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COPPERMOLY LIMITED Capital/Financing Update 2014

Apr 14, 2014

64690_rns_2014-04-14_5d06c902-1b78-4257-aac4-6b3a6f3e40bc.pdf

Capital/Financing Update

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==> picture [250 x 72] intentionally omitted <==

ADDRESS PHONE PO Box 6965 +61(07) 5592 1001+61 (07) 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

April 15, 2014

ASX: COY

SUCCESSFUL COMPLETION OF PLACEMENT

Further to the announcement made by Coppermoly Limited (Coppermoly) on 8 April 2014, Coppermoly is pleased to advise that it has successfully completed the placement of 12,925,000 fully paid ordinary shares in Coppermoly ( Shares ), at an issue price of $0.02 per Share, to various sophisticated and professional investors to raise approximately $258,500 (before costs) ( Placement ).

Participants in the Placement also received one unquoted option to acquire one Share ( Option ) for every three Shares received in accordance with the Placement. The Options are exercisable at any time prior to 1 July 2015 at an exercise price of $0.05.

Shares issued pursuant to the Placement will be entitled to participate in the non-renounceable entitlement offer announced to the ASX on 8 April 2014 ( Offer ) and the proceeds will be used to provide interim funding to Coppermoly pending completion of the Offer.

Coppermoly’s Managing Director, Maurice Gannon said:

"I am pleased that Coppermoly has placed these Shares and Options with sophisticated investors, all of whom are existing Coppermoly shareholders. The placements have been made on substantially the same terms as the entitlement offer that is being extending to all eligible shareholders and the preliminary uptake of the Placement is an indication of the support for the entitlement offer.

I encourage all eligible shareholders to give full and favourable consideration to the offer when they receive the prospectus in the near future. We have very carefully considered plans to put the funds to work on what we expect to be real value-adding exploration work focused on increasing tonnages and classifications of our JORC inferred resources, by testing known and new targets and to continue to improve project economics".

The Shares issued pursuant to the Placement were issued without disclosure under Part 6D.2 of the Corporations Act 2001 (Cth) ( Act ). Accordingly, Coppermoly gives notice under section 708A(5)(e) of the Act, that, as at the date of this notice:

  • (a) Coppermoly has complied with:

  • i. the provisions of Chapter 2M of the Act as they apply to Coppermoly; and

  • ii. section 674 of the Act; and

  • (b) there is no ‘ excluded information’ of the type referred to in sections 708A(7) and 708A(8) of the Act.

An Appendix 3B in respect of the Placement and an updated timetable for the Offer is enclosed overleaf.

On behalf of the Board.

Paul Schultz Company Secretary

Timetable

Announcement of Offer and Appendix 3B and
Prospectus lodged with ASX and ASIC
Tuesday, 8 April 2014
Notice sent to Eligible and Ineligible Shareholders
regarding Offer
Wednesday, 23 April 2014
Shares quoted on an 'ex-rights' basis Wednesday, 30 April 2014
Record Date for determining Entitlements under the Offer Friday, 2 May 2014
(7.00pm AEST)
Prospectus and Application Form dispatched to Eligible
Shareholders
Wednesday, 7 May 2014
Last date to extend the Offer and Shortfall Offer Closing
Date
Thursday, 15 May 2014
Closing date for Applications under the Offer and
Shortfall Offer
Tuesday, 20 May 2014
Expected commencement of trading on a deferred
settlement basis on ASX
Wednesday, 21 May 2014
Latest date for advising ASX of under-subscriptions for
the Offer and Shortfall Offer
Friday, 23 May 2014
Issue date and deferred settlement trading ends Tuesday, 27 May 2014
Holding statements dispatched to Shareholders Tuesday, 27 May 2014
Normal trading of Shares re-commences Wednesday, 28 May 2014

These dates are indicative only and Coppermoly reserves the right to vary these dates (subject to the Corporations Act and the ASX Listing Rules).

