AI assistant
CONICO LTD — Capital/Financing Update 2025
Jun 5, 2025
64678_rns_2025-06-05_6e462db3-1f96-44a6-a7c8-a677532a005b.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Announcement Summary
Entity name
CONICO LTD
Announcement Type
New announcement
Date of this announcement
6/6/2025
The Proposed issue is:
A standard pro rata issue (including non-renounceable or renounceable) A placement or other type of issue
Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)
| Maximum Number of | ||
|---|---|---|
| ASX +security code | +Security description | +securities to be issued |
| CNJ | ORDINARY FULLY PAID | 148,713,797 |
Ex date
1/8/2025
+Record date
4/8/2025
Offer closing date
18/8/2025
Issue date
25/8/2025
Total number of +securities proposed to be issued for a placement or other type of issue
| Maximum Number of | ||
|---|---|---|
| ASX +security code | +Security description | +securities to be issued |
| New class-code to be | Unlisted options exercisable at $0.016 each and expiring 30 | 50,000,000 |
| confirmed | November 2029 | |
| CNJ | ORDINARY FULLY PAID | 12,672,828 |
Proposed +issue date
25/8/2025
Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
1 / 10
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Part 1 - Entity and announcement details
1.1 Name of +Entity
CONICO LTD
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
ABN
Registration Number
49119057457
1.3 ASX issuer code
CNJ
1.4 The announcement is
New announcement
1.5 Date of this announcement
6/6/2025
1.6 The Proposed issue is:
A standard +pro rata issue (non-renounceable or renounceable) A placement or other type of issue
1.6a The proposed standard +pro rata issue is:
- Non-renounceable
Appendix 3B - Proposed issue of securities
2 / 10
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No
Part 3B - Offer details
+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued
ASX +security code and description
CNJ : ORDINARY FULLY PAID
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? No No
Details of +securities proposed to be issued
ASX +security code and description
CNJ : ORDINARY FULLY PAID
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) The quantity of additional +securities For a given quantity of +securities to be issued held
4 5
Appendix 3B - Proposed issue of securities
3 / 10
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded up to the next 148,713,797 whole number
Offer price details for retail security holders
In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.00800
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
The Entitlement Offer will also permit Shareholders who have applied for their entitlement in full to apply for Shares in excess of their entitlement, subject to Company absolute discretion to scale back applications or reject excess applications. There will be no limit on over-subscription applications.
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
As detailed above.
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Part 3C - Timetable
3C.1 +Record date
4/8/2025
3C.2 Ex date
1/8/2025
3C.4 Record date
4/8/2025
3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue
7/8/2025
Appendix 3B - Proposed issue of securities
4 / 10
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
3C.6 Offer closing date 18/8/2025 3C.7 Last day to extend the offer closing date 13/8/2025 3C.9 Trading in new +securities commences on a deferred settlement basis 19/8/2025 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 25/8/2025 3C.12 Date trading starts on a normal T+2 basis 26/8/2025 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 28/8/2025 Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? Yes 3E.1a Who is the lead manager/broker? RM Corporate Finance Pty Ltd 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? In addition to underwriting services, fees payable of 6% brokerage of the Rights Offer amount raised, to be settled through issue of shares at the Rights Offer price, plus issue of 3,750,000 lead manager fee shares and issue of 50,000,000 unlisted lead manager fee options exercisable at $0.016 each and expiring 30 November 2029, subject to obtaining shareholder approval. 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? RM Corporate Finance Pty Ltd 3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? Fully underwritten 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? As detailed at 3E.1b above. 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated Material terms of the underwriting agreement are detailed in ASX announcement dated 6 June 2025. 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? Yes 3E.2e (i) What is the name of that party? RM Corporate Finance Pty Ltd, which is an associate of Director Guy Le Page. 3E.2e (ii) What is the extent of their underwriting or sub-underwriting (ie the amount or proportion of the offer they
Appendix 3B - Proposed issue of securities
5 / 10
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
have underwritten or sub-underwritten)?
