GeoOp Limited


Transaction Type: Company meeting (Allotment)

Allottee: InterfaceIT Pty Limited

Independent Adviser(s): Simmons Corporate Finance (Rule 18)

Date of meeting: 5/05/2016

Exemption: GeoOp Limited - Exemption Notice 2016


GeoOp Limited (GeoOp) and InterfaceIT Pty Limited (InterfaceIT) had entered into a conditional sale and purchase agreement whereby GeoOp would acquire 100% of the shares in InterfaceIT for $9.0 million in consideration, to be satisfied by the allotment of ordinary shares and convertible notes in GeoOp and a conditional performance payment. GeoOp intended to seek shareholder approval for the allotments of shares required to effect the transaction in accordance with rule 7(c) of the Takeovers Code.

On 13 April 2016, the Panel granted an exemption to GeoOp from rules 7(d) and 16(d) of the Code to the extent that those rules required GeoOp to state the issue price for the allotments to be specified in the notice of meeting sent to shareholders.

GeoOp shareholders approved the allotments at a special meeting of shareholders on 5 May 2016.

Simmons Corporate Finance prepared a rule 18 independent adviser’s report on the merits of the allotments.