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CZR RESOURCES LTD — Capital/Financing Update 2008
Sep 23, 2008
64748_rns_2008-09-23_5218f44b-83b7-47e9-ae66-4754b0a8499e.pdf
Capital/Financing Update
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24 September 2008
Level 4/102 James Street NORTHBRIDGE WA 6003 T: +61 8 9227 7766 F: +61 8 9227 1370 E: [email protected] W: www.coziron.com
Australian Stock Exchange Exchange Plaza 2 The Esplanade PERTH WA 6000
Rights Issue Notice under Section 708AA(2)(f) of the Corporations Act 2001 (Cth)
Coziron Resources Limited (Company) is to undertake a rights issue of up to 32,970,126 ordinary shares to its members (Rights Issue) on the basis of an entitlement to subscribe for one ordinary share for every two shares held as at the Record Date of 3 October 2008 with each such share being issued at an issue price of A$0.08 to raise up to A$2,637,610.
The Company states that it will offer the shares for issue without disclosure to investors under Part 6D.2 of the Corporations Act 2001 (Cth) (Act) and states that this notice is given to the ASX under paragraph 708AA(2)(f) of the Act in compliance with the requirements of sub-section 708AA(7) of the Act.
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The Company advises:
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(a) the shares will be offered under a rights issue as defined in the Act;
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(b) the shares are in a class of securities, being fully paid ordinary shares, that are quoted securities at the time at which the offer will be made;
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(c) trading on the stock market conducted by ASX Limited in that class of securities referred to in paragraph (b) above (being the fully paid ordinary shares in the capital of the Company) was not suspended for more than a total of five days during the shorter of the following periods:
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(i) the period during which the class of securities is quoted; and
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(ii) the period of 12 months before the day on which the offer is made;
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(d) no exemption under section 111AS or 111AT covered the Company, or any person as director or auditor of the Company, at any time during the relevant period referred to in paragraph (c); and
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(e) no order under section 340 or 341 covered the Company, or any person as a director or auditor of the Company, at any time during the relevant period referred to in paragraph (c).
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For the purposes of section 708AA(7)(c) of the Act, the Company gives notice that as at the date of this notice the Company has complied with:
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(a) the provisions of Chapter 2M of the Act as they apply to the Company; and
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(b) section 674 of the Act.
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As at the date of this notice there is no excluded information, being information:
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(a) that has been excluded from a continuous disclosure notice in accordance with the Listing Rules of the ASX; and
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(b) that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:
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(i) the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or
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(ii) the rights and liabilities attaching to the shares.
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If all shareholders in the Company take up their entitlements under the offer, then the issue of shares pursuant to the Rights Offer will have no effect on the control of the Company.
If all the shareholders in the Company do not take up their entitlements under the offer then the Rights Issue will have an effect on control of the Company in the event that the substantial shareholders of the Company take up their full entitlements under the Rights Issue and in the event of a shortfall, the substantial shareholders’ proportional shareholding in the Company will increase.
The consequences of any effect on control of the Company referred to above can be summarised as follows:
Impact on Substantial shareholders:
| KHH Australian HoldingsAustralian Glamour P/L atfTan Family TrustAustralian Glamour P/L atfTan Super TrustProsperity Assets VenturesLtdJoseph Ting Kwong Kam | CurrentHoldingCurrent% | Full takeup(1)(2)(3) |
|---|---|---|
| 10,500,00115.92%6,500,0009.86%5,000,0007.58%5,000,0007.58%3,700,4015.61%30,700,402 | 15,750,00215.92% 17.48% 19.37%9,750,0009.86% 10.82% 11.99%7,500,0007.58%8.32%9.23%7,500,0007.58%8.32%9.23%5,550,6025.61%6.16%6.83%46,050,603 |
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(1) If the Rights Offer is fully subscribed by shareholders
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(2) If the Rights Offer is fully subscribed to the extent of 50% with substantial shareholders fully subscribing to their entitlement
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(3) If the Rights Issue is subscribed by no other parties other than substantial shareholders
A further notice under section 708AA(2) of the Act will be lodged with the ASX within the 24-hour period before the Entitlement and Acceptance Forms are sent to shareholders, as required by section 708AA(2)(f).
Dated this 24th day of September 2008
Sai Kwok Miu
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Executive Director Coziron Resources Limited