Bravura Solutions Limited · ASX:BVS
Bravura Solutions — Investor Presentation (March 2023)
28 slides from Bravura Solutions's investor presentation, Mar 6, 2023
Slide 1: Capital Raising Presentation
Capital Raising Presentation 6 March 2023 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 2: Important notice and disclaimer
Important notice and disclaimer The following Important Notice and Disclaimer applies to this capital raising presentation dated 06 March 2023 (Presentation) and you are advised to read this carefully before reading or making any other use of this Presentation or any information contained in this Pr
Slide 3: Important notice and disclaimer
Important notice and disclaimer Non-IFRS financial information / non-GAAP financial measures Investors should also be aware that certain financial measures included in this Presentation are ‘non-IFRS financial information’ under ASIC Regulatory Guide 230: ‘Disclosing non-IFRS financial information’
Slide 4: Important notice and disclaimer
Important notice and disclaimer Not for distribution or release in the United States This Presentation may not be distributed or released in the United States. This Presentation does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States, or any other
Slide 5: Important notice and disclaimer
Important notice and disclaimer You acknowledge and agree that: determination of eligibility of investors for the purposes of the Offer is determined by reference to a number of matters, including legal and regulatory requirements, logistical and share registry constraints and the discretion of Br
Slide 6: Important notice and disclaimer
Important notice and disclaimer Investment risk An investment in Bravura shares is subject to investment risks and other known and unknown risks, some of which are beyond the control of Bravura, including possible loss of income and principal invested. Bravura does not guarantee any particular rate
Slide 7: Capital raising to support organisational change
Capital raising to support organisational change NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES 7
Slide 8: Use of proceeds
Use of proceeds Net proceeds from the equity raising will provide balance sheet flexibility, working capital and to support investment in the Organisational Change Program Sources of funds Debt restructuring details Entitlement Offer $57m ♦ Bravura’s debt facility has been amended as follows: Placem
Slide 9: Equity raising details
Equity raising details ♦ $80 million Equity Raising comprised of: Offer Structure and Size • a 1 for 1.73 pro rata accelerated non-renounceable entitlement offer (Entitlement Offer) to existing eligible shareholders to raise ~$57 million; and • an institutional placement (Placement) to raise ~$23 mi
Slide 10: Pro forma balance sheet
Pro forma balance sheet 31 Dec 2022 31 Dec 2022 A$m Actual pro forma1 Cash 32.7 107.72 Trade receivables 36.3 36.3 Contract assets 19.0 19.0 Intangible assets 92.7 92.7 Property, plant and equipment 43.3 43.3 Other assets 29.5 29.5 Total assets 253.5 328.5 Trade and other payables 12.7 12.7 Contract
Slide 11: Equity raising timetable
Equity raising timetable Events Dates Announcement of Equity Raising Monday, 6 March 2023 Placement and Institutional Entitlement Offer bookbuild Monday, 6 March 2023 Announcement of results of the Placement and Institutional Entitlement Offer Tuesday, 7 March 2023 Bravura shares recommence trading
Slide 12: Key risks
Key risks Presented below are the key existing and emerging risks that could materially impact the operating performance, financial results and financial positions of the Bravura Group. Additional risks and uncertainties that the Bravura Group is currently unaware of, or that it currently considers
Slide 13: Key risks
Key risks Economic risk General economic conditions may negatively affect Bravura’s performance and the performance of Bravura shares. Economic conditions and impact are not a unique risk to Bravura alone and will have an impact on other corporates in Australia and in the global arena. However, any
Slide 14: Key risks
Key risks Investment in equity capital markets – potential risk There are general risks associated with investments in equity capital. The trading price of shares in Bravura may fluctuate with movements in equity capital markets in Australia and internationally. This may result in the market price f
Slide 15: Key risks: Equity raising and underwriting risk
Key risks Equity raising and underwriting risk Macquarie Capital (Australia) Limited (ABN 79 123 199 548) (the Underwriter) is underwriting the Offer. Bravura entered into an underwriting agreement with the Underwriter in respect of the Offer on 6 March 2023 (Underwriting Agreement). Key terms of Un
Slide 16: Key risks: Equity raising and underwriting risk (cont'd)
Key risks Equity raising and underwriting risk (cont’d) • an adverse new circumstance arises that would render Bravura's Appendix 4D and presentation for its financial results for the half year ending on 31 December 2022 (HY Appendix 4D and HY Results Presentation), the investor presentation, the AS
Slide 17: Key risks: Equity raising and underwriting risk (cont'd)
Key risks Equity raising and underwriting risk (cont’d) • a scheme of arrangement or reconstruction is announced by Bravura which, if implemented, may result in a person and their associates acquiring a beneficial interest in, or voting power of, 50% or more of the interests in Bravura; • an offer t
Slide 18: Key risks: Bravura may fail to attract new clients
Key risks Bravura may fail to attract new clients Bravura future growth is dependent on its ability to attract new clients, particularly in order to grow market share and increase revenue. Bravura operates in competitive industries and its ability to attract new clients is particularly dependent on
Slide 19: Key risks: Force majeure events
Key risks Force majeure events Bravura operates in various countries such as Australia, New Zealand, UK, Poland, South Africa and India. Events may occur within or outside these jurisdictions in which Bravura operates, that could impact upon the economies of those jurisdictions or the global economy
Slide 20: ESG Risk
Key risks ESG Risk Bravura has established a process for addressing risks and opportunities associated with the Environmental Management System (EMS) as well as determining their environmental and associated impacts. Bravura has also established and maintained local human resources procedures and pr
Slide 21: Financing facilities
Key risks Financing facilities Bravura's current debt facility matures in 6 months. After the Offer, Bravura will seek a new debt facility to replace its existing debt facility to satisfy its expected present and future working capital requirements and meet other expenses, for example to assist the
Slide 22: Bravura may fail to execute its product and growth strategy
Key risks Bravura may fail to execute its product and growth strategy (Strategic risk) Bravura’s product and growth strategy is focused on: • continuing the roll out of its products in its core geographies; • expanding sales of Sonata Alta and other existing software products into new geographies an
Slide 23: Foreign selling restrictions
Foreign selling restrictions International Offer Restrictions The defined terms "New Shares" and "Company" in this document may need to be changed for purposes of consistency with the remainder of the investor presentation / offer document. This document does not constitute an offer of new ordinary
Slide 24: Foreign selling restrictions
Foreign selling restrictions The following is a summary of the statutory rights of rescission or to damages, or both, available to purchasers in Ontario. In Ontario, every purchaser of the New Shares purchased pursuant to this document (other than (a) a "Canadian financial institution" or a "Schedul
Slide 25: Foreign selling restrictions
Foreign selling restrictions Denmark This document and the Offer are only addressed to, and directed at, persons in Denmark who are “qualified investors” (“Qualified Investors”) within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 (including a
Slide 26: Foreign selling restrictions
Foreign selling restrictions Malaysia This document may not be distributed or made available in Malaysia. No approval from, or recognition by, the Securities Commission of Malaysia has been or will be obtained in relation to any offer of New Shares. The New Shares may not be offered or sold in Malay
Slide 27: Foreign selling restrictions
Foreign selling restrictions Switzerland The offering of the Securities in Switzerland is exempt from requirement to prepare and publish a prospectus under the Swiss Financial Services Act ("FinSA") because such offering is made to professional clients within the meaning of the FinSA only and the Se
Slide 28: DRAFT
DRAFT NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
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