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DGR GLOBAL LIMITED Capital/Financing Update 2015

Nov 9, 2015

64771_rns_2015-11-09_1b5338fb-052c-4b2e-8de8-cb273041a488.pdf

Capital/Financing Update

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DGR Global Limited

10 November 2015

Non‐renounceable Rights Issue

Notice to Ineligible Holders

On Monday 2 November 2015, DGR Global Ltd ( DGR or the Company ) announced an accelerated non‐ renounceable rights issue to both institutional and retail eligible shareholders, on the basis of 1 new fully paid ordinary share for every 4 shares held at an issue price of $0.038 per share ( New Share ), to raise approximately $4 million before costs ( Rights Issue ). There will be, separate and distinct from the Rights Issue, an additional placement that may be made to sophisticated and professional investors ( Additional Placement ). The Additional Placement will seek to raise up an additional $800,000 (before costs) over and above the $4 million raised from the Entitlement Offer. Up to 21,052,631 Additional Placement Shares may be offered.

The Rights Issue is underwritten by Bizzell Capital Partners Pty Ltd.

The purpose of the Rights Issue is to raise approximately $4 million for the Company to:

  • Continue the implementation of DGR’s long‐term project generation and investment diversification strategy;

  • assist in DGR providing a short‐term, unsecured debt financing facility to Armour Energy Limited (Armour) for Armour’s acquisition of the Surat basin assets of Origin Energy as announced by the Company to the market on 30 September 2015 and as amended on 1 October and 28 October 2015;

  • provide additional working capital; and

  • fund the costs of the Rights Issue and the Additional Placement.

A Retail Offer Booklet in relation to the Rights Issue was lodged with the Australian Securities Exchange ( ASX ) on Wednesday 4 November 2015 and is available on the ASX website and also on the Company website at www.dgrglobal.com.au.

The current timetable for the Rights Issue is set out below:

Event Date
Announcement of Accelerated Rights Issue and InstitutionalEntitlement Offer. Monday 2 November 2015(pre‐market open)
Institutional Entitlement Offer opens Monday2 November 2015
Institutional Entitlement Offer closes Wednesday4 November 2015
Institutional Entitlement Offer Shortfall Wednesday4 November 2015
Release of Retail Offer Booklet to ASX Wednesday 4 November 2015(pre market open)
Tradingresumes on an ex‐entitlement basis Wednesday4 November 2015

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Event Event Event Date
Record Date for Retail Entitlement Offer
rd Date for Retail Entitlement Offer Thursday 5 November 2015(6:00pm Brisbane time)
Despand atch of Retail Offer Booklet and Personalised Entitlem ent Tuesday 10 November 2015
Acceptance Form
Reta
il Entitlement Offer Opens Tuesday 10 November 2015(9:00am Brisbane time)
Quot ation of Shares issued under Institutional Entitlement Offer Friday13 November 2015
Reta il Entitlement Offer Closing Date Monday30November2015
(5:00pm Brisbane time)
Notif ication to ASX of Shortfall under the Retail Entitlemen t Offer Thursda3 December 2015
y
Quot ation of Shares issued under Retail Entitlement Offer Tuesday8 December 2015
Desp atch of holdingstatements to Eligible Retail Sharehold ers Wednesday9 December 2015
timetable is indicative only and may be subject to change subject to the requirements of th
orations Act and the ASX Listing Rules.
ccordance with the ASX Listing Rules DGR has c nsidered the number of shareholders wit

This timetable is indicative only and may be subject to change subject to the requirements of the Corporations Act and the ASX Listing Rules.

In accordance with the ASX Listing Rules, DGR has considered the number of shareholders with registered addresses outside of Australia, New Zealand, Hong Kong and Singapore, the number and value of the shares held by those shareholders, and the number and value of New Shares those shareholders would be offered pursuant to the Rights Issue. Taking this into consideration, as well as taking into consideration the costs of complying with the legal requirements and the requirements of the regulatory authorities of those relevant jurisdictions outside of Australia, New Zealand, Hong Kong and Singapore, DGR believes it to be unreasonable to extend the Rights Issue to all shareholders. Accordingly, the offer pursuant to the Rights Issue will only be extended to those who were DGR shareholders as at 6:00pm (Brisbane time) on Thursday 5 November 2015, and who have registered addresses in Australia, New Zealand, Hong Kong and Singapore. Entitlements to New Shares pursuant to the Rights Issue are non‐ renounceable and accordingly will not be traded on the ASX.

As you are a shareholder with a registered address outside of Australia, New Zealand, Hong Kong and Singapore, the offer pursuant to the Rights Issue will not be extended to you.

Please contact Mr Karl Schlobohm, Company Secretary on +61 7 3303 0680 if you have any queries regarding the Rights Issue or your eligibility to participate in the Rights Issue.

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On behalf of the Board Karl Schlobohm Company Secretary

Email: [email protected]

Electronic copies and more information are available on the Company website: www.dgrglobal.com.au

For further information contact:

Mr Nicholas Mather Managing Director, DGR Global Ltd Ph: 07 3303 0680

Karl Schlobohm Company Secretary, DGR Global Ltd Ph: 07 3303 0680

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About DGR Global Limited

DGR Global’s business is the creation of resource exploration development and mining companies.

The business uses the skills of a core team of talented geoscientists to identify resource projects capable of yielding world class discoveries of attractive commodities.

This is achieved through:

  • The identification of commodities with a favorable 20 year price outlook.

  • Geological terranes with:

    • A demonstrated strong endowment for that commodity;

    • An under‐explored history;

    • Opportunity for the application of recently developed exploration techniques;

    • Jurisdictions with improving socio‐economic and regulatory frameworks;

    • Extensive available tenures.

DGR provides initial seed funding and management support to secure these assets in subsidiaries and develop these assets to more advanced funding stages. The Company has a pipeline of projects in daughter companies at various stages of emergence, and has recently crystalised a significant return through the sale of its 15% holding in Orbis Gold for $26million. Further development of its holdings in AIM listed SolGold and IronRidge Resources and ASX Listed AusTin Mining, Navaho Gold and Armour Energy and unlisted Archer Resources, are expected over the coming years.

The Company is currently involved in the search for safe high grade, high‐yielding production operations in which to invest the bulk of its available cash resources.

DGR Global has commenced an intended program of judicious dividend payments to its shareholders. The future of the dividend program will depend on circumstances from time to time.

The previous resource exploration and funding activities of DGR’s key personnel underscore the opportunities provided by the DGR business model.

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