584941v1

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, 04/03/13

Name of entity

Coppermoly Limited

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)
(a) Fully paid ordinary shares in the
Company (Shares);
(b) Unquoted options to acquire Shares
(Attaching Options).
(a) 12,925,000 Shares ; and
(b) 4,308,333 Attaching Options.
(a) Fully paid ordinary shares; and
(b) Options to acquire fully paid ordinary
shares.
One Attaching Option for every three
shares issued.
Options are exercisable at any time
prior to 1 July 2015 at an exercise price of
$0.05.
  • See chapter 19 for defined terms.

Appendix 3B Page 1

04/03/2013

4 Do the[+] securities rank equally (a) Yes; in all respects from the[+] issue date with an existing[+] class of (b) Not applicable. However, shares issued quoted[+] securities? on the exercise of Attaching Options will rank equally in all respects with the If the additional[+] securities do existing Shares from the date of issue. 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 (a) $0.02 per Share; and (b) One Attaching Option for every three new Shares issued for no additional consideration. 6 Purpose of the issue Funds raised from the Offer will be used to: (If issued as consideration for (a) undertake additional exploration the acquisition of assets, clearly activity on Coppermoly's exploration identify those assets) licences; and (b) fund working capital expenses. 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 13 November 2013 resolution under rule 7.1A was passed 6c Number of[+] securities issued 17,233,333 without security holder approval under rule 7.1 6d Number of[+] securities issued NIL with security holder approval under rule 7.1A

6e Number of[+] securities issued NIL with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of[+] securities issued NIL under an exception in rule 7.2 6g If[+] securities issued under rule Not applicable. 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 Not applicable. 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 53,023,393 issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates 15 April 2013 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. Number +Class 8 Number and +class of all + 276,718,571 Fully paid ordinary securities quoted on ASX ( including the +securities in (including shares section 2 if applicable) 12,925,000 additional shares)

  • See chapter 19 for defined terms.

Appendix 3B Page 3

04/03/2013

Number +Class 9 Number and +class of all 2,000,000 Exercise price +securities not quoted on ASX $0.05; Expiry 4 ( including the +securities in February 2016 section 2 if applicable) 4,308,333 Exercise price $0.05; Expiry 1 July 2015

  • 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 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 4

04/03/2013

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?
32 How do security holders dispose
of their entitlements (except by
sale through a broker)?
33 +Issue date
  • See chapter 19 for defined terms.

Appendix 3B Page 5

04/03/2013

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 6

04/03/2013

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 7

04/03/2013

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 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.

==> picture [158 x 46] intentionally omitted <==

Sign here: _________ ( ~~Director~~ /Company secretary)

Date: 15 April 2014

Print name: Paul Schultz

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

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

==> picture [415 x 383] intentionally omitted <==

----- Start of picture text -----

Insert number of fully paid [+] ordinary 171,382,816
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 (Aug 2013)
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 56,437,609
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” 263,793,571
----- End of picture text -----

  • See chapter 19 for defined terms.

Appendix 3B Page 9

04/03/2013

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 39,569,036
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
12,925,000
“C” 12,925,000
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
39,569,036
Subtract“C”
Note: number must be same as shown in
Step 3
12,925,000
Total[“A” x 0.15] – “C” 26,644,036
[Note: this is the remaining placement
capacity under rule 7.1]
placement capacity under rule 7.1
“A” x 0.15 39,569,036
Note: number must be same as shown in
Step 2
Subtract“C” 12,925,000
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C” 26,644,036
[Note: this is the remaining placement
capacity under rule 7.1]
  • See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013

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
263,793,571
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply“A” by 0.10 26,379,357
Step 3: Calculate “E”, the amount of placement capacity under rule
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 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
NIL
“E” NIL
  • See chapter 19 for defined terms.

Appendix 3B Page 11

04/03/2013

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
26,379,357
Subtract“E”
Note: number must be same as shown in
Step 3
NIL
Total[“A” x 0.10] – “E” 26,379,357
Note: this is the remaining placement
capacity under rule 7.1A
  • See chapter 19 for defined terms.

Appendix 3B Page 12

04/03/2013