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CASSIUS MINING LIMITED — Capital/Financing Update 2011
Jul 14, 2011
64667_rns_2011-07-14_5b0df4b4-6721-43f1-8f3e-0127b694b6c5.pdf
Capital/Financing Update
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15 July 2011
Dear Shareholder
Non‐Renounceable Entitlements Offer
Gulf Industrials Limited (Gulf) yesterday announced a 3‐for‐5 non‐renounceable pro‐rata entitlement offer of fully paid Gulf shares ( New Shares ) at an issue price of $0.04 per New Share to raise $11,846,513 before issue costs ( Offer ). New Shares to be issued will rank equally with all existing Gulf shares on issue.
The Offer is fully underwritten by Veritas Securities Limited and Ocean Equities Limited, and shareholder approval is not required for the Offer.
Purpose of the Offer
Funds raised from the issue will be applied to:
-
Final payment of USD $1,000,000 for the Namekara Vermiculite Mine;
-
Carry out a drilling program at Namekara Vermiculite Mine of approximately 3,600 metres;
-
Complete Namekara Vermiculite Mine optimisation project to ensure sustained plant production at 30,000 tonnes per annum;
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Conduct feasibility study for the Namekara Vermiculite Mine Expansion;
-
Fund Namekara Vermiculite Mine Expansion long lead items;
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Fund the costs associated with the Offer; and
-
Fund working capital and administration costs.
Key Terms
The Offer is a non‐renounceable pro rate offer of New Shares to eligible shareholders at an issue price of $0.04 per New Share on the basis of 3 New Shares for every 5 fully paid ordinary shares ( Shares ) held on the record date for the Offer (22 July 2011). Fractional entitlements under the Offer will be rounded up to the nearest whole share.
As at the date of this letter the Company has 493,604,729 Shares on issue. The total number of New Shares that will be issued under the Offer is 296,162,837, assuming that no options over Shares that are currently on issue are exercised in time to permit the holders of exercised options to participate in the Offer on the basis of the Shares issued on the exercise of their options. Currently the Company has a total of 146,694,028 options to subscribe for Shares on issue with exercise prices ranging from $0.03 to $0.094.
The Offer is being extended to shareholders with registered addresses in Australia and New Zealand and certain Shareholders registered as holders of shares at the Record Date who are resident in other jurisdictions who contact or are contacted by the Company and can demonstrate to the reasonable satisfaction of the Company that their participation in the Offer is not prohibited, not unduly onerous and not unduly impracticable in that jurisdiction on the record date for the offer, which is 7.00pm on 22 July 2011 ( Eligible Shareholders ). Shareholders who are not Eligible Shareholders will not be eligible to participate in the Offer. As the Offer is non‐renounceable Eligible Shareholders will not be able to sell or otherwise transfer their entitlements.
Level 10 Gold Fields House 1 Alfred Street Sydney NSW 2000 ● PO Box R745 Royal Exchange NSW 1225 Australia t +61 2 8247 5333 ● f +61 2 9247 7722 ACN 115 027 033
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The Offer is fully underwritten by Veritas Securities Limited and Ocean Equities Limited ( Underwriters ) who are entitled to an underwriting fee of 5% and a management fee of 1.5% of the relevant amount that they have agreed to underwrite.
The Offer is being made without disclosure to investors under Part 6D.2 of the Corporations Act 2001 (Cth) ( Corporations Act ), in accordance with section 708AA of the Corporations Act. Full details of the Offer will be contained in an Offer document to be lodged with ASX (and available from ASX’s website at www.asx.com.au) and to be dispatched to Eligible Shareholders in accordance with the timetable set out below. The Offer document will also be available on the Company’s website at www.gulfindustrials.com.au.
Indicative Offer Timetable
Key dates for the Offer are set out below. The dates are indicative only and the Company reserves the right to vary them in consultation with the Underwriter, subject to requirements of the ASX Listing Rules.
| vary them in consultation with the Underwriter, subject to requirements of the ASX Lis | ting Rules. |
|---|---|
| Announcement of the Offer | 14 July 2011 |
| Ex Date | 18 July 2011 |
| Record Date to determine entitlements under the Offer | 22 July 2011 |
| Anticipated release of Offer document to ASX and despatch of Offer document andEntitlement and Acceptance Forms | 25 July 2011 |
| Offer opening date | 25 July 2011 |
| Offer closing date (last day for lodgement of entitlement and acceptance Forms andpayment in full application money) | 9 August 2011 |
| Entity Notifies ASX of Under Subscriptions | 12 August 2011 |
| Despatch Date | 16 August 2011 |
Further Information
More information regarding the Offer will be set out in the Offer document, to be mailed to Eligible Shareholders shortly. Together with the announcement of 14 July 2011, the Company has lodged with ASX an Appendix 3B, under which the Company has applied for quotation on ASX of the New Shares to be issued pursuant to the Offer, and a “cleansing notice” under the Corporations Act. These documents are available from the websites of the Company and ASX.
Yours faithfully Gulf Industrials Limited
Wayne Kernaghan Company Secretary
Level 10 Gold Fields House 1 Alfred Street Sydney NSW 2000 ● PO Box R745 Royal Exchange NSW 1225 Australia t +61 2 8247 5333 ● f +61 2 9247 7722
ACN 115 027 033