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ALICE QUEEN LIMITED — Capital/Financing Update 2012
Aug 30, 2012
64409_rns_2012-08-30_712aad64-939e-4b3a-9721-982636c22683.pdf
Capital/Financing Update
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ASX Announcement
31 August 2012
COMPLETION OF ACQUISITION OF STRATEGIC LAND POSITION IN FROME BASIN
Renaissance Uranium Limited (ASX: RNU) is pleased to announce that it has completed the acquisition of a major strategic land position in the uranium-rich Frome Basin, as disclosed in the company’s ASX announcement dated 26 July 2012. The project tenements, which include ten exploration licences in the Frome Basin and one exploration licence located in the northern Gawler Craton of South Australia, have been acquired from Frome Uranium Pty Ltd (Frome Uranium), a subsidiary of Callabonna Uranium Limited (ASX: CUU), in exchange for 800,000 ordinary shares in Renaissance (representing approximately 0.7% of Renaissance’s issued and outstanding shares).
The tenements, which cover approximately 4,000 km[2] , are prospective for sandstone-hosted uranium, similar in style to the operating Beverley uranium mine, as well as the high-grade uranium deposits at Four Mile, Beverley North and Pepegoona. Renaissance’s exploration team has extensive experience in the Frome Basin, including significant roles in the development of the Beverley mine and the discovery of Four Mile, Beverley North and Pepegoona uranium deposits. Renaissance expects to utilise this expertise in an effort to delineate similar sandstone-hosted uranium deposits within the newly acquired project area.
Commenting on the acquisition, Renaissance’s Managing Director David Christensen stated: “We are pleased to have completed the acquisition of the Frome tenements, which represent an excellent opportunity for our shareholders to benefit from potential changes in investor sentiment towards uranium. Over the next few months, we intend to evaluate the existing exploration data and determine next-stage targets.”
Notice under Section 708A
Renaissance Uranium Limited provides this notice to the ASX for the purpose of Section 708A (5) (e) of the Corporations Act 2001 (Cth) (Corporations Act) that, pursuant to its acquisition it has issued and allotted 800,000 ordinary fully paid shares to Callabonna Uranium Limited as Frome Uranium’s nominee, on 31 August 2012 without disclosure to investors under Part 6D.2 of the Corporations Act.
The Company states that as the date of this notice:
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It has complied with the relevant provisions of chapter 2M of the Corporations Act as they apply to the company and section 674 of the Corporations Act; and
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It is not aware of any excluded information within the meaning of section 708A(7) and 708A(8) of the Corporations Act.
Please find attached an Appendix 3B in relation to the issue of securities in relation to the acquisition.
ACN 135 531 341 36 North Terrace, Kent Town, SA 5067 Phone: +61 8 8363 6989 • Fax: +61 8 8363 4989 Email: [email protected]
ASX code: RNU www.renaissanceuranium.com.au
COMPETENT PERSON STATEMENT
THE EXPLORATION RESULTS REPORTED HEREIN, INSOFAR AS THEY RELATE TO MINERALISATION, ARE BASED ON INFORMATION COMPILED BY MR. G.W. MCCONACHY (FELLOW OF THE AUSTRALASIAN INSTITUTE OF MINING AND METALLURGY) WHO IS A DIRECTOR OF RENAISSANCE. MR. MCCONACHY HAS SUFFICIENT EXPERIENCE RELEVANT TO THE STYLE OF MINERALISATION AND TYPE OF DEPOSITS BEING CONSIDERED TO QUALIFY AS A COMPETENT PERSON AS DEFINED BY THE 2004 EDITION OF THE AUSTRALASIAN CODE FOR REPORTING OF EXPLORATION RESULTS, MINERAL RESOURCES AND ORE RESERVES (THE JORC CODE, 2004 EDITION). MR. MCCONACHY CONSENTS TO THE INCLUSION IN THE REPORT OF THE MATTERS BASED ON HIS INFORMATION IN THE FORM AND CONTEXT IN WHICH IT APPEARS.
BACKGROUND INFORMATION
Renaissance Uranium is an Australian-based company focused on the discovery and development of economically viable deposits containing uranium, gold, copper and associated minerals. Renaissance has an extensive tenement portfolio, holding interests in eight projects in the key mineral provinces of South Australia and the Northern Territory.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Mr David Christensen Mr Angelo Gaudio
Managing Director Company Secretary +61 8 8363 6989 [email protected]
ASX code: RNU www.renaissanceuranium.com.au
ACN 135 531 341 36 North Terrace, Kent Town, SA 5067 Phone: +61 8 8363 6989 • Fax: +61 8 8363 4989 Email: [email protected]
2
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement, application for quotation of additional securities and agreement
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.
Name of entity
Renaissance Uranium Limited
ABN
90 135 531 341
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
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1 +Class of +securities issued or to Ordinary Shares be issued
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2 Number of[+] securities issued or 800,000 Ordinary Shares to be issued (if known) or maximum number which may be issued
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3 Principal terms of the[+] securities 800,000 Ordinary Shares (eg, if options, exercise price and expiry date; if partly paid[+] securities, the amount outstanding and due dates for payment; if[+] convertible securities, the conversion price and dates for conversion)
-
See chapter 19 for defined terms. 1/1/2003
Appendix 3B Page 1
- 4 Do the[+] securities rank equally in all respects from the date of allotment with an existing[+] class of quoted[+] securities?
