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ALTECH BATTERIES LTD Capital/Financing Update 2018

Jan 2, 2018

64444_rns_2018-01-02_fefdfbd2-a4b1-4ba9-9fb1-55d30d9435e9.pdf

Capital/Financing Update

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ASX ANNOUNCEMENT
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  • 3 January 2018

Notice under Section 708A(5)(e) of the Corporations Act

On 3 January 2018 Altech Chemicals Limited ( Company ) completed the issue of A$3.0 million of shares to MAA Group Berhad and various associates of Melewar, resulting in total of 21,477,144 fully paid ordinary shares ( Shares ) being issued to various parties that fall within one of the exemptions set out in section 708 of the Corporations Act.

The Company gives this notice pursuant to Section 708A(5)(e) of the Corporations Act.

The shares were issued without disclosure to investors under Part 6D.2, in reliance on Section 708A(5) of the Corporations Act.

The Company, as at the date of this notice, has complied with:

  • (a) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

  • (b) Section 674 of the Corporations Act.

There is no excluded information for the purposes of Sections 708A(7) and (8) of the Corporations Act.

Yours faithfully

==> picture [86 x 51] intentionally omitted <==

Shane Volk Company Secretary

Altech Chemicals Limited

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

3
January
2018

Name
of
entity

Altech
Chemicals
Limited

ABN 45
125
301
206

We
(the
entity)
give
ASX
the
following
information.

**Part

1
-­‐
All
issues**

Part 1 - All issues 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
ordinary shares
2 Number of+securities issued or to be
issued
(if
known)
or
maximum
21,477,144 ordinary shares
number which may be issued

3

Principal terms of the+securities (eg,
if options, exercise price and expiry

fully paid ordinary shares at $0.14 per share
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.

01/08/2012

Appendix
3B
Page
2

4
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


5
Issue price or consideration



6
Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)








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
Yes
$0.14 per share








Continued development of the Company’s high purity
alumina (HPA) project, working capital and general
corporate purposes.
No
n/a
nil
  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
3

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


7
Dates of entering
+securities into
uncertificated holdings or despatch of
certificates






8
Number and+class of all+securities
quoted
on
ASX
(including
the
securities in section 2 if applicable)




Nil Nil
Nil
7,142,857 to MAA Group Berhad (an entity controlled by
Altech director Tunku Yaacob Khyra) and 14,334,287 to
various parties associated with Melewar.
n/a
Nil
7.1: 44,263,504
7.1A: -
7,142,857 on 28 December 2017
14,334,287 on 3 January 2018
Number ~~+~~Class
426,540,532
Ordinary Shares
  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
4

ASX ANNOUNCEMENT AND MEDIA



9
Number and+class of all+securities
not quoted on ASX (_including_the
securities in section 2 if applicable)





10
Dividend policy (in the case of a trust,
distribution policy) on the increased
capital (interests)
Number +Class
RELEASE
5,200,000
10,000,000

5,500,000
Performance Rights: Employees &
Consultants
Performance Rights: Managing
Director
Performance Rights: Directors
n/a

**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


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?
  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
6

  • 32 How
    do[+] security
    holders
    dispose
    of their
    entitlements
    (except
    by
    sale through
    a
    broker)?

  • 33 +Despatch
    date

**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) ü[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)**

**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

  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
7

**Entities

that
have
ticked
box
34(b)**

38
Number of securities for which
+quotation is sought



39
Class of
+securities for which
quotation is sought



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.

01/08/2012

Appendix
3B
Page
8

**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
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.

Sign
here: Date:
3
January
2018
( ~~Director/~~ Company
Secretary) Print
name: Shane
Volk

==
==
==
==
==

  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
9

**Appendix

3B

Annexure
1**

**Calculation

of
placement
capacity
under
rule
7.1
and rule
7.1A
for[+] eligible
entities**

Introduced
01/08/12

**Part

1**

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

==> picture [419 x 429] intentionally omitted <==

----- Start of picture text -----

Insert number of fully paid ordinary 266,188,312
securities on issue 12 months before date
of issue or agreement to issue
14,285,714 (Placement approved by
Add the following:
shareholders 29-5-17)
• Number of fully paid ordinary securities 15,090,939 (SPP 9-6-17)
issued in that 12 month period under an 1,759,092 (9-6-17 Placement approved by
exception in rule 7.2 shareholder)
1,162,979 (12-7-17 Placement approved by
• Number of fully paid ordinary securities shareholders)
issued in that 12 month period with
44,118,337 (1-11-17 Placement approved by
shareholder approval
shareholders)
• Number of partly paid ordinary 21,824,224 (1-11-17 Placement approved by
shareholders)
securities that became fully paid in that
12 month period 37,822,369 (11-12-17 Placement approved
by shareholders)
Note: 7,142,857 (28-12-17 Placement approved
• Include only ordinary securities here – by shareholders)
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” 409,394,823
----- End of picture text -----

  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
10

Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A” Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply“A” by 0.15 61,409,223
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1
that has already been used
Insertnumber of equity securities issued 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
2,811,432 (Placement 1-12-17)
14,334,287 (Placement 3-1-18)

“C” 17,145,719
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
Note: number must be same as shown in
Step 2
61,409,223
Subtract“C”
Note: number must be same as shown in
Step 3
17,145,719
Total[“A” x 0.15] – “C” 44,263,504
[Note: this is the remaining placement
capacity under rule 7.1]
placement capacity under rule 7.1
“A” x 0.15 61,409,223
Note: number must be same as shown in
Step 2
Subtract“C” 17,145,719
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C” 44,263,504
[Note: this is the remaining placement
capacity under rule 7.1]
  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
11

Part 2

Part 2
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”
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
Step 3: Calculate “E”, the amount of placement capacity under rule
7.1A that has already been used
Insertnumber of equity securities issued 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”
  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
12

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
Subtract“E”
Note: number must be same as shown in
Step 3
Total[“A” x 0.10] – “E” Note: this is the remaining placement
capacity under rule 7.1A


  • See
    chapter
    19
    for
    defined
    terms.

01/08/2012

Appendix
3B
Page
13