Results of 2017 Annual Meeting

12:15pm, 6 Sep 2017 | MEETING

At the Annual Meeting of Plexure Group Limited held in Auckland on Wednesday 6 September, shareholders approved the following resolutions as set out in the Notice of Meeting dated 21 August 2017.

Director Election  
Phil Norman was re-elected a director. 

Auditor re appointment  
The meeting recorded the re-appointment of Deloitte as the Company’s Auditor and authorised the Directors to fix the auditors remuneration for the forthcoming year.

Ratification of previous share placements  
The 20,250,00 ordinary shares issued by the Company for private placement capital raising on the 20th December 2016, 20 July 2017 and 4 August 2017 were ratified.

Issue of share options to employees  
The issue of 6,178,195 options to various employees was approved.

For more information please contact: 
Andrew Dalziel, CFO Plexure
Mobile: +64 27 6777 575 Email: andrew.dalziel@plexure.com

Attachments

Forecast half year revenue up 52% & net loss decrease by 89%

9:09am, 6 Sep 2017 | MKTUPDTE

As part of the Annual Meeting today Plexure Group Limited (PLX) will release guidance on its half year results for the 6 months ended 30 September 2017.  Operating revenue for the 6 month period 30 September 2017 is forecast to be $5.1m, compared to $3.3m for the 6 months ended 30 September 2017, an increase of 52%.  The net loss after tax is forecast to be a $0.4m compared to $3.7m for the same period last year, a decrease of 89%. Revenue has continued to grow through the first 5 months of the current financial year while costs have continued to reduce. 
  
PLX has also given previous guidance that it will be cashflow positive by the end of the financial year. This will now occur from the month of September. In the first 5 months of the financial year the average burn rate was approximately $0.17m per month including a number of one offs associated with restructuring.  

Attachments

Plexure CEO Change

9:04am, 6 Sep 2017 | ADMIN

Scott Bradley, Founder and CEO of Plexure Group Limited (NZX:PLX) has today announced his intention to resign as CEO with immediate effect.  He will be replaced by Craig Herbison, who will assume the role from 7 September 2017. 

Scott Bradley will remain on as a Director of the Company and provide assistance to Craig Herbison to ensure an orderly transition of CEO responsibility.  He will also remain a significant shareholder. 

Plexure Chairman, Phil Norman, said it is with great regret that the Board had accepted Scott’s resignation but understands that after seven hard years in the role Scott wishes to call time out.  “Scott has been a visionary leader who has created a company that has become recognised as a global leader in its field and is well positioned to continue its growth trajectory internationally”, said Norman.

Scott Bradley commented that he considered that this was an ideal time for him to move on as CEO as, after its recent re-structuring, the Company was now trading profitably on a month by month basis and well positioned to continue its growth path from a reduced cost base.  “Craig will bring a new set of skills and a depth of international sales and marketing experience to Plexure at an important turning point in the Company’s history”, said Bradley.   

Craig Herbison is an internationally experienced leader with over 20 years of digital and brand marketing, business transformation, sales and corporate leadership experience.  Originally qualifying as a barrister and solicitor in 1990, Craig then moved into the advertising industry.  With the emergence of digital marketing in the late 1990’s, Craig worked in Web development and in digital agencies in New Zealand and the UK.

In the UK, Craig led the digital marketing launch of the world’s first 3G mobile operator ‘3’ and ran the digital and CRM Vodafone relationship globally for WPP.  He returned to Australasia in 2006 and worked in corporate marketing roles for Vodafone regionally, Sensis and led the brand transformation of Telecom NZ to ‘Spark’ a few year ago.

In 2011, he joined the BNZ executive team as its first ever CMO and assumed an expanded role in 2014 running BNZ’s retail, small business and insurance businesses.  During his tenure, he took BNZ back into mortgage brokers after an absence of twelve years, which produced $1.1Bn of new lending in the first year.  Craig was responsible for 2,500 staff and 174 retail stores at BNZ.  Craig was also previously a director of Loyalty New Zealand, the operator of Fly Buys in New Zealand.

