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DATELINE RESOURCES LIMITED — Capital/Financing Update 2018
Nov 29, 2018
64793_rns_2018-11-29_b6a6e22c-ccde-4e11-b1ef-1ae1293f769d.pdf
Capital/Financing Update
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30 November 2018
Market Announcements Platform ASX Limited Exchange Centre 20 Bridge Street Sydney NSW 2000
Announcement of Renounceable Rights Issue
Dateline Resources Limited (ASX: DTR) ( Dateline or the Company ) is pleased to announce that it is undertaking a 10-for-1 renounceable rights issue of up to 7,244,958,100 new fully paid ordinary shares in the Company (each, a New Share ) at $0.002 per New Share to raise up to approximately $14.5 million (before costs) ( Rights Issue ).
The Company acknowledges the strong participation in the Rights Issue by the Company's directors and/or their related entities , including the full take up by substantial Shareholder Southern Cross Exploration N.L.[1] ( SXX ) and Non-Executive Chairman, Mr Mark Johnson[2] (each of whom will subscribe for their full Entitlement by setting off a substantial portion of the total amounts owed to them with the amount that each of them would have otherwise had to pay were they subscribing for their Entitlement in cash[3] ). Furthermore, Mr Johnson[4] , the Company's new Chief Executive Officer, Mr Glenn Dovaston, the Company's former Chief Executive Officer, Mr Stephen Baghdadi and the Company's current Non-Executive Director, Mr Greg Hall have together also agreed to partially underwrite the Rights Issue by committing to subscribe for up to $1,012,376.12 worth of any Shortfall.
Further details of the Rights Issue are included in the offer booklet which was given to ASX today and which is expected to be dispatched to shareholders on Monday, 10 December 2018.
Under the Rights Issue, New Shares will be offered to all shareholders who are, as at 7pm (Sydney time) on Wednesday, 5 December 2018, registered with a registered address in either Australia, New Zealand or (but only to the extent that they qualify as an "institutional investor" under the Securities and Futures Act), Singapore ( Eligible Shareholders ).
Eligible Shareholders, other than the Directors and SXX[5] , will also be able to apply for New Shares in addition their Entitlement, from any Shortfall that may arise under the Rights Issue.
The funds raised under the Rights Issue will be used for debt retirement, the continued exploration and development of the Colorado Gold Links Project and general working capital purposes including the costs of the Rights Issue.
1 As at the date of this announcement, SXX holds 33.13% of the Company's shares.
2 As at the date of this announcement, Mr Johnson holds 9.88% of the Company's shares.
3 SXX's will apply for its full Entitlement under the Rights Issue by setting off (via the above noted "debt-for-equity" swap arrangement) approximately $4.8 million (out of a total of approximately $5.15 million) that it is owed by the Company. Mr Johnson will also apply for his full Entitlement under the Rights Issue by setting off (via the same "debt-for-equity" swap arrangement) approximately $1.4 million (out of a total of approximately $2.3 million) that he is owed by the Company.
4 Mr Johnson has also agreed to subscribe for up to $500,000 worth of New Shares which are not subscribed for by Eligible Shareholders by the Closing Date (with any such remaining New Shares referred to as the Shortfall ). On completion of the Rights Issue, the total amount owed (by the Company) to Mr Johnson will be $984,239. This remaining amount will then be converted into a 24 month term loan.
5 On completion of the Rights Issue, the total amount owed (by the Company) to SXX will be $353,987. This remaining amount will also be converted into a 24 month term loan.
Dateline Resources Limited (ACN 149 105 653) Level 29, 2 Chifley Square, Sydney, NSW 2000
www.datelineresources.com.au [email protected]
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The Rights Issue is being conducted in accordance with the following timetable:
| Event | Date |
|---|---|
| Announcement of Rights Issue and lodgement of Appendix3B and cleansing notice with ASX | Friday, 30 November 2018 |
| "Ex" date (date from which Shares start trading without anEntitlement) | Tuesday, 4 December 2018 |
| Trading in Entitlements on ASX starts | Tuesday, 4 December 2018 |
| Record date for the Rights Issue (Record Date) | 7pm on Wednesday, 5December 2018 |
| Despatch of Offer Booklet and Entitlement and Acceptance | Monday, 10 December |
| Forms | 2018 |
| Rights Issue opens | Tuesday, 11 December2018 |
| Trading in Entitlements on ASX ends | Wednesday, 23 January2019 |
| Trading in New Shares (on a deferred settlement basis)starts | Thursday, 24 January 2019 |
| Rights Issue closes (Closing Date) | 5pm on Thursday, 31January 2019 |
| Announcement of shortfall (if any) under the Rights Issue | Tuesday, 5 February 2019 |
| Issue of New Shares under the Rights Issue | Thursday, 7 February 2019 |
| Trading of New Shares (on a normal settlement basis) starts | Friday, 8 February 2019 |
Note : Times and dates shown above are indicative only and subject to change. All times and dates refer to Sydney time. The Company reserves the right, subject to the Corporations Act and the Listing Rules, to vary the dates of the Rights Issue without prior notice, including by extending the Rights Issue or accepting late applications, either generally or in particular cases, or to withdraw the Rights Issue. The commencement of quotation of New Shares is subject to confirmation from ASX.
Signed for and on behalf of Dateline Resources Limited
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John Smith Company Secretary
Dateline Resources Limited (ACN 149 105 653) Level 29, 2 Chifley Square, Sydney, NSW 2000