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CEDAR WOODS PROPERTIES LIMITED — Capital/Financing Update 2011
Oct 30, 2011
64734_rns_2011-10-30_3a6430b8-00d2-4aee-b8a7-e0b1b9a95ac8.pdf
Capital/Financing Update
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31 October 2011
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Australian Securities Exchange Limited Exchange Centre Level 4 20 Bridge Street Sydney NSW 2000
Dear Sir / Madam
DIVIDEND REINVESTMENT PLAN (“DRP”) AND BONUS SHARE PLAN
Reference is made to the market announcements lodged on 11 October 2011 and 21 October 2011 regarding the DRP and BSP.
The company has raised $1.7m from shareholders who elected to take shares under the DRP and the BSP. Accordingly 489,889 shares will be issued under the DRP and BSP.
The company also advises that a total of 550,500 shares in the DRP have been underwritten, raising funds of $1.9m for the company, based on the issue price of $3.49.
The shares to be issued under the DRP and BSP, including the underwritten shares, will be allotted today. An Appendix 3B is attached.
Yours sincerely
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Paul Freedman COMPANY SECRETARY
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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.
Name of entity
CEDAR WOODS PROPERTIES LIMITED
ABN
47 009 259 081
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 Ordinary issued 2 Number of[+] securities issued or to 76,867 shares - Bonus Share Plan (BSP) be issued (if known) or maximum (see Part 2) number which may be issued 413,022 shares - Dividend Reinvestment Plan (DRP) 550,500 - Underwriters of the DRP Total: 1,040,389
- 3 Principal terms of the[+] securities (eg, 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)
Fully paid
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 1
Appendix 3B New issue announcement
| 4 Do the+securities rank equally in all respects from the date of allotment 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) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable) 9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
Yes – Ordinary shares | Yes – Ordinary shares |
|---|---|---|
| Nil for shares under the BSP. $3.49 for shares under the DRP (including underwriter’s shares). |
||
| BSP (76,867 shares) DRP (413,022 shares) Underwriters of DRP (550,500 shares) |
||
| 31 October 2011 | ||
| Number | +Class | |
| 62,858,325 | Ordinary | |
| Number | +Class | |
| These shares rank for future dividends. |
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 2
Appendix 3B New issue announcement
Part 2 - Bonus issue or pro rata issue
| 11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has+security holders who will not be sent new issue 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 |
No – bonus shares issued under the bonus share plan per ASX announcement on 3 February2011. |
|---|---|
| Non-renounceable | |
| In accordance with BSP rules, the number of BSP shares granted to participants is calculated by multiplying the number of participating shares held at the dividend record date by the relevant dividend, deducting any withholding tax (if applicable) and then dividing this amount by the issueprice. |
|
| Ordinary | |
| 14 October 2011 | |
| N/A | |
| Calculation of BSP shares is rounded up or down to the nearest whole number of shares in accordance with BSP rules. |
|
| N/A | |
| N/A |
- See chapter 19 for defined terms.
Appendix 3B Page 3
1/1/2003
Appendix 3B New issue announcement
| 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 prospectus or Product Disclosure Statement 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 their entitlements_in full_through a broker? 31 How do+security holders sell_part_ of their entitlements through a broker and accept for the balance? |
N/A |
|---|---|
| N/A | |
| N/A | |
N/A |
|
| N/A | |
| N/A | |
| N/A – BSP participants were issued statements on 31 October 2011 setting out shares issued under the BSP in place of their dividend entitlement foregone. |
|
| N/A | |
| N/A | |
| N/A | |
| Bonus shares are tradable on ASX. | |
| Bonus shares are tradable on ASX. |
- See chapter 19 for defined terms.
Appendix 3B Page 4
1/1/2003
Appendix 3B New issue announcement
- 32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?
Bonus shares are tradable on ASX.
- 33 +Despatch date
31 October 2011
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.
Appendix 3B Page 5
1/1/2003
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 date of allotment 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) Number +Class 42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)
- See chapter 19 for defined terms.
Appendix 3B Page 6
1/1/2003
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.
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- The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
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- There is no reason why those[+] securities should not be granted[+] quotation.
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- 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
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- 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.
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-
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.
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4 We give ASX the information and documents required by this form. If any information or document not available now, 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.
Sign here:
Date: 31 October 2011
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(Company secretary)
Print name: PAUL FREEDMAN
== == == == ==
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 7
31 October 2011
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Australian Securities Exchange Limited Exchange Centre Level 4 20 Bridge Street Sydney NSW 2000
Dear Sir / Madam
NOTICE UNDER SECTION 708A(5)(E) OF THE CORPORATIONS ACT 2001 ISSUE OF SHARES WITHOUT A DISCLOSURE DOCUMENT
Cedar Woods Properties Limited (CWP) gives the following notice under section 708A(5)(E) of the Corporations Act 2001 (Act);
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On 31 October 2011 CWP issued 76,867 fully paid ordinary shares (Shares) to shareholders under the bonus share plan, 413,022 Shares to shareholders under the dividend reinvestment plan (DRP) and 550,500 shares to underwriters of the DRP.
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CWP issued the Shares without disclosure to investors in accordance with Part 6D.2 of the Act;
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As at the date of this notice, CWP has complied with:
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The provisions of Chapter 2M of the Act as they apply to CWP; and Section 674 of the Act
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As at the date of this notice, there is no information which is ‘excluded information’ within the meaning of section 708A(7) of the Act which is required to be disclosed by CWP.
Yours sincerely
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Paul Freedman COMPANY SECRETARY