My Atm Holdings Limited Acn 141 509 426 Third Supplementary Prospectus
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MY ATM HOLDINGS LIMITED ACN 141 509 426 THIRD SUPPLEMENTARY PROSPECTUS IMPORTANT INFORMATION This Third Supplementary Prospectus is dated 2 November 2010 and is supplementary to the Replacement Prospectus dated 27 August 2010 (which replaced the Original Prospectus dated 18 June 2010) (Replacement Prospectus), the first supplementary prospectus dated 12 October 2010 (First Supplementary Prospectus) and the second supplementary prospectus dated 22 October 2010 (Second Supplementary Prospectus) issued by My ATM Holdings Limited (ACN 141 509 426) (Company). This Third Supplementary Prospectus was lodged with the Australian Securities and Investments Commission (ASIC) on 2 November 2010. ASIC does not take any responsibility for the contents of this Third Supplementary Prospectus. This Third Supplementary Prospectus together with the First Supplementary Prospectus and the Second Supplementary Prospectus must be read together with the Replacement Prospectus. If there is a conflict between the Replacement Prospectus, the First Supplementary Prospectus, the Second Supplementary Prospectus and this Third Supplementary Prospectus, this Third Supplementary Prospectus will prevail. Terms and abbreviations defined the Replacement Prospectus have the same meaning in this Third Supplementary Prospectus. This Third Supplementary Prospectus will be issued with the Replacement Prospectus as an electronic prospectus and may be accessed on the internet at www.myatm.com.au This document is important and should be read in its entirety. Please consult your legal, financial or other professional adviser if you do not fully understand the contents. Other than the changes set out below, all other details in relation to the Replacement Prospectus (as amended) remain unchanged. The Directors believe that the changes in this Third Supplementary Prospectus are not materially adverse from the point of view of an investor. Accordingly, no action needs to be taken if you have already applied for Shares pursuant to the Offer. A copy of this Third Supplementary Prospectus will be available on the Company website and the Company will send or provide a copy of this Third Supplementary Prospectus to all Applicants who, on or before the date of this Third Supplementary Prospectus, have applied for Shares pursuant to the Offer. 1. EXTENSION OF CLOSING DATE The Directors of the Company have resolved to further extend the Closing Date of the Offer from 5.00pm AEDST on Wednesday, 3 November 2010 to 5.00pm AEDST on Tuesday, 30 November 2010. Accordingly, references to the Closing Date in the Replacement Prospectus are amended to refer to this new date and the indicative timetable in Section 1 of the Replacement Prospectus is deleted and replaced with the following table: Date of Replacement Prospectus 27 August 2010 Record Date for the Existing Shareholder Priority Offer 1 September 2010 Opening Date of Offer 27 August 2010 Existing Shareholder Priority Offer Closing Date 15 September 2010 Public Offer Closing Date 5.00 pm AEDST, 30 November 2010 Date Shares expected to be allotted 5.00 pm AEDST, 7 December 2010 Date Holding Statements expected to be dispatched 14 December 2010 Date Trading of Shares on ASX expected to commence 21 December 2010 The Directors reserve the right, at their discretion, to close the Offer early or further extend the Closing Date. 2. DIRECTORS’ AUTHORISATION This Third Supplementary Prospectus is issued by the Company and its issue has been authorised by a resolution of the Directors. In accordance with Section 720 of the Corporations Act, each Director has consented to the lodgment of this Third Supplementary Prospectus with ASIC. Signed for and on behalf of My ATM Holdings Limited. _______________________________ Kym Albert Weir Director Third Supplementary Prospectus | My ATM Holdings Limited | 2 MY ATM HOLDINGS LIMITED ACN 141 509 426 SECOND SUPPLEMENTARY PROSPECTUS IMPORTANT INFORMATION This Second Supplementary Prospectus is dated 22 October 2010 and is supplementary to the Replacement Prospectus dated 27 August 2010 (which replaced the Original Prospectus dated 18 June 2010) (Replacement Prospectus) and the first supplementary prospectus dated 12 October 2010 (First Supplementary Prospectus) issued by My ATM Holdings Limited (ACN 141 509 426) (Company). This Second Supplementary Prospectus was lodged with the Australian Securities and Investments Commission (ASIC) on 22 October 2010. ASIC does not take any responsibility for the contents of this Supplementary Prospectus. This Second Supplementary Prospectus together with the First Supplementary Prospectus must be read together with the Replacement Prospectus. If there is a conflict between the Replacement