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BARYS RESOURCES LIMITED — Capital/Financing Update 2013
Apr 23, 2013
64567_rns_2013-04-23_c31c1b8b-de8c-4a73-8e3d-4e57c01757bf.pdf
Capital/Financing Update
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24 April 2013
Dear Shareholder
Notice to Overseas Shareholders of Entitlement Issue
We write to you as the registered holder of Mining Group Limited ( Mining Group or Company ) shares as at today’s date. As announced on 22 April 2013, the Directors of Mining Group have resolved to undertake a non-renounceable entitlement issue of approximately 85,085,655 new shares ( New Shares ) on the basis of four New Shares for every five Mining Group shares held by shareholders on the record date at an issue price of $0.025 per New Share and a free attaching New Option ( New Options ) (with an exercise price of $0.05 and an expiry date of 30 June 2015) for every two New Shares issued to raise approximately $2,127,141 million before costs ( Entitlement Issue ).
The Entitlement Issue is fully underwritten by Cygnet Capital Pty Ltd ( Underwriter or Cygnet ). In consideration, Cygnet will be entitled to a 5% capital raising fee and 1% management fee calculated on total funds raised via the Entitlement Issue, which, at Cygnet’s election can be taken as cash or converted to shares at the same price as those offered pursuant to the Entitlement Issue.
Further, on successful completion of the Entitlement Issue and subject to Shareholder approval if required, Cygnet will be entitled to a success fee of 22,500,000 options on the same terms as the New Options.
The funds raised from the Entitlement Issue are being used for:
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(a) exploration and development works at the Comval Copper-Gold Project;
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(b) exploration works at the Company’s Australian projects; and
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(c) working capital and project evaluation.
Participation in the Entitlement Issue is available to Mining Group shareholders registered on the record date of 2 May 2013 ( Record Date ) and who reside in Australia or New Zealand ( Eligible Shareholders ).
The Entitlement Issue is being made pursuant to a prospectus which was lodged with the Australian Securities and Investments Commission on 22 April 2013 ( Prospectus ). The Prospectus is available at the Company’s website: www.mininggroup.net.au or on the ASX website (company announcements section, ASX code: MNE) at www.asx.com.au.
Ineligible shareholders
In accordance with the Listing Rules of the Australian Securities Exchange, the Company has considered the number of shareholders with registered addresses outside of Australia and New Zealand and the size of the shareholdings held by those shareholders. Taking into consideration the costs of complying with the legal requirements and the requirements of the regulatory authorities relating to shareholders with registered addresses outside of Australia and New Zealand, the Company has formed the view that it is unreasonable to extend the Offer to those shareholders ( Ineligible Shareholders ).
Accordingly, Mining Group will not be sending you a copy of the Prospectus as Mining Group is unable to extend to you the opportunity to participate in the Entitlement Issue.
If you have any questions in relation to the above, please do not hesitate to contact Shannon Coates, the Company Secretary on (61 8) 9322 4328.
Yours faithfully
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Shannon Coates
Company Secretary
SUITE 1, GROUND FLOOR, 83 HAVELOCK STREET, WEST PERTH, WESTERN AUSTRALIA 6005 TELEPHONE 08 9322 4328 FAX 08 9322 5230