For more information please contact: 
Andrew Dalziel, CFO Plexure
Mobile: +64 27 6777 575 Email: andrew.dalziel@plexure.com

Attachments

Plexure Group Ltd agrees amended convertible note terms

2:37pm, 30 Aug 2017 | SECISSUE

Plexure Group Limited (PLX) can confirm today it has agreed amended terms with the holders of the $1.6m of convertible notes that PLX issued on the 3rd February 2017.

The key terms of the amendments are as follows: 
• The repayment date has been extended from the 3rd November 2017 until the 31st March 2019. 
• Interest to date of $97,523.81 to be converted into the face value of the convertible note. 
• Interest will stop accruing on the convertible note. 
• In return for the above the option has been repriced from 28c to 12c.

For more information please contact: 
Andrew Dalziel, CFO Plexure
Mobile: +64 27 6777 575 Email: andrew.dalziel@plexure.com

Attachments

SPH Notice – David Houghton Wale

12:49pm, 30 Aug 2017 | SHINTR

Disclosure of beginning to have substantial holding

Section 276, Financial Markets Conduct Act 2013
Note: This form must be completed in accordance with the instructions at the end of the form.

To NZX
and
To Plexure Group Limited

Date this disclosure made: 30 August 2017

Date on which substantial holding began: 4 August 2017

Substantial product holder(s) giving disclosure

Full name(s): David Houghton Wale

Summary of substantial holding

Class of quoted voting products: ordinary shares

Summary for David Houghton Wale

For this disclosure,— 
(a) total number held in class: 8,300,000
(b) total in class: 111,650,514
(c) total percentage held in class: 7.4339%

Details of relevant interests

Details for David Houghton Wale
Nature of relevant interest(s): Non-beneficial interest (under sections 235(1)(c) and (d) of the Financial Markets Conduct Act 2013) as trustee of the Lancaster Trust (the beneficial owner of the ordinary shares noted below) and a beneficial
interest in those shares as a beneficiary of the Lancaster Trust.

For that relevant interest,— 
(a) number held in class: 3,000,000
(b) percentage held in class: 2.6870% 
(c) current registered holder(s): Jarden Custodians Limited (as nominee and bare trustee) 
(d) registered holder(s) once transfers are registered: n/a

Nature of relevant interest(s): Non-beneficial interest (under sections 235(1)(c) and (d) of the Financial Markets Conduct Act 2013) as trustee of the Abel Trust (the beneficial owner of the ordinary shares noted below)

For that relevant interest,— 
(a) number held in class: 3,416,667
(b) percentage held in class: 3.0601% 
(c) current registered holder(s): Jarden Custodians Limited (as nominee and bare trustee) 
(d) registered holder(s) once transfers are registered: n/a

Nature of relevant interest(s): Non-beneficial interest (under sections 235(1)(c) and (d) of the Financial Markets Conduct Act 2013) in respect of ordinary shares held for the benefit of family members of David Houghton Wale For that relevant interest,—

(a) number held in class: 1,683,333
(b) percentage held in class: 1.5077% 
(c) current registered holder(s): Jarden Custodians Limited (as nominee and bare trustee) 
(d) registered holder(s) once transfers are registered: n/a

Nature of relevant interest(s): Deemed relevant interest (under section 237 of the Financial Markets Conduct Act 2013) arising from the ownership by the Abel Trust and the Lancaster Trust (as to 50% each) of all of the shares in Darlington
Investments Limited. (David Houghton Wale is a trustee of both trusts and a beneficiary of the Lancaster Trust.)

