Australian Premier Finance Holdings Limited signed a binding heads of agreement to acquire SME Cash Limited from Cunnington & Co Holdings Pty Ltd, Donald Cunnington and Jennet Cunnington for AUD 8.8 million in convertible notes on May 28, 2015. Australian Premier will issue convertible notes and discharge promissory notes issued by SME Cash to Donald Cunnington and Jennet Cunnington in the amount of AUD 8.8 million. Prior to the acquisition, Cunnington will provide an interest bearing, fully secured loan in the principal amount of AUD 0.2 million to Australian Premier. All existing Directors of Australian Premier (with the exception of Wayne Adsett) will resign and 3 nominees of Cunnington (which shall, unless otherwise notified by Cunnington to Australian Premier, be Donald Cunnington, Jennet Cunnington and Marica Cindric) will be appointed as Directors, with immediate effect. Wayne Adsett will resign as a Director with effect on completion.

The transaction is subject to various conditions including satisfactory due diligence, regulatory approval, third party consents, the conditional approval by National Stock Exchange of Australia to reinstate the securities of Australian Premier to trading on terms reasonably acceptable to Australian Premier, Cunnington and SME and shareholder approvals of Australian Premier, SME Cash and Cunnington. The deal was unanimously recommended by the Board of Directors of Australian Premier. An extraordinary general meeting of Australian Premier Shareholders is expected to be held in August, 2015 to approve the transaction. The transaction is expected to be completed in October 2015.

Australian Premier Finance Holdings Limited cancelled the acquisition of SME Cash Limited from Cunnington & Co Holdings Pty Ltd, Donald Cunnington and Jennet Cunnington on October 6, 2015.