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ACTIVEX LIMITED Capital/Financing Update 2016

Apr 20, 2016

64348_rns_2016-04-20_fefb0a9c-541f-4047-b301-c1bc48f4aedd.pdf

Capital/Financing Update

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ActivEX Limited

A.C.N. 113 452 896

Suite 3402, Level 3 Riverside Centre 123 Eagle Street BRISBANE QLD 4000

==> picture [247 x 44] intentionally omitted <==

P.O. Box 1533 Milton QLD 4064

P: (07) 3236 4188 E: [email protected] W: activex.com.au

21 April 2016

The Manager Company Announcements Australian Stock Exchange Ltd 20 Bridge Street Sydney 2000 via: www.asxonline.com

Dear Sir/Madam

Pro-rata non-renounceable 1 for 4 Rights Issue to Eligible Shareholders

ActivEX Limited (ASX: AIV) is pleased to announce a pro-rata non-renounceable one (1) for four (4) rights issue of fully paid ordinary shares in the capital of the Company ( Offer ).

The Company will offer Eligible Shareholders one (1) share for every four (4) shares held as at the record date of 27 April 2016 at $0.01 per share ( Entitlement ).

Compared to the weighted average price of the Company’s shares on the ASX in the thirty days up to and including 20 April 2016, of $0.015 (rounded to three decimal places), the offer price represents a discount of approximately 33%.

Offer is non-renounceable

The Offer is non-renounceable meaning that Eligible Shareholders who do not take up their Entitlement will not be able to transfer or receive any value for those Entitlements, and their equity interest in the Company will be diluted.

Eligible Shareholders may choose to accept all or part of their Entitlement or none at all. Entitlements of Eligible Shareholders which are not taken up will form part of the Shortfall.

The Offer is being conducted in accordance with section 708AA of the Corporations Act (Cth) 2001 ( Act ), which means the Company is not required to lodge a prospectus with ASX or ASIC or provide one to shareholders. The Company has prepared a document explaining the Offer in more detail ( Offer Document ). The Offer Document and personalised acceptance forms will be mailed to Eligible Shareholders on Monday, 2 May 2016. The Offer Document is available on the Company's website at www.activex.com.au.

The closing date for the Offer will be 18 May 2016.

Effect on Capital Structure

The Company currently has 646,812,672 shares on issue. The maximum number of securities that may be issued under the Offer is 161,703,168 shares. Shares issued under the rights issue will rank equally with existing shares. The Company will apply for official quotation on ASX of the new shares issued under the Offer.

The maximum amount raised by the Offer would be $1,617,031 if every Eligible Shareholder exercised its rights to purchase New Shares, before expenses.

Shortfall

There is no minimum acceptance amount and Eligible Shareholders are also invited to apply for additional New Shares which will be allocated from any Shortfall. The Directors may at their discretion place any Shortfall to third parties, at not less than the issue price within 3 months of the Closing Date.

Purpose of the Offer

The Company will use the proceeds raised under the Rights Issue for:

  • a) Exploration activities at the Gilberton Gold Project;

  • b) Target generation and follow up at Ravenswood Gold Project;

  • c) Exploration activities on the Company’s tenements;

  • d) Working capital; and

  • e) Costs of the Offer.

Any person considering acquiring shares under the Offer should read the Offer Document carefully. Applications for shares under the Offer may only be made using the Application Form to be attached to, or accompanying the Offer Document. Shares will only be issued on the basis of an Application Form issued together with the Offer Document.

Timetable

The following timetable is indicative only. All dates are subject to change and accordingly are indicative only. The Company has the right to vary the dates of the Offer, without prior notice, subject to the Corporations Act and the ASX Listing Rules.

Event Date
Announcement of Offer, lodgment of Appendix 3B, Section 708AAcleansing notice and Offer Document on ASX Beforecommencement oftrading on Thursday,21 April 2016
Notice to Shareholders containing information required by Listing Rules Friday, 22 April 2016
“Ex” Date Tuesday, 26 April2016
Record Date to determine Entitlement to New Shares Wednesday, 27 April2016
Despatch of Offer Document and Entitlement and Acceptance Form andannouncement that despatch completed Monday, 2 May2016
Last day to extend Offer Closing Date Friday,13 May 2016

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Event Date
Closing Date Wednesday, 18 May2016
Securities quoted on a deferred settlement basis Thursday, 19 May2016
ASX notified of Shortfall By Monday, 23 May2016
Issue of New Shares, despatch date of holding statements By Wednesday, 25May 2016
Trading commences for New Shares on a normal settlement basis Thursday, 26 May2016

*The above dates are indicative only and may change without notice. The Directors reserve the right to amend this indicative timetable at any time (subject to the Corporations Act and ASX Listing Rules), to extend the Closing Date or to cancel the Offer without prior notice in its absolute discretion. The commencement of quotation of new securities is subject to confirmation from the ASX.

*Shareholders should consult their professional advisors in regards to the definition of ‘Ex’ Date and Record Date to ensure that their entitlement to participate in the Offer is assured. Where fractions arise in the calculation of entitlements, they will be rounded up to the nearest whole number.

Read Offer Document Carefully

Any person considering acquiring shares under the Offer should read the Offer Document carefully. Applications for shares under the Offer may only be made using the Application Form to be attached to, or accompanying the Offer Document. Shares will only be issued on the basis of an Application Form issued together with the Offer Document.

Craig McPherson Company Secretary Ph: +61 7 3236 4188

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