For that relevant interest,— 
(a) number held in class: 200,000
(b) percentage held in class: 0.1791% 
(c) current registered holder(s): Darlington Investments Limited
(d) registered holder(s) once transfers are registered: n/a

For a derivative relevant interest, also— 
(a) type of derivative: n/a
(b) details of derivative: n/a
(c) parties to the derivative: n/a

(d) if the substantial product holder is not a party to the derivative, the nature of the relevant interest in the derivative:

Details of transactions and events giving rise to substantial holding Details of the transactions or other events requiring disclosure: Participation in the 4 August 2017 share issue

Additional information
Address(es) of substantial product holder(s): c/- Jarden Custodians Limited, PO Box
1407, Wellington 6140

Contact details: Stephanie Colevas-Crawford

Name of any other person believed to have given, or believed to be required to give, a disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Bryan Ewart Johnson

Certification
I, Stephanie Paula Colevas-Crawford, certify that, to the best of my knowledge and belief, the information contained in this disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is made.

Attachments

SPH Notice - Bryan Ewart Johnson

12:47pm, 30 Aug 2017 | SHINTR

Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013

To NZX
and
To Plexure Group Limited

Date this disclosure made: 30 August 2017

Date on which substantial holding began: 4 August 2017

Substantial product holder(s) giving disclosure
Full name(s): Bryan Ewart Johnson

Summary of substantial holding
Class of quoted voting products: ordinary shares

Summary for Bryan Ewart Johnson
For this disclosure,— 
(a) total number held in class: 7,566,667
(b) total in class: 111,650,514
(c) total percentage held in class: 6.7771%

Details of relevant interests
Details for Bryan Ewart Johnson
Nature of relevant interest(s): Non-beneficial interest (under sections 235(1)(c) and (d) of the Financial Markets Conduct Act 2013) as trustee of the Abel Trust (the beneficial owner of the ordinary shares noted below) and a beneficial interest in those shares as a beneficiary of the Abel Trust

For that relevant interest,— 
(a) number held in class: 3,416,667
(b) percentage held in class: 3.0601% 
(c) current registered holder(s): Jarden Custodians Limited (as nominee and bare trustee) 
(d) registered holder(s) once transfers are registered: n/a

Nature of relevant interest(s): Non-beneficial interest (under sections 235(1)(c) and (d) of the Financial Markets Conduct Act 2013) as trustee of the Lancaster Trust (the beneficial owner of the ordinary shares noted below)

For that relevant interest,— 
(a) number held in class: 3,000,000
(b) percentage held in class: 2.6870% 
(c) current registered holder(s): Jarden Custodians Limited (as nominee and bare trustee) 
(d) registered holder(s) once transfers are registered: n/a

Nature of relevant interest(s): Non-beneficial interest (under sections 235(1)(c) and (d) of the Financial Markets Conduct Act 2013) in respect of ordinary shares held for the benefit of family members of Bryan Ewart Johnson

For that relevant interest,— 
(a) number held in class: 950,000
(b) percentage held in class: 0.8509% 
(c) current registered holder(s): Jarden Custodians Limited (as nominee and bare trustee) 
(d) registered holder(s) once transfers are registered: n/a

Nature of relevant interest(s): Deemed relevant interest (under section 237 of the Financial Markets Conduct Act 2013) arising from the ownership by the Abel Trust and the Lancaster Trust (as to 50% each) of all of the shares in Darlington Investments Limited. (Bryan Ewart Johnson is a trustee of both trusts and a
beneficiary of the Abel Trust.)

For that relevant interest,— 
(a) number held in class: 200,000
(b) percentage held in class: 0.1791% 
(c) current registered holder(s): Darlington Investments Limited
(d) registered holder(s) once transfers are registered: n/a

For a derivative relevant interest, also— 
(a) type of derivative: n/a
(b) details of derivative: n/a
(c) parties to the derivative: n/a
(d) if the substantial product holder is not a party to the derivative, the nature of the relevant interest in the derivative:

Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure: Participation in the 4 August 2017 share issue

Additional information
Address(es) of substantial product holder(s): c/- Jarden Custodians Limited, PO Box 1407, Wellington 6140

Contact details: Stephanie Colevas-Crawford
Name of any other person believed to have given, or believed to be required to give, a disclosure under the Financial Markets Conduct Act 2013 in relation to the financial products to which this disclosure relates: David Houghton Wale

Certification
I, Stephanie Paula Colevas-Crawford, certify that, to the best of my knowledge and belief, the information contained in this disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is made.

