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ALTAMIN LIMITED — Capital/Financing Update 2017
Aug 3, 2017
64488_rns_2017-08-03_1770363e-8326-4a8c-8453-8b9935248b58.pdf
Capital/Financing Update
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Appendix 3B New issue announcement
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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13
Name of entity
Energia Minerals Limited
ABN
63 078 510 988
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).
| 1 +Class of +securities issued or to be issued 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the +securities (e.g. 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) |
Ordinary shares |
|---|---|
| 313,210,982 ordinary shares | |
| Fully paid ordinary shares |
- See chapter 19 for defined terms.
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| 4 Do the +securities rank equally in all respects from the +issue date 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 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) |
Yes, with fully paid ordinary shares |
|---|---|
| $0.01 (1 cent) per share | |
| Finalisation of the 2 for 5 non-renounceable rights issue. Funds raised from the Rights Issue will be used primarily by the Company to: • better define the existing Gorno resource from available data, including a full evaluation of the Colonna Zorzone deposit and its extensions to the north and east, and down-plunge to the south; • conduct additional metallurgical variability testwork aimed at enhancing process plant recoveries; • enhance the database knowledge of the various regional targets, including Colonna Fontanone; and • explore commercial opportunities with strategic investors and/or partners to assist the Company in accelerating Gorno’s development on a scale commensurate with the regional zinc endowment. In addition, the funds will also be applied to: • evaluate the potential of Salafossa and Predil, which were also historic zinc mines in northern Italy; • continue with specific, value enhancing activities on other exploration projects; and • meet general working capital requirements as theyarise. |
- See chapter 19 for defined terms.
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| 6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h_in_ relation to the +securities the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of +securities issued without security holder approval under rule 7.1 6d Number of +securities issued with security holder approval under rule 7.1A 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of +securities issued under an exception in rule 7.2 6g If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. 6h If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements |
Yes |
|---|---|
| 24 November 2016 | |
| Nil | |
| Nil | |
| Nil | |
| 313,210,982 | |
| Not Applicable | |
| Not Applicable | |
| Listing Rule 7.1 – 164,435,765 Listing Rule 7.1A - 109,623,843 |
- See chapter 19 for defined terms.
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| 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 4 August 2017. Number +Class 8 Number and +class of all +securities quoted on ASX (including_the +securities in section 2 if applicable) 1,096,238,436 Fully paid ordinary shares Number +Class 9 Number and +class of all +securities not quoted on ASX (_including the +securities in section 2 if applicable) 2,000,000 2,000,000 2,000,000 2,250,000 2,250,000 2,250,000 1,250,000 1,250,000 1,250,000 4,000,000 4,000,000 250,000 2,000,000 2,000,000 2,000,000 Options exercisable @ $0.05 per ordinary share, expiry 30 April 2019 Options vesting 30 April 2015 exercisable at $0.10 per ordinary share, expiry 30 April 2019 Options vesting 30 April 2016 exercisable at $0.15 per ordinary share, expiry 30 April 2019 Options exercisable at $0.05 per ordinary share, expiry 14 January 2020 Options exercisable at $0.10 per ordinary share, expiry 14 January 2020 Options exercisable at $0.15 per ordinary share, expiry 14 January 2020 Options exercisable at $0.12 per ordinary share, expiry 30 June 2020 Options exercisable at $0.18 per ordinary share, expiry 30 June 2020 Options exercisable at $0.24 per ordinary share, expiry 30 June 2020 Options exercisable at $0.12 per ordinary share, expiry 18 November 2020 Options exercisable at $0.18 per ordinary share, expiry 18 November 2020 Options vesting 1 December 2017, exercisable at $0.24 per ordinary share, expiry 18 November 2020 Options exercisable at $0.10 per ordinary share, expiry 28 February 2022 Options vesting 1 March 2018, exercisable at $0.15 per ordinary share, expiry 28 February 2022 Options vesting 1 March 2019 exercisable at $0.20 per ordinary share, expiry 28 February 2022 |
7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 4 August 2017. Number +Class 8 Number and +class of all +securities quoted on ASX (including_the +securities in section 2 if applicable) 1,096,238,436 Fully paid ordinary shares Number +Class 9 Number and +class of all +securities not quoted on ASX (_including the +securities in section 2 if applicable) 2,000,000 2,000,000 2,000,000 2,250,000 2,250,000 2,250,000 1,250,000 1,250,000 1,250,000 4,000,000 4,000,000 250,000 2,000,000 2,000,000 2,000,000 Options exercisable @ $0.05 per ordinary share, expiry 30 April 2019 Options vesting 30 April 2015 exercisable at $0.10 per ordinary share, expiry 30 April 2019 Options vesting 30 April 2016 exercisable at $0.15 per ordinary share, expiry 30 April 2019 Options exercisable at $0.05 per ordinary share, expiry 14 January 2020 Options exercisable at $0.10 per ordinary share, expiry 14 January 2020 Options exercisable at $0.15 per ordinary share, expiry 14 January 2020 Options exercisable at $0.12 per ordinary share, expiry 30 June 2020 Options exercisable at $0.18 per ordinary share, expiry 30 June 2020 Options exercisable at $0.24 per ordinary share, expiry 30 June 2020 Options exercisable at $0.12 per ordinary share, expiry 18 November 2020 Options exercisable at $0.18 per ordinary share, expiry 18 November 2020 Options vesting 1 December 2017, exercisable at $0.24 per ordinary share, expiry 18 November 2020 Options exercisable at $0.10 per ordinary share, expiry 28 February 2022 Options vesting 1 March 2018, exercisable at $0.15 per ordinary share, expiry 28 February 2022 Options vesting 1 March 2019 exercisable at $0.20 per ordinary share, expiry 28 February 2022 |
4 August 2017. | 4 August 2017. | |
|---|---|---|---|---|
| Number | +Class | |||
| 1,096,238,436 | Fully paid ordinary shares |
|||
| Number | +Class | |||
| 2,000,000 2,000,000 2,000,000 2,250,000 2,250,000 2,250,000 1,250,000 1,250,000 1,250,000 4,000,000 4,000,000 250,000 2,000,000 2,000,000 2,000,000 |
