SYDNEY, AUSTRALIA: Complii FinTech Solutions (ASX: CF1) has exchanged a Bid Implementation Agreement (BIA) to acquire all of the fully paid ordinary shares in with Registry Direct Limited (ASX: RD1) by way of an off-market, all-scrip takeover.
As set out in the BIA, Complii will offer holders of fully paid ordinary shares in Registry Direct one fully paid ordinary share in Complii for every 4.5 Registry Direct shares held. The BIA, which includes the conditions to the Takeover Offer, is annexed at Schedule 1 of this announcement.
Registry Direct is an Australian fintech business providing share and unit registry services to Australian companies and trusts, with a client list that includes Facebook, Starbucks, Tesla and Adobe.
The company has created and developed Australia’s only fully featured software-as-a-service (SaaS) registry management platform, which is designed to better manage shareholder data and communications – inspiring entrepreneurs to start companies and encourage more people to invest in businesses.
Registry Direct is ready to commence the process to be certified to connect to the ASX new DLT CHESS system.
Subject to the completion of the Proposed Acquisition, Registry Direct will become a wholly owned subsidiary of Complii. Upon completion of the Proposed Acquisition, Registry Direct shareholders will own approximately 18.2% of Complii on an undiluted basis and approximately 14.3% on a fully diluted basis.
Further, no person will acquire a holding of shares in the Company, or increase their holding, to an amount in excess of 19.9% of all the shares in the Company on issue on completion of the Proposed Acquisition.
Complii is a digital platform providing an electronic centralised framework to manage AFSL holders (Stockbrokers & Financial Planners) and their licenced user centric workflows for compliance, capital raising and operational needs. Complii recently acquired PrimaryMarkets, an independent global trading platform which enables the trading of shares in unlisted companies and funds.
The customizable software provides a single desktop solution which automates key compliance and operational needs. Complii’s software automates multiple routine activities so that clients can better meet their regulatory obligations, while giving them more scope to better service clients in a targeted way. Complii is uniquely positioned in Australia as a full-service software provider for AFSL holders including brokers, advisors and wealth management firms.
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