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EMU NL — Capital/Financing Update 2013
Aug 5, 2013
64851_rns_2013-08-05_a3eaf193-c249-4b71-b896-576616b108f8.pdf
Capital/Financing Update
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EMU NL ABN 50 127 291 927
PLACEMENT OF SHARES &
FIRST VENDOR PAYMENT
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PLACEMENT OF SHARES
Emu NL has today placed 5,050,000 ordinary fully paid shares at $0.10 per share and with free attaching contributing shares on a one for five ratio. The issue of these securities brings to number of securities issued to 39,693,856 fully paid shares and 35,652,856 contributing shares.
These funds will be used to augment the Company’s working capital for its operations in South Africa and in particular for acquisitions.
SUPERKOLONG (PTY) LTD
As announced on 27[th] February 2013, Emu NL is a 50% owner of Superkolong (Pty) Ltd which company operates a diamond tailings operation at Kimberley, South Africa. Pursuant to the terms of the sale agreement for Superkolong, the purchaser (being Itakane Trading 243 (Pty) Ltd jointly owned by Emu and Batla Minerals) is required to make payments of R25M, R35M and R35M on 1 September 2013, 1 March 2014 and 1 September 2014 respectively. Subject to uninterrupted August operations, Itakane Trading intends to make the first payment from cashflow.
For more information on the company visit www.emunl.com.au
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EMU NL ABN 50 127 291 927
PLACEMENT OF SHARES &
FIRST VENDOR PAYMENT
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Emu NL ABN 50 127 291 927
ASX Code: EMU
10 Walker Ave West Perth, WA 6005 T +61 8 9226 4266 E [email protected] PO Box 1112 West Perth, WA 6872
Issued Capital : Shares - Quoted: 39,693,856 fully paid shares 35,652,856 contributing shares
Options – Unquoted: ~~841,148 exercisable at $0.5874~~ by 22.12.2014 82,736 exercisable at $0.4266 by 21.12.2015
Directors: Peter Thomas Chairman Greg Steemson Managing Director
George Sakalidis & Gavin Rutherford Non-Executive Directors
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COMPETENT PERSON’S STATEMENT
The details contained in this report that pertain to exploration results, mineral resources and mineral reserves are based upon information compiled by Mr. Greg Steemson, Managing Director of Emu NL. Mr. Steemson is a Fellow of the Australasian Institute of Mining and Metallurgy (FAusIMM) and has sufficient experience in the activity which he is undertaking to qualify as a Competent Person as defined in the 2004 edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves” (JORC Code). Mr. Steemson consents to the inclusion in the report of the matters based upon his information in the form and context in which it appears.
FORWARD LOOKING STATEMENT
This report contains forward looking statements concerning the projects owned by Emu NL. Statements concerning mining reserves and resources may also be deemed to be forward looking statements in that they involve estimates based on specific assumptions. Forward-looking statements are not statements of historical fact and actual events and results may differ materially from those described in the forward looking statements as a result of a variety of risks, uncertainties and other factors. Forward looking statements are based on management’s beliefs, opinions and estimates as of the dates the forward looking statements are made and no obligation is assumed to update forward looking statements if these beliefs, opinions and estimates should change or to reflect other future developments.
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Appendix 3B New issue announcement
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement, application for quotation of additional securities and agreement
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12
Name of entity
Emu NL
ABN
50 127 291 927
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
| 1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion) |
(i) Fully paid ordinary shares (ii) Partly paid ordinary shares |
|---|---|
| (i) 5,050,000 (ii) 1,010,000 |
|
| (i) Fully paid ordinary shares (ii) Partly paid ordinary shares ($0.03 outstanding per share, at call of the Company no earlier than the day after the first anniversary of issue |
- See chapter 19 for defined terms.
Appendix 3B Page 1
01/08/2012
Appendix 3B New issue announcement
| 4 Do the+securities rank equally in all respects from the date of allotment with an existing+class of quoted+securities? If the additional securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the+securities the subject of this Appendix 3B, and comply with section 6i |
(i) Yes (ii) No. Irrespective of whether the Company has made a Call for the payment of all or any of the unpaid amount, each Partly Paid Ordinary Share: a) carries the right to participate in new issues (except bonus issues) of securities made to holders of Shares as if the Partly Paid Shares were Fully Paid Shares; b) carries the right to participate in bonus issues of securities in the proportion which the amount paid (or, if applicable, aggregate of amounts paid) (not credited) bears to the total of the amounts paid and payable and each holder (“Holder”) of a Partly Paid Share will be notified by the Company of any proposed bonus issue of securities at least 7 days prior to the record date for any such issue; c) entitles the Holder to (i) exercise voting rights on a pro-rata basis in the proportion which the amount (or, if applicable, aggregate of amounts) paid bears to the total of the amounts paid and payable; and (ii) fully participate in dividends as if the Partly Paid Shares were a Fully Paid Share; d) is freely transferable; e) upon being paid up in full shall rank equally in all respects with all Fully Paid Shares then on issue and the Company shall promptly apply for them to be listed on the ASX (and each or any other exchange on which shares of the Company are traded). |
|---|---|
| (i) $0.10 (ii) Nil |
|
| Issue of fully paid ordinary shares and partly paid ordinary shares pursuant to a Placement in accordance with an applicable exemption under section 708 of the Corporations Act. |
|
| Yes |
- See chapter 19 for defined terms.