Attachments

Plexure Group Limited (PLX) Director Nominations

3:20pm, 8 Aug 2017 | CORPACT

The period for nomination of persons as directors of Plexure Group Limited opens today and closes at 5pm (NZ time) on 22 August 2017. Nominations may only be made by a security holder entitled to attend and vote at the Annual Meeting.

Nominations should be sent by email to andrew.dalziel@plexure.com or presented in writing on or before this date to the following address:

Andrew Dalziel
Plexure Group Limited
PO Box 90722
Auckland 1010

For more information please contact: 
Andrew Dalziel, CFO Plexure
Mobile: +64 27 6777 575 Email: andrew.dalziel@plexure.com

Attachments

Plexure Group Limited (PLX) complete capital raise

10:31am, 4 Aug 2017 | MKTUPDTE

Plexure Group Limited (PLX) is pleased to announce that the capital raise disclosed to the market on the 14th of July is now closed. The raise of $1.9m at 10 cents per share was oversubscribed with strong support from our cornerstone investors and existing investor base.

For more information please contact: 
Andrew Dalziel, CFO Plexure
Mobile: +64 27 6777 575 Email: andrew.dalziel@plexure.com

Attachments

Plexure Group Limited (PLX) expansion of Japan contract

Plexure Group Limited (PLX) expansion of Japan contract

9:57am, 27 Jul 2017 | MKTUPDTE

Plexure Group Limited (PLX) is pleased to announce the expansion of its relationship with McDonald's Japan. The expansion involves the delivery of new software and services which are expected to significantly enhance the value of the solution to McDonald's Japan and their customers. The contract has a value of over $1m.

Every day over 12 million customers make use of the existing application when choosing to dine at any of McDonald's restaurants across Japan. McDonald’s Japan is the largest McDonald’s market outside of the US.

Other McDonald's markets around the world also served by Plexure, or planning to roll out the solution out in coming months, have also expressed interest in adding this functionality. 

For more information please contact: 
Andrew Dalziel, CFO Plexure
Mobile: +64 27 6777 575 Email: andrew.dalziel@plexure.com

 

Attachments

Plexure Group Limited (PLX) Investor Update

9:55am, 14 Jul 2017 | GENERAL

Performance update
When comparing the Company’s Q1 2018 performance to Q1 2017 revenue has grown by 41%, while over the same period costs have decreased by 18%. This has led to the Company making a small profit at the EBITDA level for the first quarter, the first time this has been achieved. Along with further changes as a result of the recently announced re-structure, Plexure continues to improve its position and is on track to be cash flow positive by the end of the calendar year. 

Capital Raise
The Company is looking to raise a maximum of $1.9m via a share placement at a price of 10c. Based on current forecasts, the Company does not anticipate needing to raise further capital to get to a cash flow positive position. We already have 50% of the raising committed. The placement is underway with discussions occurring with eligible investors and brokers in New Zealand and Australia

Convertible Notes
The Company currently has $1.6m convertible notes that attract an interest rate of 8%. These notes are convertible at the option of holders at a price of $0.28 or are repayable to noteholders. The conversion date is 3 November 2017. 

The Company has begun conversations with noteholders to extend the conversion date until March 2019. In return for the extension and interest being stopped, the convertible note is being repriced from $0.28 to $0.12. At this stage over 70% of the note holders have signed or verbally accepted these terms.

For more information please contact: 
Andrew Dalziel, CFO Plexure
Mobile: +64 27 6777 575
Email: andrew.dalziel@plexure.com

 

Attachments

Plexure Group Limited Announces Re-structure

9:44am, 30 Jun 2017 | GENERAL

Plexure Group Limited (NZX: PLX) is today announcing a re-structure of its business designed to accelerate the Company’s path to profitability.  This re-structure means that the Company is now forecasting it will be cash flow positive on a monthly basis, by the end of the calendar year, but dependent upon current sales targets being met.

For more information please contact: 
Andrew Dalziel, CFO Plexure
Mobile: +64 27 6777 575
Email: andrew.dalziel@plexure.com

Attachments