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CANNINDAH RESOURCES LIMITED — Capital/Financing Update 2017
Feb 15, 2017
64600_rns_2017-02-15_68bbee76-845a-475c-a94c-ad24eb3a9ca8.pdf
Capital/Financing Update
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ASX RELEASE 16 February 2017 ASX Code: CAE
CANNINDAH RESOURCES RAISES $225,000 IN CONVERTIBLE NOTE PLACEMENT
Cannindah Resources Limited (ASX: CAE) is pleased to announce that it has entered into a Convertible Note agreement for A$225,000 (the Note) with Hong Kong based EKG Limited.
The key terms of the Note are set out in the attached Appendix 3B. Funds drawn down from the Note will be applied to the Company’s project activities and to provide working capital.
The Board considers the terms of the Note are commercially reasonable and represents a price conversion marginally higher than the current market price of CAE shares trading on the ASX
For further information, please contact:
Tom Pickett Executive Chairman Ph: 61 7 3357 3988
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
CANNINDAH RESOURCES LIMITED
ABN
35 108 146 694
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 (e.g. 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) |
Convertible Notes |
|---|---|
| 15 million | |
| Interest Rate 8% per annum payable on conversion Maturity Date 16 February 2018 Price $0.015 per note Conversion rate Each note may be converted into one ordinary share. The notes cannot be redeemed for cash. Redemption At the option of the holder or on the Maturity Date. The notes may not be traded or on sold. The notes carry no voting rights |
- See chapter 19 for defined terms.
Appendix 3B Page 1
04/03/2013
| 4 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 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 6d Number of+securities issued with security holder approval under rule 7.1A |
On conversion the shares will rank equally with all other ordinary shares. . |
|---|---|
| $0.015 each ($225,000) | |
| Working capital and project expenditure | |
| yes | |
| 24 November 2016 | |
| 15,000,000 (convertible notes) | |
| nil |
| 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. 8 Number and +class of all +securities quoted on ASX (_including_the +securities in section 2 if applicable) |
nil | nil |
|---|---|---|
| nil | ||
n/a |
||
| n/a | ||
| Listing Rule 7.1 11,359 shares Listing Rule 7.1A 10,007,573 shares |
||
| 16 February 2017 | ||
| Number | +Class | |
| 100,075,733 | Fully paid ordinary shares |
- See chapter 19 for defined terms.
Appendix 3B Page 3
04/03/2013
Number +Class 9 Number and +class of all 15,000,000 Convertible notes +securities not quoted on ASX ( including the +securities in section 2 if applicable) 10 Dividend policy (in the case of a n/a trust, distribution policy) on the increased capital (interests)
Part 2 - Pro rata issue
N/A Deleted
Part 3 - Quotation of securities
N/A Deleted
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Sign here: Date: 16 February 2017 Garry Gill Company Secretary
== == == == ==
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
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Insert number of fully paid [+] ordinary 92,160,663
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities Nil
issued in that 12 month period under an
exception in rule 7.2
7,915,070
• Number of fully paid [+] ordinary securities
issued in that 12 month period with
shareholder approval
nil
• 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 nil
securities cancelled during that 12 month
period
“A” 100,075,733
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- See chapter 19 for defined terms.
Appendix 3B Page 5
04/03/2013
Step 2: Calculate 15% of “A”
“B” 0.15 [Note: this value cannot be changed] Multiply “A” by 0.15 15,011,359
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
-
Insert number of[+] equity securities issued 15,000,000 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
-
“C” 15,000,000 Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1 “A” x 0.15 15,011,359 Note: number must be same as shown in Step 2 Subtract “C” 15,000,000 Note: number must be same as shown in Step 3 Total [“A” x 0.15] – “C” 11,359 [Note: this is the remaining placement capacity under rule 7.1]
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 |
100,075,733 |
| Step 2: Calculate 10% of “A” | |
| “D” | 0.10 Note: this value cannot be changed |
| Multiply“A” by 0.10 | 10,007,573 |
| 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 |
nil |
| “E” | nil |
- See chapter 19 for defined terms.
Appendix 3B Page 7
04/03/2013
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 |
10,007,573 |
| Subtract“E” Note: number must be same as shown in Step 3 |
nil |
| Total[“A” x 0.10] – “E” | 10,007,573 Note: this is the remaining placement capacity under rule 7.1A |