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COPPERMOLY LIMITED — Capital/Financing Update 2018
Nov 25, 2018
64690_rns_2018-11-25_d80c6aaf-f4ef-49d0-b2c8-345b3cc5ae29.pdf
Capital/Financing Update
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ADDRESS PHONE PO Box 5807 +61 (07) 3217 7544 Brisbane EMAIL Qld 4000 Australia [email protected] WEBSITE www.coppermoly.com.au ABN 54 126 490 855
26 November 2018
Dear Shareholder
Notice to Eligible Shareholders – 1 for 3 non-renounceable entitlement offer
On 23 November 2018, Coppermoly Limited ACN 126 490 855 ( Coppermoly ) announced its intention to undertake a non-renounceable pro-rata entitlement offer, whereby Eligible Shareholders (as defined below) will be offered the opportunity to acquire one (1) new fully paid ordinary share in Coppermoly (each, a New Share ) for every three (3) fully paid ordinary shares in Coppermoly ( Shares ) held as at the Record Date (as defined below) at an issue price of $0.007 per New Share, with no minimum subscription ( Offer ).
Based on the capital structure of Coppermoly as at the date of the Offer Booklet (as defined below), and assuming that no existing options or convertible notes on issue are exercised prior to the Record Date, up to approximately 459,220,496 New Shares may be issued to raise up to approximately $3,214,543 (before expenses).
Eligible Shareholders will also be entitled to subscribe for any New Shares that are not subscribed for by other Eligible Shareholders in accordance with the Offer ( Shortfall Offer ).
The Record Date for the Offer is 7.00pm (AEST) on 28 November 2018 ( Record Date ). Please note that Shares will be quoted on an ‘ex’ basis from 27 November 2018 and, therefore, any Shares bought on market on or after this date will not be entitled to participate in the Offer. Fractional entitlements to New Shares will be rounded up to the nearest whole number.
An offer booklet in connection with the Offer and the Shortfall Offer was lodged with ASX Limited ( ASX ) on 23 November 2018 ( Offer Booklet ) and is available for viewing on Coppermoly’s website (www.coppermoly.com.au) or the ASX’s website (www.asx.com.au). A copy of the Offer Booklet, together with a personalised entitlement and acceptance form, will be sent to Eligible Shareholders shortly.
Summary of Key Features of the Offer and the Shortfall Offer
The Offer and the Shortfall Offer are open to Shareholders that are registered on Coppermoly’s register of members as at 7.00pm (AEST) on the Record Date as having a registered address in Australia, New Zealand, Hong Kong and in such other place that Coppermoly is satisfied (in its sole discretion) it would not be unlawful to extend the Offer and the Shortfall Offer ( Eligible Shareholders ).
The Offer is non-renounceable, meaning that Eligible Shareholders will not be able to transfer their entitlements pursuant to the Offer and, if they do not take up their entitlements pursuant to the Offer, will be diluted.
Eligible Shareholders will also be able to subscribe for any New Shares that are not taken up by other Eligible Shareholders in accordance with the Shortfall Offer. Applications pursuant to the Shortfall Offer will only be satisfied to the extent that there is a shortfall pursuant to the Offer and will be subject to the terms and conditions outlined in the Offer Booklet.
All of the New Shares issued pursuant to the Offer and the Shortfall Offer will rank equally with the existing shares on issue in Coppermoly from the date of allotment. Further details regarding the Offer and the Shortfall
Offer and the rights and liabilities attaching to the New Shares will be contained in the Offer Booklet. There is no minimum subscription amount for the Offer.
Full details of the Offer, including the timetable and details for how to accept the Offer, will be set out in the Offer Booklet. Eligible Shareholders should read the Offer Booklet in its entirety and consult with their stockbroker, accountant or other professional adviser before making any decision as to whether to subscribe for New Shares.
Use of funds
The funds raised from the Offer and the Shortfall Offer are planned to be used to:
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(a) undertake additional exploration activity on Coppermoly’s Exploration Licences during the 2019 calendar year, including:
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i. resource modelling, target generation and extension drilling on Coppermoly’s Mt Nakru Exploration Licences; and
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ii. target generation on Coppermoly’s Simuku Exploration Licence; and
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(b) fund other general working capital and expenses of the Offer during the 2019 calendar year.
Further details regarding the use of funds will be set out in the Offer Booklet.
Offer Timetable
The current proposed timetable for the Offer is set out below. These dates are indicative only and Coppermoly reserves the right to vary these dates (subject to the Corporations Act and the ASX Listing Rules).
| Announcement of Offer and Appendix 3B lodged with ASX | Friday, 23 November 2018 (Before Market Open) |
|---|---|
| Notice sent to Eligible and Ineligible Shareholders regarding Offer |
Monday, 26 November 2018 |
| Shares quoted on an 'ex-basis’ | Tuesday, 27 November 2018 |
| Record Date for determining Entitlements | Wednesday, 28 November 2018 |
| Offer Booklet and Application Form dispatched to Eligible Shareholders |
Monday, 3 December 2018 |
| Last date to extend the Closing Date of the Offer and Shortfall Offer |
Friday, 7 December 2018 |
| Closing Date for applications in accordance with the Offer and Shortfall Offer |
Wednesday, 12 December 2018 |
| Expected commencement of trading of New Shares on a deferred settlement basis on ASX |
Thursday, 13 December 2018 |
| Latest date for advising ASX of subscriptions received for the Offer and Shortfall Offer |
Monday, 17 December 2018 |
| Issue date and deferred settlement trading ends | Wednesday, 19 December 2018 |
| Normal trading of New Shares re-commences | Thursday, 20 December 2018 |
| Holding statements dispatched to successful Applicants | Thursday, 20 December 2018 |
Before making a decision as to whether to apply for New Shares pursuant to the Offer and the Shortfall Offer, Eligible Shareholders should read the Offer Booklet carefully in its entirety when received.
On behalf of the Board and management of Coppermoly, thank you for your continued support.
Yours sincerely Coppermoly Limited
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Stephen Kelly Company Secretary