Announcement

OFFER: PYS: 1 for 7 Renounceable Rights Offer of Ordinary Shares 08:30am 
PYS
31/01/2020 08:30
OFFER
NOT PRICE SENSITIVE
REL: 0830 HRS PaySauce Limited

OFFER: PYS: 1 for 7 Renounceable Rights Offer of Ordinary Shares

Wellington, New Zealand - 31 January 2020

SaaS employment solutions provider PaySauce (NZX:PYS) advised the market on
21 January of a $5.8M capital raise via a 1 for 7 pro-rata renounceable
rights offer of ordinary shares. PaySauce confirms that it is proceeding on
the basis of the rights issue timetable indicated in that announcement (and
is reproduced below). A corporate action notice accompanies this
announcement.

Quotation of rights remains subject to NZX approval. A Cleansing Notice and
the Offer Document will be released on or around 10 February.

The full terms and conditions of the rights issue will be contained in the
Offer Document and to ensure the rights issue has the optimal chance of being
fully subscribed, PaySauce will include an oversubscription facility where
persons taking up rights can apply for shortfall shares, which will be
subject to availability.

Shareholder Feedback

PaySauce has had advice from its largest outside shareholder Coulthard Barnes
(PaySauce) Limited (CBPL) that CBPL intends to take up rights offered to it
that maintain its 19.59% shareholding in PaySauce.

PaySauce has also had discussions with a wide variety of shareholders and
intending rights purchasers who together have indicated their intention to
take up a substantial proportion of the rights offered. Based on these
indications PaySauce is expecting the rights issue to be well supported.

PaySauce confirms that co-founders Asantha Wijeyeratne and Troy Tarrant will
not be taking up all of their rights. Together, Asantha and Troy's current
shareholding amounts to 49.01% of PaySauce. Should no rights be taken up by
Asantha and Troy, and the offer be fully subscribed to, their collective
shareholding after allotment would be 42.88%.

As co-founders, Asantha and Troy have invested significant personal capital
into the future of PaySauce and also continue to receive salaries that are
considerably lower than market rates. Neither Asantha nor Troy are in a
personal financial position to take up all of their rights entitlements.
Asantha and Troy also see the broadening of PaySauce's shareholder base as a
result of the rights offer to in the best interests of PaySauce moving
forward.

Asantha and Troy are presently having discussions to arrange to sell a
portion of their respective rights off-market. Both Asantha and Troy may also
sell a portion of their respective rights on-market, which will provide
liquidity for rights trading.

Rights Issue Indicative Timetable

Shares quoted "ex-rights" and Rights Trading commences on the NZX Main Board
- Friday 7 February
Record date - Monday 10 February
Offer documents sent and Offer opens for acceptance - Tuesday 11 February
Rights trading ceases - Tuesday 25 February
Rights offer closes (and last date for receipt of renunciations) - Monday 2
March
New shares allotted and commence trading - Monday 9 March

ENDS

For further information, please contact investor@paysauce.com
End CA:00347749 For:PYS Type:OFFER Time:2020-01-31 08:30:29

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