Way2VAT Raises A$1.3 Million via Convertible Notes with 10% Coupon and 24-Month Maturity
Way2VAT has locked in firm commitments to raise an additional A$1.3 million through convertible notes, aimed at strengthening its working capital and servicing existing financing facilities. The conversion of these notes into shares hinges on upcoming shareholder approval.
- A$1.3 million raised via convertible notes from sophisticated investors and key shareholders
- Top 10 shareholders including Thorney Investment Group participate in the raise
- Conversion of notes subject to shareholder approval under ASX Listing Rule 7.1
- Funds primarily allocated to working capital and servicing existing debt facilities
- Convertible notes carry 10% annual coupon and mature in 24 months
Funding Boost Amid Growth Ambitions
Way2VAT Ltd (ASX:W2V), a global fintech leader in automated VAT refund solutions, has announced firm commitments to raise an additional A$1.3 million through the issue of convertible notes. This fresh capital injection aims to support the company’s working capital needs and service its existing financing arrangements, reinforcing its operational stability as it pursues growth.
Investor Confidence from Key Shareholders
The raise attracted participation from sophisticated investors and key shareholders, notably including top 10 shareholders such as De Silva Investments and Davsam Pty Ltd, alongside the company’s largest shareholder, Thorney Investment Group. None of these investors are related parties under the Corporations Act, which may reassure the market about the transaction’s arm’s length nature.
Convertible Notes Terms and Shareholder Approval
The convertible notes, each with a face value of A$50,000, carry a 10% per annum coupon and mature in 24 months. Conversion into fully paid ordinary shares will only occur subject to shareholder approval, which the company will seek in accordance with ASX Listing Rule 7.1. This approval process introduces an element of uncertainty regarding the timing and extent of potential dilution for existing shareholders.
Upon conversion, shares will rank equally with existing ordinary shares. The conversion price is set at a 30% discount to the 30-day volume weighted average price (VWAP) prior to conversion, with various scenarios allowing for voluntary or financing-triggered conversions. If shareholder approval is not obtained, the notes must be redeemed at a premium.
Strategic Use of Proceeds
Way2VAT’s CEO and founder, Amos Simantov, expressed satisfaction with the increased size of the convertible note transaction and thanked investors for their support. The funds raised will primarily be deployed to fund general working capital requirements and to service the company’s financing facility, providing runway for ongoing operations and potential expansion initiatives.
Context Within Way2VAT’s Growth Trajectory
Founded in 2016 and headquartered in Tel Aviv with offices across Europe, Way2VAT operates a patented AI-driven platform that automates VAT reclaim processes for nearly 400 global enterprise clients. This capital raise follows a previous convertible note issuance in January 2025, indicating a continued reliance on convertible debt to manage liquidity and fund growth.
Investors will be watching closely for the outcome of the forthcoming shareholder meeting, which will determine whether the notes convert into equity or require redemption. The potential issuance of up to several hundred million new shares could significantly impact the company’s capital structure and share price dynamics.
Bottom Line?
Way2VAT’s successful raise underscores investor confidence but hinges on shareholder approval to convert debt into equity, setting the stage for potential dilution and strategic recalibration.
Questions in the middle?
- Will shareholders approve the conversion of the convertible notes, and on what terms?
- How will the potential dilution from note conversion affect existing shareholders and share price?
- What are Way2VAT’s plans for growth beyond working capital once this funding round is complete?