Fully underwritten
3E.2e (iii) What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter?
As detailed at 3E.1b above.
3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No
3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
For settlement of the Cartwright legal dispute, working capital and costs of the offer as detailed in ASX announcement dated 6 June 2025.
3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue
Shareholders outside of Australia and New Zealand
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities No
3F.6 URL on the entity's website where investors can download information about the proposed issue
https://conico.com.au/
3F.7 Any other information the entity wishes to provide about the proposed issue
3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes
3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a +disclosure document or +PDS for the +securities proposed to be issued
Appendix 3B - Proposed issue of securities
6 / 10
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? Yes 7A.1a Conditions Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? Other (please specify in 25/8/2025 Estimated comment section) Comments
Completion of Rights Offer and receipt of shareholder approval
Part 7B - Issue details
Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? Existing class
Details of +securities proposed to be issued
ASX +security code and description CNJ : ORDINARY FULLY PAID
Number of +securities proposed to be issued 12,672,828
Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No
Please describe the consideration being provided for the +securities
Consideration to RM Corporate Finance for lead manager and underwriter services to the Rights Issue as detailed in accompanying ASX announcement. Shares are on a post-consolidation (1 for 8) basis
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 101,382.000000
Appendix 3B - Proposed issue of securities
7 / 10
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
| Is the proposed security a 'New | Will the proposed issue of this |
|---|---|
| class' (+securities in a class that is | +security include an offer of |
| not yet quoted or recorded by ASX) | attaching +securities? |
| or an 'Existing class' (additional | No |
| securities in a class that is already | |
| quoted or recorded by ASX)? | |
| New class | |
| Details of +securities proposed to be issued | |
| ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs | |
| issued over them) | |
| Have you received confirmation from | Will the entity be seeking quotation |
| ASX that the terms of the proposed | of the 'new' class of +securities on |
| +securities are appropriate and | ASX? |
| equitable under listing rule 6.1? | No |
| No | |
| ASX +security code | +Security description |
| New class-code to be confirmed | Unlisted options exercisable at $0.016 each and expiring 30 November 2029 |
| +Security type | |
| Options | |
| Number of +securities proposed to be | issued |
| 50,000,000 | |
| Offer price details | |
| Are the +securities proposed to be issued being issued for a cash consideration? | |
| No | |
| Please describe the consideration being provided for the +securities Consideration for lead manager and underwriter services in relation to the Rights Issue as detailed in accompanying ASX announcement |
|
| Please provide an estimate of the AUD | equivalent of the consideration being |
| provided for the +securities | |
| 20,000.000000 | |
| Will all the +securities issued in this class rank equally in all respects from | |
| their issue date? | |
| Yes |
Appendix 3B - Proposed issue of securities
8 / 10
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Options details
+Security currency AUD - Australian Dollar
Exercise price Expiry date AUD 0.0160 30/11/2029
Details of the type of +security that will be issued if the option is exercised
CNJ : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
50,000,000 fully paid ordinary shares
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.
To be detailed in notice of meeting seeking shareholder approval to issue
Part 7C - Timetable
7C.1 Proposed +issue date
25/8/2025
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? Yes
7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 18/7/2025
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue? No
7E.2 Is the proposed issue to be underwritten? No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
Appendix 3B - Proposed issue of securities
9 / 10
Appendix 3B - Proposed issue of securities
Part 7F - Further Information
==> picture [21 x 22] intentionally omitted <==
7F.01 The purpose(s) for which the entity is issuing the securities
As detailed in this form and accompanying ASX announcement
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No
7F.2 Any other information the entity wishes to provide about the proposed issue
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a +disclosure document or +PDS involving the same class of securities as the +securities proposed to be issued that meets the requirements of section 708A(11) or 1012DA(11)
Appendix 3B - Proposed issue of securities
10 / 10