Yes
If the additional securities do not rank equally, please state:
-
the date from which they do
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the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
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the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
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5 Issue price or consideration
-
6 Purpose of the issue
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(If issued as consideration for the acquisition of assets, clearly identify those assets)
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7 Dates of entering[+] securities into uncertificated holdings or despatch of certificates
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8 Number and[+] class of all +securities quoted on ASX ( including the securities in clause 2 if applicable)
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9 Number and[+] class of all
+securities not quoted on ASX ( including the securities in clause 2 if applicable)
- 1 Dividend policy (in the case of a 0 trust, distribution policy) on the increased capital (interests)
800,000 Ordinary Shares
Consideration Securities for acquisition of 11 tenements in South Australia pursuant to the Asset Sale Agreement between Renaissance Uranium Limited, Callabonna Uranium Limited and Frome Uranium Pty Ltd.
| 31 August 2012 | ||
| Number | +Class | |
| 77,629,001 | Ordinary Shares | |
| Number | +Class | |
| 37,170,999 | Ordinary Shares | |
| 8,100,000 | Options $0.24 @ 15-Dec-13 | |
| 4,000,000 | Options $0.24 @ 31-Dec-14 | |
| 700,000 | Options $0.24 @ 31-Dec-14 50% vest 15-Dec-12 |
|
| 750,000 | Options $0.24 @ 17-Feb-15 | |
| 750,000 | Options $0.054 @ 30-Apr-16 Vesting on 30-Apr-13 |
N/A
- See chapter 19 for defined terms. 1/1/2003
Appendix 3B Page 2
Part 2 - Bonus issue or pro rata issue
| 11 | Is security holder approval required? |
|---|---|
| 12 | Is the issue renounceable or non- |
| renounceable? | |
| 13 | Ratio in which the+securities will be |
| offered | |
| 14 | +Class of +securities to which the |
| offer relates | |
| 15 | +Record date to determine |
| entitlements | |
| 16 | Will holdings on different registers |
| (or subregisters) be aggregated for | |
| calculating entitlements? | |
| 17 | Policy for deciding entitlements in |
| relation to fractions | |
| 18 | Names of countries in which the |
| entity has+security holders who will | |
| not be sent new issue documents | |
| Note: Security holders must be told how their | |
| entitlements are to be dealt with. | |
| Cross reference: rule 7.7. | |
| 19 | Closing date for receipt of |
| acceptances or renunciations | |
| 20 | Names of any underwriters |
| 21 | Amount of any underwriting fee or |
| commission | |
| 22 | Names of any brokers to the issue |
| 23 | Fee or commission payable to the |
| broker to the issue |
- See chapter 19 for defined terms. 1/1/2003
Appendix 3B Page 3
| 24 | Amount of any handling fee payable |
|---|---|
| to brokers who lodge acceptances or | |
| renunciations on behalf of+security | |
| holders | |
| 25 | If the issue is contingent on+security |
| holders’ approval, the date of the | |
| meeting | |
| 26 | Date entitlement and acceptance |
| form and prospectus or Product | |
| Disclosure Statement will be sent to | |
| persons entitled | |
| 27 | If the entity has issued options, and |
| the terms entitle option holders to | |
| participate on exercise, the date on | |
| which notices will be sent to option | |
| holders | |
| 28 | Date rights trading will begin (if |
| applicable) | |
| 29 | Date rights trading will end (if |
| applicable) | |
| 30 | How do+security holders sell their |
| entitlements_in full_through a | |
| broker? | |
| 31 | How do+security holders sell_part_of |
| their entitlements through a broker | |
| and accept for the balance? | |
| 32 | How do+security holders dispose of |
| their entitlements (except by sale | |
| through a broker)? | |
| 33 | +Despatch date |
- See chapter 19 for defined terms. 1/1/2003
Appendix 3B Page 4
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
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34 Type of securities ( tick one )
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(a)[Securities described in Part 1 ]
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(b)[All other securities ]
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
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35[If the +securities are +equity securities, the names of the 20 largest holders of the ] additional[+] securities, and the number and percentage of additional[+] securities held by those holders
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36[If the +securities are +equity securities, a distribution schedule of the additional ] +securities setting out the number of holders in the categories 1 - 1,000
-
1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over
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37[A copy of any trust deed for the additional +securities ]
-
See chapter 19 for defined terms. 1/1/2003
Appendix 3B Page 5
Entities that have ticked box 34(b)
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38 Number of securities for which +quotation is sought
-
39 Class of[+] securities for which quotation is sought
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40 Do the[+] securities rank equally in all respects from the date of allotment with an existing[+] class of quoted[+] securities? If the additional securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
-
the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
-
41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)
42 Number and[+] class of all +securities quoted on ASX ( including the securities in clause 38)
Number +Class
- See chapter 19 for defined terms. 1/1/2003
Appendix 3B Page 6
Quotation agreement
1.[+] Quotation of our additional[+] securities is in ASX’s absolute discretion. ASX may quote the +securities on any conditions it decides.
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We warrant the following to ASX.
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The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
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There is no reason why those[+] securities should not be granted[+] quotation.
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An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
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Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
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Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.
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We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the[+] securities to be quoted, it has been provided at the time that we request that the[+] securities be quoted.
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If we are a trust, we warrant that no person has the right to return the[+] securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.
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We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
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We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.
MA Gaudio Company Secretary 31 August 2012
== == == == ==
- See chapter 19 for defined terms. 1/1/2003
Appendix 3B Page 7