AI assistant
EDEN INNOVATIONS LTD — Proxy Solicitation & Information Statement 2007
Jun 11, 2007
64820_rns_2007-06-11_58f735a3-61af-4a39-9a9c-25b75c858a8c.pdf
Proxy Solicitation & Information Statement
Open in viewerOpens in your device viewer

AUSTRALIAN SECURITIES EXCHANGE ANNOUNCEMENT
12 JUNE 2007
NOTICE OF GENERAL MEETING - Amended explanatory statement
Attached is a copy of a letter to shareholders which is being mailed to shareholders on 13 June 2007 together with an amended Explanatory Statement in relation to Notice of General Meeting which was sent shareholders on 8 June 2007.
$\mathcal{M}$
Raymond F Buscall Company Secretary
Level 40, Exchange Plaza 2 The Esplanade, Perth, Western Australia, 6000 Telephone: (08) 9282 5889 Facsimile: (08) 9282 5866
Website: www.edenenergy.com.au

ACN 109 200 900
Level 40, Exchange Plaza, 2 The Esplanade, Perth, Western Australia 6000 Telephone: (08) 9282 5889 Facsimile: (08) 9282 5866
Email: [email protected]
12 June 2007
Dear Shareholder
GENERAL MEETING - Amended explanatory statement
On 8 June 2007, a notice of meeting and supporting documents, convening a General Meeting was sent to all shareholders.
It has subsequently been noticed that there were typographical errors in the explanatory notice for resolution 4 as follows;
- The number of shares to be issued is shown in 4 places as "up to 40,000,000 Shares", $\bullet$ however this should have referred to up to 30,000,000 Shares as per the notice of meeting.
- The example in paragraph 1 shows "For example, if the five day weighted average price of $\bullet$ the Company's shares at the time at which the issue is to be made is 70 cents, the Shares would be issued at not less than 49 cents." This should have been not less than 56 cents.
A corrected explanatory statement is enclosed.
Yours faithfully
Raymond F Buscall Company Secretary
EXPLANATORY STATEMENT
This Explanatory Statement is an important document and you should read this statement carefully. If you have any queries regarding the matters set out in this Explanatory Statement or the preceding Notice please contact the Company or your professional advisor.
Resolution 4 - Issue of shares to Sophisticated or Professional Investors
Resolution 4 seeks shareholders' approval, for the purposes of ASX Listing Rule 7.1 and for all other purposes, to authorise the Directors to issue up to 30,000,000 Shares in the Company to sophisticated and/or professional investors (being persons to whom a disclosure document is not required to be provided by virtue of s.708(8) or s.708(11) of the Act), at an issue price of not less than eighty percent (80%) of the average market price of the Shares calculated over the last 5 days on which sales in the Shares were recorded before the day on which the issue is to be made, by way of placements. For example. If the five day weighted average price of the Company's shares at the time at which the issue is to be made is 70 cents. the Shares would be issued at not less than 56 cents.
The Company seeking to raise further money for its general working capital requirements.
As at the date of this explanatory statement, the issued share capital of the Company before and after the issue of the Shares the subject of this resolution 4 will be as follows:
$\sim$
| Current issued Share Capital | Shares 135.095.679 |
|---|---|
| Issue of Shares to Sophisticated and Professional Investors | 30,000,000 |
| Total new issued Share Capital | 165.095.679 |
Listing Rule 7.1 prohibits a company from issuing or agreeing to issue equity securities in any 12 month period which amount to more than 15% of its ordinary securities without the approval of holders of its ordinary securities.
Further, equity securities issued with approval of holders of a company's ordinary securities in accordance with Listing Rule 7.1 are not then required to be included in the 15% limit imposed by Listing Rule 7.1.
As set out above, the Company proposes to issue 30,000,000 Shares to sophisticated and professional investors, which represents 22,20% of its current issued capital (of 135,095.679 Shares). The Company therefore seeks shareholder approval to issue the shares to sophisticated and professional investors pursuant to Listing Rule 7.1.
The following information is provided in accordance with Listing Rule 7.3:-
- 1) the (maximum) number of Shares the Company is to issue to sophisticated and/or professional investors is 30,000,000 Shares;
- 2) the Shares will be issued within three months of the date of this extraordinary general meeting;
- 3) the issue price for the Shares will be not less than eighty percent (80%) of the average market price of the Shares calculated over the last 5 days on which sales in the Shares were recorded before the day on which the issue is to be made;
- 4) the names of the allottees of the Shares are not known at this time: the Shares will be issued to sophisticated and/or professional investors (being persons to whom a disclosure document is not required to be provided by virtue of s.708(8) or s.708(11) of the Act);
- 5) the Shares will be issued on the same terms as, and rank pari passu with, the existing issued Shares of the Company and will be quoted on the Australian Stock Exchange;
6) the purpose of the proposed placements is to raise funds that will be used for providing ongoing working capital for the further development of the projects of Eden Energy Ltd and its subsidiaries.
The Company will disregard any votes cast on Resolution 4 by the participants in the proposed share issue under this Resolution 4 (if the names of any allottees are known as at the date of the meeting, and they are shareholders of the Company) or an associate of any of these recipients. However, the Company will not disregard the vote if:
- $(i)$ it is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or
- $(ii)$ it is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form to vote as the proxy decides.