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Activeport Group Ltd (ASX:ATV) has revealed plans for a placement of 73,333,332 fully paid ordinary shares at AUD 0.015 each, aiming to raise around AUD 1.1 million before expenses. The placement is set to complete on 30 September 2026, contingent upon shareholder approval at a meeting scheduled for the same day. Proceeds will support product development, sales expansion, business development, and working capital requirements.
Key Highlights
- Activeport Group Ltd (ATV) proposes issuing 73,333,332 fully paid ordinary shares at AUD 0.015 per share.
- The placement targets gross proceeds of approximately AUD 1.1 million, with offer costs estimated at AUD 250,000.
- Shareholder approval will be sought at the 30 September 2026 meeting.
- Funds will be allocated to product development (AUD 900,000), sales growth (AUD 900,000), business development (AUD 384,000), and working capital (AUD 1.2 million).
- Joint Lead Managers GBA Capital Pty Ltd and Alpine Capital Pty Ltd will receive combined fees of 7% (3% management plus 4% selling fee).
- Subject to shareholder approval, Joint Lead Managers will be granted 22 million unlisted options as additional compensation.
Details of Activeport Group's Placement and Pricing Structure
Activeport Group Ltd has initiated a capital raising through the issuance of 73,333,332 ordinary fully paid shares priced at AUD 0.015 each. This placement is expected to generate approximately AUD 1.1 million in gross proceeds before deducting estimated offer costs of AUD 250,000. The placement complies with ASX Listing Rule 10.1 and involves the issuance of shares ranking equally with existing ordinary shares from the date of issue.
The proposed issue and shareholder approval date is 30 September 2026. The shares are not classified as restricted securities and will not be subject to voluntary escrow. The AUD 0.015 issue price reflects the agreed valuation between Activeport Group and placement participants.
Allocation of Raised Capital: Focus on Product, Sales, and Operations
Proceeds from the placement will be strategically deployed with AUD 900,000 allocated to advancing product development initiatives, and an equal amount dedicated to sales growth efforts aimed at expanding market penetration. Additionally, AUD 384,000 will fund business development activities including strategic partnerships and market expansion. Working capital needs are addressed with an allocation of AUD 1.2 million to support operational cash flow.
Offer-related expenses, including professional and regulatory costs, are estimated at AUD 250,000. This capital deployment underscores Activeport Group’s commitment to product innovation, revenue growth, and operational stability.
Joint Lead Managers' Fee and Incentive Structure
GBA Capital Pty Ltd and Alpine Capital Pty Ltd have been appointed as Joint Lead Managers for the placement. Their remuneration includes a management fee of 3% and a selling fee of 4% on funds raised. However, funds raised through the Chairman’s List will incur only the 3% management fee, with no selling fee applied, incentivizing participation via this channel.
In addition to cash fees, the Joint Lead Managers will receive 22,000,000 unlisted options, subject to shareholder approval. These options will expire on 30 November 2028 with an exercise price of AUD 0.02 each, aligning their interests with Activeport Group’s long-term performance.
Shareholder Approval and ASX Compliance
The placement requires shareholder approval under ASX Listing Rule 7.1, with a meeting scheduled for 30 September 2026 to vote on the resolution. Completion of the placement is conditional on receiving this approval. No related parties or substantial shareholders are reported to be participating, ensuring compliance with ASX Listing Rule 10.11.
The new shares will be freely tradable upon issue, not subject to escrow or restrictions, maintaining equal shareholder rights and market liquidity.
Secondary Trading and Cleansing Notice Compliance
Activeport Group confirms that any resale of placement shares within 12 months will comply with secondary sale provisions under sections 707(3) and 1012C(6) of the Corporations Act. The company will issue cleansing notices under applicable sections (708A(5), 708AA(2)(f), 1012DA(5), or 1012DAA(2)(f)) to facilitate secondary market trading without requiring a prospectus.
This approach ensures liquidity for investors and supports efficient capital market functioning post-placement.
Impact on Capital Structure: Significant Increase in Shares Outstanding
The placement will add 73,333,332 new ordinary shares to Activeport Group’s capital base, resulting in dilution for existing shareholders unless offset by proportional growth in company value or earnings. These shares will rank equally with existing shares for dividends and distributions.
The AUD 0.015 placement price reflects current market valuation as determined through the placement process. Market trading prices may vary, and investor sentiment could influence share price movement between announcement and shareholder approval.
Dividend Policy Remains Unchanged Amid Capital Raise
Activeport Group has confirmed no changes to its dividend or distribution policy resulting from the placement. This provides clarity to shareholders that capital raised will be reinvested to drive growth rather than alter payout policies.
The focus on reinvestment aligns with the company’s growth strategy and operational expansion plans, balancing long-term value creation with shareholder returns.
Company Overview and Market Positioning
Activeport Group Ltd (ABN 24 636 569 634), trading as ATV on the ASX, is advancing strategic growth initiatives through this capital raise. The balanced allocation between product development and sales growth highlights a dual focus on innovation and commercial execution. The working capital allocation supports operational scaling and cash flow management.
Engagement of experienced capital markets advisors GBA Capital and Alpine Capital as Joint Lead Managers underscores the company’s commitment to a professionally managed capital raising process consistent with its expansion objectives.
Placement Timeline and Milestones
Announced on 24 July 2026, the placement sets a clear timeline with shareholder approval and issue date both targeted for 30 September 2026. This streamlined schedule facilitates prompt capital deployment following approval.
Shareholders have until the meeting date to evaluate the proposal. Upon completion, the new shares will be quoted on the ASX in accordance with Listing Rule 3.10.3C.