Prospectus and this Second Supplementary Prospectus, this Second Supplementary Prospectus will prevail. Terms and abbreviations defined the Replacement Prospectus have the same meaning in this Second Supplementary Prospectus. This Second Supplementary Prospectus will be issued with the Replacement Prospectus as an electronic prospectus and may be accessed on the internet at www.myatm.com.au This document is important and should be read in its entirety. Please consult your legal, financial or other professional adviser if you do not fully understand the contents. Other than the changes set out below, all other details in relation to the Replacement Prospectus remain unchanged. The Directors believe that the changes in this Second Supplementary Prospectus are not materially adverse from the point of view of an investor. Accordingly, no action needs to be taken if you have already applied for Shares pursuant to the Offer. A copy of this Second Supplementary Prospectus will be available on the Company website and the Company will send or provide a copy of this Second Supplementary Prospectus to all Applicants who, on or before the date of this Second Supplementary Prospectus, have applied for Shares pursuant to the Offer. 1. EXTENSION OF CLOSING DATE The Directors of the Company have resolved to extend the Closing Date of the Offer from 5.00pm AEDST on 25 October 2010 to 5.00pm AEDST on Wednesday, 3 November 2010. Accordingly, references to the Closing Date in the Replacement Prospectus are amended to refer to this new date and the indicative timetable in Section 1 of the Replacement Prospectus is deleted and replaced with the following table: Date of Replacement Prospectus 27 August 2010 Record Date for the Existing Shareholder Priority Offer 1 September 2010 Opening Date of Offer 27 August 2010 Existing Shareholder Priority Offer Closing Date 15 September 2010 Public Offer Closing Date 5.00 pm AEDST, 3 November 2010 Date Shares expected to be allotted 5.00 pm AEDST, 10 November 2010 Date Holding Statements expected to be dispatched 17 November 2010 Date Trading of Shares on ASX expected to commence 24 November 2010 The Directors reserve the right, at their discretion, to close the Offer early or further extend the Closing Date. 2. DIRECTORS’ AUTHORISATION This Second Supplementary Prospectus is issued by the Company and its issue has been authorised by a resolution of the Directors. In accordance with Section 720 of the Corporations Act, each Director has consented to the lodgment of this Second Supplementary Prospectus with ASIC. Signed for and on behalf of My ATM Holdings Limited. _______________________________ Kym Albert Weir Director Second Supplementary Prospectus | My ATM Holdings Limited | 1 MY ATM HOLDINGS LIMITED • ACN 141 509 426 REPLACEMENT PrOSPECTUS 27 AUGUST 2010 REPLACEMENT PrOSPECTUS FOR THE OFFER OF 50,000,000 SHARES AT AN ISSUE PRICE OF $0.20 PER SHARE TO RAISE $10,000,000 THE OFFER WILL CLOSE AT 5.00 PM (AEST) 25 OCTOBER 2010 This Replacement Prospectus replaces the Original Prospectus lodged by the Company with ASIC on June 18, 2010 This is an imPORtant docUment and shoUld BE Read in its entiRety. Please consUlt yoUR PROFessional adViseR IF yoU do not FUlly UndeRstand the contents OF this PRosPectUS. Sponsoring Broker Novus Capital Limited ACN 006 711 995 Corporate Advisor Rundle Capital Partners Pty Ltd ACN 107 603 878 TABLE OF CONteNTS PAGE 1. KEY DETAILS OF THE OFFER 2 2. IMPORTANT INFORMATION 5 3. CHAIRMAN’S LETTER 12 4. INVESTMENT HIGHLIGHTS 14 5. DETAILS OF THE OFFER 15 6. DIVIDEND POLICY 17 6A. EXECUTIVE SUMMARY AND SUPPLEMENTARY INFORMATION 17 7. THE COMPANY AND ITS BUSINESS 22 8. ATM MARKET OVERVIEW 26 9. CORPORATE STRUCTURE 30 10. COMPETITORS 33 11. KEY PERSONNEL 36 12. TOP TWENTY SHAREHOLDERS 40 13. RISK FACTORS 42 14. CORPORATE GOVERNANCE 46 15. OTHER RELEVANT MATTERS 50 16. ADDITIONAL INFORMATION 51 17. MATERIAL AGREEMENTS 58 18. FINANCIAL INFORMATION 63 19. DIRECTORS’ CONSENT 88 20. DICTIONARY 89 21. CORPORATE DIRECTORY 92 1 E 1. KEY DETAILS OF THE OFFER My ATM Holdings Limited (the Company) is seeking to raise up to $10 million through an Offer of up to 50,000,000 Shares at an issue price of $0.20 per Share (Issue Price). The minimum application must be $2,000 (or 10,000 Shares) and thereafter in multiples of $500 (or 2,500 Shares). An application has been made to ASX not later than 7 days after the date of the Original Prospectus for the Company to be admitted to ASX and for official quotation of the Shares. This Replacement Prospectus provides the opportunity to participate in the initial public offering (IPO) of Shares in the Company, subject to the Minimum Subscription being achieved. 1.1. Priority entitlement A $2 million portion of the Offer has been reserved for existing shareholders. ON 1.2. Minimum subscription The Minimum Subscription