TruScreen Secures NZX Waiver to Fast-Track Oversubscribed Shares
TruScreen Limited has obtained a waiver from NZ RegCo allowing it to allot oversubscribed shares up to 10 business days after its capital raising offer closes, subject to shareholder approval. This move aims to streamline the company’s NZ$3 million placement and share purchase plan.
- Waiver granted from NZX Listing Rule 4.19.1 for oversubscription allotment
- Oversubscribed shares can be allotted up to 10 business days post-offer close
- Shareholder approval required at upcoming July 2025 meeting
- Offer includes placement and share purchase plan totaling approximately NZ$3 million
- Waiver conditions include disclosure in annual reports and offer documents
Background and Waiver Details
TruScreen Limited (TRU), a company listed on both the NZX and ASX, has received a waiver from New Zealand’s regulatory body, NZ RegCo, from the standard NZX Listing Rule 4.19.1. This rule typically requires that shares issued under a capital raising offer be allotted no later than 10 business days after the offer closes. The waiver permits TRU to allot oversubscribed shares beyond this timeframe, up to 10 business days after the offer’s closing, provided shareholder approval is obtained.
Capital Raising Offer Structure
The waiver supports TRU’s ongoing capital raising efforts, which include a placement and a share purchase plan (SPP) targeting approximately NZ$3 million. The company has structured the offer to allow oversubscriptions, up to 15% for the SPP and 10% for the placement, subject to board discretion and shareholder approval. This flexibility aims to accommodate strong investor demand without breaching regulatory timing requirements.
Conditions and Compliance
The waiver is conditional on several safeguards. TRU must obtain shareholder approval at a meeting scheduled for July 2025 before allotting any oversubscribed shares. Additionally, the company is required to disclose its reliance on the waiver in its next annual report and any offer documents published during the waiver period. These conditions ensure transparency and maintain investor confidence despite the extended allotment timeline.
Regulatory and Market Implications
NZ RegCo’s decision reflects a balance between regulatory compliance and practical capital raising needs. The waiver acknowledges the operational challenges of issuing shares promptly under New Zealand’s Companies Act and NZX rules, especially when accommodating oversubscription demand. By granting this waiver, regulators aim to protect investor interests while enabling TRU to efficiently manage its capital raising process.
Looking Ahead
Shareholders will have the final say on the oversubscription allotment at the upcoming meeting, with the company planning to issue shares shortly after approval. Investors will be watching closely to assess the impact of the additional capital and potential dilution on TRU’s share structure. The company’s adherence to disclosure and timing conditions will also be critical in maintaining market trust.
Bottom Line?
TruScreen’s waiver sets the stage for a flexible capital raise, but shareholder approval will be the pivotal next step.
Questions in the middle?
- Will shareholder approval be secured to allot oversubscribed shares?
- How might the oversubscription impact existing shareholders’ equity?
- What disclosures will TRU provide to ensure transparency during the waiver period?
