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BOWEN COKING COAL LIMITED — Capital/Financing Update 2021
Aug 3, 2021
64503_rns_2021-08-03_72e308d5-b2b0-45dd-8183-7821d39a28d4.pdf
Capital/Financing Update
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ASX ANNOUNCEMENT
4 August 2021
Non-renounceable Rights Offer – Notification to foreign holders
Bowen Coking Coal Ltd (ASX:BCB, “Company”) has announced its intention to undertake a fully underwritten equity raising of 81,538,522 shares to raise $5,463,081 via a non-renounceable rights issue of fully paid ordinary shares on the basis of 1 new Share for every 12 Shares held on the record date ( Entitlement Offer ).
The Company today sent the attached letter to foreign shareholders. Please see overleaf.
Further details of the Entitlement Offer will be set out in the Offer Booklet.
The Board of the Company has authorised the release of this announcement to the market.
For further information please contact:
Gerhard Redelinghuys Sam Aarons Managing Director Investor Relations +61 (07) 3191 8413 +61 418 906 621
About Bowen Coking Coal
Bowen Coking Coal Ltd is a Queensland based coking coal exploration company with advanced exploration and development assets. The Company owns the Broadmeadow East (100%), Isaac River (100%), Cooroorah (100%), Hillalong (90%) and Comet Ridge (100%) coking coal projects in the world-renowned Bowen Basin in Queensland, Australia. Bowen Coking Coal is also a joint venture partner with Stanmore Coal Limited in the Lilyvale (15% interest) and Mackenzie (5% interest) coking coal projects.
The highly experienced Board and management aim to grow the value of the Company’s coking coal projects to benefit shareholders by leveraging innovation and maximising the assets and network of the team. An aggressive exploration and development program underpins the business strategy.
Forward-Looking Statements
Certain statements made during or in connection with this statement contain or comprise certain forwardlooking statements regarding the Company’s Mineral Resources, exploration operations and other economic performance and financial conditions as well as general market outlook. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, such expectations are only predictions and are subject to inherent risks and uncertainties which could cause actual values, results, performance or achievements to differ materially from those expressed, implied or projected in any forwardlooking statements and no assurance can be given that such expectations will prove to have been correct.
ACN: 064 874 620 T: +61 (0) 7 3191 8413 [email protected] ASX: BCB
Level 7, 167 Eagle Street Brisbane Queensland 4000 GPO Box 1465 Brisbane Qld 4000 ACN: 064 874 620
bowencokingcoal.com
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Accordingly, results could differ materially from those set out in the forward-looking statements as a result of, among other factors, changes in economic and market conditions, delays or changes in project development, success of business and operating initiatives, changes in the regulatory environment and other government actions, fluctuations in coal prices and exchange rates and business and operational risk management. Except for statutory liability which cannot be excluded, each of the Company, its officers, employees and advisors expressly disclaim any responsibility for the accuracy or completeness of the material contained in this statement and excludes all liability whatsoever (including in negligence) for any loss or damage which may be suffered by any person as a consequence of any information in this statement or any error or omission. The Company undertakes no obligation to update publicly or release any revisions to these forward-looking statements to reflect events or circumstances after today's date or to reflect the occurrence of unanticipated events other than required by the Corporations Act and ASX Listing Rules. Accordingly, you should not place undue reliance on any forward-looking statement.
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4 August 2021
Dear Shareholder,
BOWEN COKING COAL LIMITED - NON-RENOUNCEABLE RIGHTS OFFER
The Offer
On 4 August 2021, Bowen Coking Coal Limited (ASX:BCB) ( Company ), announced a nonrenounceable rights offer to Eligible Shareholders of 1 new Share ( New Share ) for every 12 Shares held on the Record Date at an issue price of $0.067 per New Share, to raise approximately A$5.46m ( Offer ).
The funds raised under the Offer will be primarily directed to:
-
The consideration payable for the Lenton JV acquisition (relating to the Burton Mine) (refer to the Company's ASX announcement on 4 August 2021)
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Advance the Broadmeadow East Project toward final approval status
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Provide working capital
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For corporate costs and the costs of the Placement
The Offer is fully underwritten by Joint Underwriters, Ilwella Pty Ltd (an entity controlled by the Flannery Family Office) and an entity controlled by Mr Matthew Latimore. In the event of a shortfall, the Joint Underwriters must subscribe for all Shortfall Shares in their Underwriting Proportion (refer to Section 3.5 of the offer booklet).
