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COPPERMOLY LIMITED — Capital/Financing Update 2013
Dec 30, 2013
64690_rns_2013-12-30_fb9766c6-2985-4689-a42d-a0178845cfa2.pdf
Capital/Financing Update
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ADDRESS PHONE PO Box 6965 +61(07) 5592 1001 Gold Coast Mail Centre FAX Qld 9726 Australia +61 (07) 5592 1011 EMAIL ABN 54 126 490 855 [email protected] WEBSITE www.coppermoly.com.au
ASX Announcement
31 December 2013
ASX Code: COY
Completion of Private Placement and Allotment of Securities
Coppermoly Limited (Coppermoly) advises that, further to the announcement on 23 December 2013, it has today completed the allotment procedures for the private placement of 52,737,609 shares at $0.016 per share (ie 1.6 cents per share), to raise approximately $840,000 ( Placement ).
Funds raised from the Placement will be used to fund exploration of the Company’s tenements and the repayment of the outstanding convertible notes due for repayment on 21 January 2014, as well as other general working capital requirements.
An Appendix 3B (New issue announcement, application for quotation of additional securities and agreement) is attached detailing the issue.
The following information is provided as required by ASX Listing Rule 3.10.5A:
- a) Details of the dilution to the existing holders of ordinary securities caused by the issue:
| Shareholders | Before Placement |
After Placement |
|---|---|---|
| Shareholders notparticipatingin Placement | 100.00% | 80.01% |
| Shareholderparticipatingin Placement | 0.00% | 19.99% |
- b) The shares were issued as a private placement in order to provide certainty that Coppermoly will have sufficient funds to repay the convertible notes due for repayment in late January 2014 and to undertake further exploration on its tenements during the first half of the 2014 calendar year.
Given the need for Coppermoly to have certainty regarding its funding, and in light of the limited participation of Shareholders in Coppermoly’s July 2013 offer and shortfall offer, the Shares were issued as a private placement rather than, or in addition to, a pro-rata issue. The Board considered that the additional cost and delay involved in implementing an underwritten pro-rata offer would not be in the best interests of Shareholders in this instance.
-
c) The Placement was not underwritten
-
d) There were no fees or costs
Yours sincerely Coppermoly Limited
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Maurice Gannon
Managing Director / Company Secretary Encl.
Appendix 3B New issue announcement
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
COPPERMOLY LTD
ABN
54 126 490 855
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) |
FULLY PAID ORDINARY SHARES |
|---|---|
| 52,737,609 | |
| FULLY PAID ORDINARY SHARES |
- See chapter 19 for defined terms.
Appendix 3B Page 2
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Appendix 3B New issue announcement
4 Do the[+] securities rank equally in YES 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 $0.016 PER SHARE. 6 Purpose of the issue (If issued as consideration for the FUNDS RAISED FROM THE acquisition of assets, clearly PLACEMENT WILL BE USED TO identify those assets) FUND EXPLORATION ACTIVITY, REPAY THE OUTSTANDING CONVERTIBLE NOTES AND PROVIDE WORKING CAPITAL TO THE COMPANY. 6a Is the entity an[+] eligible entity that YES 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 13 NOVEMBER 2013 resolution under rule 7.1A was passed 6c Number of +securities issued 31,632,013 without security holder approval under rule 7.1 6d Number of[+] securities issued with 21,105,596 security holder approval under rule 7.1A
- See chapter 19 for defined terms.
Appendix 3B Page 3
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Appendix 3B New issue announcement
| 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 | ||
YES Date price agreed: 20 DECEMBER 2013 Issue date: 31 DECEMBER 2013 15 day VWAP: 2.13c VWAP CALCULATED BY MORGANS STOCKBROKING |
||
| NOT APPLICABLE | ||
| Rule 7.1: 26,381 Rule 7.1A: NIL |
||
| 31 DECEMBER 2013 | ||
| Number | +Class | |
| 263,793,571 (INCLUDING 52,737,609 ADDITIONAL SHARES) |
FULLY PAID ORDINARY SHARES |
- See chapter 19 for defined terms.
Appendix 3B Page 4
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Appendix 3B New issue announcement
Number +Class 9 Number and +class of all +securities not quoted on ASX 2,000,000 UNLISTED ( including the +securities in OPTIONS EXERCISABLE AT section 2 if applicable) $0.05 ON OR BEFORE FEBRUAR Y 2016 2 (EACH WITH A CONVERTIBLE FACE VALUE OF NOTES MATURING $125,000) ON 21 JANUARY 2014. CONVERTIBLE INTO ORDINARY SHARES AT $0.033 CENTS PER SHARE
.
- 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)
NO DIVIDEND DISTRIBUTION IS ENVISAGED IN THE NEAR FUTURE.
Part 2 - Pro rata issue
-
11 Is security holder approval required?
-
12 Is the issue renounceable or nonrenounceable?
-
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
-
See chapter 19 for defined terms.
Appendix 3B Page 5
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Appendix 3B New issue announcement
18 Names of countries in which the entity has security holders who will not be sent new offer 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.
Appendix 3B Page 6
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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 offer documents 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? |
- See chapter 19 for defined terms.
Appendix 3B Page 7
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Appendix 3B New issue announcement
-
32 How do security holders dispose of their entitlements (except by sale through a broker)?
-
33 +Issue 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.
Appendix 3B Page 8
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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[+] 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
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.
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4 We give ASX the information and documents required by this form. If any information or document is not available now, we 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 DECEMBER 2013 ( ~~Director~~ /Company secretary)
MAURICE GANNON Print name: .........................................................
== == == == ==
- See chapter 19 for defined terms.
Appendix 3B Page 10
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Appendix 3B New issue announcement
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 160,587,362
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities 35,973,146
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid [+] ordinary securities
issued in that 12 month period with 14,495,454
shareholder approval
• Number of partly paid [+] ordinary NIL
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” 211,055,962
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- See chapter 19 for defined terms.
Appendix 3B Page 11
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Appendix 3B New issue announcement
Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed] Multiply “A” by 0.15 31,658,394
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insert number 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
-
“C” NIL
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
| placement capacity under rule 7.1 | |
|---|---|
| “A” x 0.15 | 31,658,394 |
| Note: number must be same as shown in | |
| Step 2 | |
| Subtract“C” | NIL |
| Note: number must be same as shown in | |
| Step 3 | |
| Total[“A” x 0.15] – “C” | 31,658,394 |
| [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” 211,055,962 Note: number must be same as shown in Step 1 of Part 1 Step 2: Calculate 10% of “A” “D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 21,105,596
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insert number 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
-
“E” NIL
- See chapter 19 for defined terms.
Appendix 3B Page 13
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Appendix 3B New issue announcement
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 |
21,105,596 |
| Subtract“E” Note: number must be same as shown in Step 3 |
NIL |
| Total[“A” x 0.10] – “E” | 21,105,596 Note: this is the remaining placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
Appendix 3B Page 14
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