BRIGHTSTAR RESOURCES LIMITED — Share Issue/Capital Change 2017

Nov 26, 2017

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

Stone
Resources
Australia
Ltd

ABN 44100727491

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 Fully
paid
ordinary
shares
(Shares) be
issued 2 Number
of[+] securities
issued
or (a) 15,151,515 to
be
issued
(if
known)
or (b) 42,885,036 maximum
number
which
may be
issued 3 Principal terms of the +securities (e.g. if options, Fully
paid
ordinary
shares 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)

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B

Page
1

Appendix
3B New
issue
announcement

4 Do
the[+] securities
rank
equally Yes,
the
shares
rank
equally
in
all
respects in
all
respects
from
the[+] issue from
the
date
of
issue
with
the
existing date
with
an
existing[+] class
of quoted
fully
paid
ordinary
shares
of
the quoted[+] securities? Company If
the
additional[+] securities
do not
rank
equally,
please
state:

	Yes, the shares rank equally in all respects from the date of issue with the existing quoted fully paid ordinary shares of the Company
• 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
	(a) $0.033 (b) The shares are issued as part of employee remuneration arrangements and accordingly are issued for nil consideration
	(a) Placement of securities to a related party of the Company to raise funds to be applied towards the Company’s general working capital (b) Issue of Shares to directors and executives as part of their remuneration arrangements
	Yes
	24 November 2017
	Not applicable

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B

Page
2

Appendix
3B New
issue
announcement

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 +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.
	Not applicable
	15,151,515 Shares issued on 27 November 2017 pursuant to Convertible Loan Agreement. 42,885,036 Shares issued on 27 November 2017 to executives of the Company as part of their remuneration arrangements with the Company
	Not applicable
	Not applicable
	Not applicable
	Refer to Annexure A
	27 November 2017

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B

Page
3

Appendix
3B New
issue
announcement

Number +Class 8 Number and +class of all 802,877,197 Fully
Paid
Ordinary +securities quoted on ASX Shares ( including the +securities
in section
2
if
applicable) Number +Class 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 No
dividend
policy
established trust,
distribution
policy)
on
the increased
capital
(interests)

Part 2 - Pro rata issue

11 Is security holder approval Not
applicable required? 12 Is
the
issue
renounceable
or
non-­‐ Not
applicable renounceable? 13 Ratio
in
which
the[+] securities Not
applicable will
be
offered 14 +Class
of
+securities
to
which
the Not
applicable offer
relates 15 +Record date to determine Not
applicable entitlements 16 Will holdings on different Not
applicable registers
(or
subregisters)
be aggregated for calculating entitlements? 17 Policy
for
deciding
entitlements Not
applicable in
relation
to
fractions

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B

Page
4

Appendix
3B New
issue
announcement

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 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	Not applicable
	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.

04/03/2013

Appendix
3B

Page
5

Appendix
3B New
issue
announcement

their
entitlements in
full through a
broker? 31 How
do
security
holders
sell part Not
applicable of
their
entitlements
through
a broker and accept for the balance?

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B

Page
6

Appendix
3B New
issue
announcement

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

Not
applicable

• 33 +Issue
  date

Not
applicable

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.

04/03/2013

Appendix
3B

Page
7

Appendix
3B New
issue
announcement

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+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)
	Number	+Class

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B

Page
8

Appendix
3B New
issue
announcement

**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 [91 x 53] intentionally omitted <==

Sign
here: ............................................................
Date: 27 November 2017 Company
secretary Print
name: TONY LAU

==
==
==
==
==

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B
Page
9

Appendix
3B New
issue
announcement

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

Part 1	Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insertnumber of fully paid+ordinary securities on issue 12 months before the +issue date or date of agreement to issue	701,643,586
Addthe 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 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	(a) 30,303,030 Shares issued on 20 December 2016 pursuant to a placement (b) 12,894,030 Shares issued on 20 December 2016 to executives of the Company as part of their remuneration arrangements with the Company (c) 15,151,515 issued on 27 November 2017pursuant to a placement (d) 42,885,036 Shares issued on 27 November 2017 to executives of the Company as part of their remuneration arrangements with the Company
Subtractthe number of fully paid+ordinary securities cancelled during that 12 month period	Nil
“A”	802,877,197

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B

Page
10

Appendix
3B New
issue
announcement

Step 2: Calculate 15% of “A”

Appendix 3B New issue announcement	Appendix 3B New issue announcement
Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	120,431,580
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	Nil
“C”	Nil
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	120,431,580
Subtract“C” Note: number must be same as shown in Step 3	Nil
Total[“A” x 0.15] – “C”	120,431,580 [Note: this is the remaining placement capacity under rule 7.1]

placement capacity under rule 7.1
“A” x 0.15	120,431,580
Note: number must be same as shown in
Step 2
Subtract“C”	Nil
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C”	120,431,580
	[Note: this is the remaining placement
	capacity under rule 7.1]

• See
  chapter
  19
  for
  defined
  terms.

04/03/2013

Appendix
3B
Page
11

Appendix
3B New
issue
announcement

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” 802,877,197 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 80,287,720 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.

04/03/2013

Appendix
3B

Page
12

Appendix
3B New
issue
announcement

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Appendix 3B New issue announcement	Appendix 3B New issue announcement
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	80,287,720
Subtract“E” Note: number must be same as shown in Step 3	Nil
Total[“A” x 0.10] – “E”	80,287,720 Note: this is the remaining placement capacity under rule 7.1A

• See
  chapter
  19
  for
  defined
  terms.

01/08/2012

Appendix
3B
Page
13