Information in the offer booklet
The Offer is fully explained in the offer booklet, which has been lodged with ASIC and released on to the ASX announcements platform. A copy of the offer booklet is available on the ASX website and also on the Company’s website www.bowencokingcoal.com.au .
New Shares to be issued pursuant to the Offer
A maximum of 81,538,522 New Shares will be issued under the Offer.
The New Shares will be fully paid ordinary shares ranking equally in all respects with fully paid ordinary shares in the Company already on issue.
The Company will (if it has not already) apply for official quotation of New Shares to be issued pursuant to the Offer, on ASX.
Eligible Shareholders
The Offer is for all shareholders of the Company on record as at 7.00pm (AEDT) on 9 August 2021 ( Record Date ) with registered addresses in Australia or New Zealand. The Co ~~m~~ pany has determined it is unreasonable to make offers to shareholders other than
ACN: 064 874 620 T: +61 (0) 7 3191 8413 [email protected] ASX: BCB
Level 7, 167 Eagle Street Brisbane Queensland 4000 GPO Box 1465 Brisbane Qld 4000 ACN: 064 874 620
bowencokingcoal.com
those with registered addresses in those jurisdictions on the Record Date, having regard to the number of shareholders outside those jurisdictions, the number and value of the New Shares that would be offered and the cost of complying with legal and regulatory requirements outside those jurisdictions.
Capital Structure
The capital structure of the Company, on completion of the Offer, assuming all Entitlements are taken up, will be as follows:
| Shares | Number |
|---|---|
| Balance at the date of this letter | 978,462,262 |
| Maximum to be issued pursuant to the Offer | 81,538,522 |
| To be issued pursuant to the Placement | 149,253,731 |
| Total Shares on issue at close of the Offer | 1,209,254,515 |
| Options | Number |
| Balance at the date of this letter | 3,400,000 |
| To be issued to the Joint Underwriters and in relation to the Placement |
30,000,000 |
| Total options on issue at close of the Offer | 33,400,000 |
| Performance Rights | Number |
| Balance at the date of this letter | 20,000,000 |
| Total performance rights on issue at close of the Offer |
20,000,000 |
Indicative Timetable
The indicative timetable for the Offer is as follows:
| Event | Date | |
|---|---|---|
| Announcement of Offer and Placement | 4/8/2021 | |
| Appendix 3B and Offer Booklet lodged on ASX | ||
| Cleansing Notice under Section 708AA(2)(f) of the Corporations Act lodged with ASX |
||
| Notice to Shareholders containing information required in Appendix 3B |
||
| Ex date | 6/8/2021 | |
| Record Date (7:00pm AEST) | 9/8/2021 | |
| Despatch of Offer Booklet and personalised Entitlement and Acceptance Forms |
12/8/2021 | |
| Offer opens (9:00am AEST) | ||
| Last Day to extend the Offer Closing Date | 18/8/2021 |
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| Event | Date | |
|---|---|---|
| Closing Date of Offer (unless extended - 5:00pm AEST) |
23/8/2021 | |
| ASX notified of results and under subscriptions | 30/8/2021 | |
| Allotment Date - expected date of allotment of the New Shares issued under the Offer (and the Shortfall Shares (if any)) |
||
| Normal trading begins | 31/8/2021 | |
| Despatch Date - expected date of despatch of New Shares holding statements under the Offer (and for Shortfall Shares (if any)) |
31/8/2021 |
These dates are indicative only and subject to change. The Company has the right to vary these dates without notice, including to close the Offer early or accept late Entitlement and Acceptance Forms, either generally or in particular cases.
As you are a shareholder with a registered address outside of Australia or New Zealand, the offer pursuant to the Offer will not be extended to you. You do not have to take any further action in relation to the Offer.
If you have any questions, please call your stockbroker, solicitor, accountant, financial adviser or other professional adviser or contact the Company's Offer Hotline on 1300 402 422.
Yours sincerely
Duncan Cornish Company Secretary By Order of the Board Boking Coking Coal Ltd
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