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CONNECTED MINERALS LIMITED — Capital/Financing Update 2013
Apr 30, 2013
64669_rns_2013-04-30_48f34919-2ea8-4e41-84cc-0cf328720567.pdf
Capital/Financing Update
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PO Box 8 • West Perth • Western Australia • 6872 T: +61 (0) 9381 2517 F: +61 (0) 9381 5853 ABN 99 009 076 233
30 April 2013
Companies Announcements Office ASX Limited 20 Bridge Street Sydney NSW 2000
The Company advises the allotment and issue of 74,772,270 ordinary fully paid shares (“Shares”) at an issue price of $0.003 has been completed, raising an amount of $224,317. The securities have been issued under the Company’s available placement capacity under ASX Listing Rules7.1 and 7.1A.
Funds raised from the placement under ASX Listing Rule 7.1A will be used for exploration on the Company’s Nacimiento Project. In accordance with the requirements of ASX Listing Rule 3.10.5A, the Company advises the following particulars in respect to the issue of 50,966,551 Shares pursuant to ASX Listing Rule 7.1A:
(a) Details of dilution:
Percentage of pre-placement issued capital represented by securities issued – 9.1%
Percentage of post-placement issued capital (including Shares issued under rule 7.1) held by pre-placement security holders – 89%
Participation by existing security holders - Nil
(b) Reasons for issue of Shares as a placement under rule 7.1A:
The Company did not offer not a pro rata issue or other type of issue in which existing ordinary security holders would have been eligible to participate, as the Company had the opportunity to secure selected sophisticated and professional investors who were not already shareholders and would not have been able to participate in such an offer. These new investors took up the available capacity under 7.1A and offer a long term commitment to the Company.
- (c) Details of any underwriting arrangements:
Not applicable
- (d) Details of other fees:
Not applicable
An Appendix 3B in relation to the issue of the securities is attached.
The Company gives this notice pursuant to Section 708A (5) of the Corporations Act 2001 (the “Act”). The securities were issued without disclosure to investors under Part 6D.2, in reliance of Section 708A (5) of the Act.
The Company, as at the date of this notice, has complied with:
-
(a) the provisions of Chapter 2M of the Act as they apply to the Company; and
-
(b) Section 674 of the Act.
As at the date of this notice, there is no “excluded information” (as defined in Section 708A(7) and (8) of the Act), required to be disclosed by the Company.
DAMON SWEENY 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 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
Name of entity
LEOPARD RESOURCES NL
ABN
99 009 076 233
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 a) Ordinary fully paid shares be issued b) Ordinary fully paid shares 2 Number of[+] securities issued or a) 23,805,719 ordinary shares to be issued (if known) or b) 50,966,551 ordinary shares maximum number which may be issued 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)
- See chapter 19 for defined terms.
Appendix 3B Page 3
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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) 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 |
a) Yes – ordinary fully paid shares b) Yes – ordinary fully paid shares |
|---|---|
| a) $0.003 per share b) $0.003 per share |
|
| a) Working capital and retirement of debt b) The purpose of the issue is to provide funds for exploration on the Nacimiento project |
|
| YES |
6a Is the entity an[+] eligible entity YES 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 30 November 2012 passed 6c Number of[+] securities issued without security holder approval 23,805,719 under rule 7.1
- See chapter 19 for defined terms.
Appendix 3B Page 4
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| 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 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 section 2 if applicable) |
50,966,551 | 50,966,551 |
|---|---|---|
| Nil | ||
| Nil | ||
Yes Issue Date 29 April 2013 Issue Price: $0.003 15day VWAP: $0.0024 Source : IRESS |
||
| N/A | ||
| Rule 7.1 - Nil Rule 7.1A - 1 |
||
| a) 29 April 2013 b) 29 April 2013 |
||
| Number | +Class | |
| 637,081,898 4,000,000 |
Ordinary fully paid shares Partly paid shares; |
- See chapter 19 for defined terms.
Appendix 3B Page 5
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Appendix 3B New issue announcement
| 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 trust, distribution policy) on the increased capital (interests) |
Number | +Class |
|---|---|---|
| 22,038,057 11,750,000 40,000,000 257,355,841 |
Options ($0.50; 31/12/2013) Options ($0.20; 28/02/2014) Options ($0.06; 31/12/2013) Options ($0.01; 30/06/2014) |
|
| N/A |
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 |
- See chapter 19 for defined terms.
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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 |
- See chapter 19 for defined terms.
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Appendix 3B New issue announcement
the balance?
-
32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?
-
33 +Despatch date
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.
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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 9
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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 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: .....30 April 2013..... Company Secretary Print name: ..DAMON SWEENY...................................
== == == == ==
- See chapter 19 for defined terms.
Appendix 3B Page 10
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Appendix 3B New issue announcement
Appendix 3B – Annexure 1
1.1 Calculation of placement capacity under rule 7.1 and rule 7.1A for +eligible entities
Introduced 01/08/12
1.2 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 220,809,678
ordinary securities on issue 12
months before date of issue or
agreement to issue
Add the following:
• Number of fully paid 0
ordinary securities issued in
that 12 month period under
an exception in rule 7.2
288,855,841
• Number of fully paid
ordinary securities issued in issued purpose GM approval Res’n # # issued
that 12 month period with 20/05/12 15% Placement 16/10/12 2 31,500,000
shareholder approval 16/10/12 convertible loan 16/10/12 1 194,000,000
17/10/12 convertible loan 16/10/12 1 20,000,000
15/01/13 convertible loan 16/10/12 1 43,355,841
• Number of partly paid
ordinary securities that
0
became fully paid in that 12
month period
Subtract the number of fully
paid ordinary securities 0
cancelled during that 12 month
period
“A” 509,665,519
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- See chapter 19 for defined terms.
Appendix 3B Page 11
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Step 2: Calculate 15% of “A”
| Step 2: Calculate 15% of “A” | Step 2: Calculate 15% of “A” |
|---|---|
| “B” | 0.15 [Note: this value cannot be changed] |
| Multiply“A” by 0.15 | 76,449,828 |
| 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 |
76,449,828 issued purpose securities issued 16/10/12 interest on convertible loan 8,504,109 17/10/12 Placement 44,140,000 29/4/13 Placement 23,805,719 |
| “C” | 76,449,828 |
| 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 |
76,449,828 |
| Subtract“C” Note: number must be same as shown in Step 3 |
76,449,828 |
| Total[“A” x 0.15] – “C” | NIL [Note: this is the remaining placement capacity under rule 7.1] |
- See chapter 19 for defined terms.
Appendix 3B Page 12
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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” Note: number must be same as shown in Step 1 of Part 1 art 1 rt 1 t 1 1
509,665,519 Note: number must be same as shown in Step 1 of Part 1 art 1 rt 1 t 1 1 Step 2: Calculate 10% of “A” 0.10 “D” Note: this value cannot be changed Multiply “A” by 0.10 50,966,552
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
| 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 |
issued 29/04/13 |
Item This issue |
securities issued 50,966,551 |
| 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” | 50,966,551 |
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 |
N/A |
| Subtract“E” Note: number must be same as shown in Step 3 |
50,966,551 |
| Total[“A” x 0.10] – “E” | 1 Note: this is the remaining placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
Appendix 3B Page 13
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