Options exercisable @ $0.05 per ordinary share, expiry 30 April 2019 Options vesting 30 April 2015 exercisable at $0.10 per ordinary share, expiry 30 April 2019 Options vesting 30 April 2016 exercisable at $0.15 per ordinary share, expiry 30 April 2019 Options exercisable at $0.05 per ordinary share, expiry 14 January 2020 Options exercisable at $0.10 per ordinary share, expiry 14 January 2020 Options exercisable at $0.15 per ordinary share, expiry 14 January 2020 Options exercisable at $0.12 per ordinary share, expiry 30 June 2020 Options exercisable at $0.18 per ordinary share, expiry 30 June 2020 Options exercisable at $0.24 per ordinary share, expiry 30 June 2020 Options exercisable at $0.12 per ordinary share, expiry 18 November 2020 Options exercisable at $0.18 per ordinary share, expiry 18 November 2020 Options vesting 1 December 2017, exercisable at $0.24 per ordinary share, expiry 18 November 2020 Options exercisable at $0.10 per ordinary share, expiry 28 February 2022 Options vesting 1 March 2018, exercisable at $0.15 per ordinary share, expiry 28 February 2022 Options vesting 1 March 2019 exercisable at $0.20 per ordinary share, expiry 28 February 2022 |
- See chapter 19 for defined terms.
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10 Dividend policy (in the case The Company does not currently have a dividend policy. of a trust, distribution policy) on the increased capital (interests)
Part 2 - 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 offer 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 |
Not applicable |
|---|---|
| Not applicable | |
| Not applicable | |
| Not applicable | |
| Not applicable | |
| Not Applicable | |
| Not applicable | |
| Not applicable | |
| Not applicable | |
| Not applicable | |
| Not applicable |
- See chapter 19 for defined terms.
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| 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 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 offer documents 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 +Issue date |
Not applicable |
|---|---|
| Not applicable | |
| Not Applicable | |
| Not Applicable | |
| Not applicable | |
| Not applicable | |
| Not Applicable | |
| Not Applicable | |
| Not Applicable | |
| Not Applicable | |
| Not Applicable | |
| Not applicable |
- See chapter 19 for defined terms.
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Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
-
34 Type of[+] securities ( tick one )
-
(a) +Securities described in Part 1
(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) Not Applicable
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
-
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
-
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
-
37 A copy of any trust deed for the additional[+] securities
Entities that have ticked box 34(b)
-
38 Number of[+] securities for which Not Applicable +quotation is sought
-
39 +Class of +securities for which Not Applicable quotation is sought
- See chapter 19 for defined terms.
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| 40 Do the +securities rank equally in all respects from the +issue date 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) |
Not Applicable | Not Applicable |
|---|---|---|
| Not Applicable | ||
| Number | +Class | |
| Not Applicable |
- See chapter 19 for defined terms.
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Quotation agreement
-
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
-
2 We warrant the following to ASX.
-
The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
-
There is no reason why those +securities should not be granted +quotation.
-
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.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
-
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.
-
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.
-
3 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.
-
4 We give ASX the information and documents required by this form. If any information or document is not available now, we 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.
==> picture [100 x 52] intentionally omitted <==
Sign here: ....................................................Date: 4 August 2017 ( ~~Director/~~ Company secretary)
Print name: Jamie Armes ..................................................
- See chapter 19 for defined terms.
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Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities
Introduced 01/08/12 Amended 04/03/13
Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
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Insert number of fully paid [+] ordinary 609,020,979
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities 174,006,475 (Rights Issue – Oct 2016)
issued in that 12 month period under an
exception in rule 7.2 313,210,982 (Rights Issue – August 2017)
• Number of fully paid [+] ordinary securities Nil
issued in that 12 month period with
shareholder approval
• Number of partly paid [+] ordinary Nil
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary Nil
securities cancelled during that 12 month
period
“A” 1,096,238,436
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- See chapter 19 for defined terms.
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Step 2: Calculate 15% of “A”
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“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 164,435,765
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Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
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Insert number of [+] equity securities issued Nil
or agreed to be issued in that 12 month
period not counting those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under rule
7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
“C” Nil
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15 164,435,765
Note: number must be same as shown in
Step 2
Subtract “C” -
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C” 164,435,765
[Note: this is the remaining placement
capacity under rule 7.1]
----- End of picture text -----
- See chapter 19 for defined terms.
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Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A” 1,096,238,436 Note: number must be same as shown in Step 1 of Part 1 Step 2: Calculate 10% of “A” “D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 109,623,843
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
-
Insert number of[+] equity securities issued Nil or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities – not just ordinary securities
-
• Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed
-
• Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained
-
• It may be useful to set out issues of securities on different dates as separate line items
-
“E” Nil
-
See chapter 19 for defined terms.
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Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
| Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A |
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A |
|---|---|
| “A” x 0.10 Note: number must be same as shown in Step 2 |
109,623,843 |
| Subtract“E” Note: number must be same as shown in Step 3 |
Nil |
| Total[“A” x 0.10] – “E” | 109,623,843 Note: this is the remaining placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
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