which instructions to accept an offer are received from a Sponsored Holder.

Disclaimer