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ARUMA RESOURCES LIMITED — Capital/Financing Update 2014
Apr 14, 2014
64273_rns_2014-04-14_ece370ef-1977-46a5-aec1-4f93b244f836.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
Name of entity
ARUMA RESOURCES LIMITED
ABN
77 141 335 364
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 (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) |
Ordinary shares |
|---|---|
| 20,000,000 | |
| Fully paid |
- See chapter 19 for defined terms.
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4 Do the[+] securities rank equally Yes 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 $0.028 per share. 6 Purpose of the issue The funds raised will be used for exploration (If issued as consideration for on the Company’s existing projects in the acquisition of assets, clearly Western Australia as well as costs of the identify those assets) issue and general working capital. 6a Is the entity an[+] eligible entity Yes 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 15 November 2013 resolution under rule 7.1A was passed 6c Number of[+] securities issued 16,800,000 without security holder approval under rule 7.1
- See chapter 19 for defined terms.
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6d Number of[+] securities issued 3,200,000 with security holder approval under rule 7.1A 6e Number of[+] securities issued Nil with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of securities issued Nil under an exception in rule 7.2 6g If securities issued under rule Yes. 7.1A, was issue price at least 75% Issue date: 14 April 2014 of 15 day VWAP as calculated Agreement date: 7 April 2014 under rule 7.1A.3? Include the Issue price: $0.028 issue date and both values. 15 day VWAP: $0.0209 Include the source of the VWAP VWAP source: Miraqle calculation. 6h If securities were issued under N/A 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 7.1 – 95,625 issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 7.1A – 9,730,416 and release to ASX Market Announcements 7 Dates of entering +securities 14 April 2014 into uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all 149,304,167 Ordinary shares +securities quoted on ASX ( including the securities in section 2 if applicable)
- See chapter 19 for defined terms.
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Number +Class 9 Number and +class of all 400,000 Options exercisable +securities not quoted on ASX at 9.3 cents expiring ( including the securities in 14 August 2014. section 2 if applicable) 6,000,000 Options exercisable at 8.2 cents expiring 17 March 2016. 10 Dividend policy (in the case of a N/A trust, distribution policy) on the increased capital (interests)
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 |
- See chapter 19 for defined terms.
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| 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.
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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) 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.
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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)
Number +Class 42 Number and +class of all +securities quoted on ASX ( including the securities in clause 38)
- 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 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:
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Date: 15 April 2014
Company secretary
Print name: Phillip MacLeod
== == == == ==
- 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
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 98,972,167
securities on issue 12 months before date
of issue or agreement to issue
Add the following:
• Number of fully paid ordinary securities
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid ordinary securities 30,332,000
issued in that 12 month period with
shareholder approval
• Number of partly paid ordinary
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
securities cancelled during that 12 month
period
“A” 129,304,167
----- End of picture text -----
- See chapter 19 for defined terms.
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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 | 19,395,625 |
| 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 |
2,500,000 16,800,000 |
| “C” | 19,300,000 |
| 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 |
19,395,625 |
| Subtract“C” Note: number must be same as shown in Step 3 |
19,300,000 |
| Total[“A” x 0.15] – “C” | 95,625 [Note: this is the remaining placement capacity under rule 7.1] |
- 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” 129,304,167 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 12,930,416
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
-
Insert number of equity securities issued or 3,200,000 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” 3,200,000
- 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 |
12,930,416 |
| Subtract“E” Note: number must be same as shown in Step 3 |
3,200,000 |
| Total[“A” x 0.10] – “E” | 9,730,416 Note: this is the remaining placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
Appendix 3B Page 12
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Aruma Resources Limited
ABN 77 141 335 364 ASX: AAJ
15 April 2014
The Manager Australian Stock Exchange Limited (“ASX”) Company Announcements Office
Dear Sir
Section 708 Notice
Aruma Resources Limited has issued a total of 20,000,000 fully paid ordinary shares in the placement announced on 10 April 2014. The new shares issued are part of a class of security quoted on the ASX Limited. The Company gives this notice pursuant to Section 708A(5)(e) of the Corporations Act.
The securities are 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:
the provisions of Chapter 2M of the Corporations Act; and Section 674 of the Corporations Act.
There is no excluded information for the purposes of Sections 708A(7) and (8) of the Corporations Act.
Information Required Under Listing Rule 3.10.5A
The shares have been issued pursuant to ASX listing rules 7.1 (16,800,000 shares) and 7.1A (3,200,000 shares).
Aruma provides the following information as required under ASX listing rule 3.10.5A:
- a) Dilution to existing shareholders as a result of the issue under ASX listing rule 7.1A is 2.4%.
Details of the approximate percentage of the issued capital post the placement of shares under ASX listing rule 7.1A held by the pre-placement shareholders and new shareholders are:
| Pre-placement shareholders who did not participate in the placement |
100% |
|---|---|
| Pre-placement shareholders who did participate |
0% |
| Participants in the placement who were not previously shareholders |
100% |
Aruma Resources Limited
ABN 77 141 335 364 ASX: AAJ Suite 33, 18 Stirling Highway, Nedlands WA 6009 Locked Bag 2000, Nedlands WA 6909, Australia T +61 8 6389 1799 I F +61 8 6389 0112 I W www.arumaresources.com
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ASX ANNOUNCEMENT 15 April 2014
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-
b) Aruma issued shares to sophisticated investors as it was considered to be a more efficient mechanism for raising the funds for this placement. The placement did not expose the Company to market volatility that it may have experienced over a more extended capital raising process such as a pro-rata issue;
-
c) No underwriting arrangements were in place for the placement; and
-
d) A management fee of $5,000 (plus GST) is payable to the Lead Manager to the placement.
Yours faithfully
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Phillip MacLeod Company Secretary
Aruma Resources Limited
ABN 77 141 335 364 ASX: AAJ Suite 33, 18 Stirling Highway, Nedlands WA 6009 Locked Bag 2000, Nedlands WA 6909, Australia T +61 8 6389 1799 I F +61 8 6389 0112 I W www.arumaresources.com
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