Appendix 3B Page 2
01/08/2012
Appendix 3B New issue announcement
| 6b The date the security holder resolution under rule 7.1A was passed 6c Number of+securities issued without security holder approval under rule 7.1 6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of securities issued under an exception in rule 7.2 6g If securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the issue date and both values. Include the source of the VWAP calculation. 6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 Dates of entering +securities into uncertificated holdings or despatch of certificates |
30 November 2012 |
|---|---|
| 5,050,000 fully paid ordinary shares 1,010,000 partly paid shares |
|
| Nil | |
| Nil | |
| Nil | |
Issue date: 6 August 2013 VWAP: $0.098 Issue Price: $0.10 |
|
| N/A | |
| Rule 7.1 – Nil Rule 7.1A – 2,599,713 |
|
| 6 August 2013 |
- See chapter 19 for defined terms.
Appendix 3B Page 3
01/08/2012
Appendix 3B New issue announcement
| 8 Number and +class of all +securities quoted on ASX (including the securities in section 2 if applicable) 9 Number and +class of all +securities not quoted on ASX (including the securities in section 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
Number | +Class |
|---|---|---|
| 39,693,856 | Fully paid ordinary shares | |
| Number | +Class | |
| 35,652,856 841,148 82,736 |
Partly paid ordinary shares, $0.03 outstanding per share, at call of the Company no earlier than the day after the first anniversary of issue. Options (22 December 2014 - $0.5874) Options (21 December 2015 - $0.4266) |
|
| The Board intends to distribute to Shareholders all funds surplus (if any and for so long as any such surplus be significant) to the Company's investment and operating requirements (as determined by the Board) subject always to: (a) availability of distributable profits (if any); (b) solvency requirements; (c) banking or other funding covenants by which the Company is bound from time to time; and (d) acquisitive and organic growth opportunities. |
Part 2 – DELETED – NOT APPLICABLE
Part 3 - DELETED – NOT APPLICABLE
- See chapter 19 for defined terms.
Appendix 3B Page 4
01/08/2012
Appendix 3B New issue announcement
Quotation agreement
-
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
-
2 We warrant the following to ASX.
-
The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
-
There is no reason why those[+] securities should not be granted +quotation.
-
An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
-
Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.
-
If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.
-
3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
-
4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.
Sign here: Date: 06 August 2013 Company secretary Print name: Dennis Wilkins
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- See chapter 19 for defined terms.
Appendix 3B Page 5
01/08/2012
Appendix 3B New issue announcement
Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for[+] eligible entities
Introduced 01/08/12
Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
| Part 1 | Part 1 |
|---|---|
| Rule 7.1 – Issues exceeding 15% of capital | |
| Step 1: Calculate “A”, the base figure from which the placement capacity is calculated |
|
| Insertnumber of fully paid ordinary securities on issue 12 months before date of issue or agreement to issue |
27,500,000 |
| Addthe following: • Number of fully paid ordinary securities issued in that 12 month period under an exception in rule 7.2 • Number of fully paid ordinary securities issued in that 12 month period with shareholder approval • Number of partly paid ordinary securities that became fully paid in that 12 month period Note: • Include only ordinary securities here – other classes of equity securities cannot be added • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items |
7,142,856 7,142,856 fully paid ordinary shares issued on 28 December 2012 approved by shareholders on 30 November 2012 (exception 14) Nil Nil |
| Subtractthe number of fully paid ordinary securities cancelled during that 12 month period |
Nil |
| “A” | 34,642,856 |
- See chapter 19 for defined terms.
Appendix 3B Page 6
01/08/2012
Appendix 3B New issue announcement
Step 2: Calculate 15% of “A”
| Step 2: Calculate 15% of “A” | Step 2: Calculate 15% of “A” |
|---|---|
| “B” | 0.15 [Note: this value cannot be changed] |
| Multiply“A” by 0.15 | 5,196,428 |
| Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used |
|
| Insertnumber of equity securities issued or agreed to be issued in that 12 month period not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 _Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable ) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items |
1,000 fully paid ordinary shares issued on 19 February 2013 1,010,000 Partly paid ordinary shares issued on 6 August 2013 4,185,428 fully paid ordinary shares issued on 6 August 2013 |
| “C” | 5,196,428 |
| Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1 |
|
| “A” x 0.15 Note: number must be same as shown in Step 2 |
5,196,428 |
| Subtract“C” Note: number must be same as shown in Step 3 |
5,196,428 |
| Total[“A” x 0.15] – “C” | 0 [Note: this is the remaining placement capacity under rule 7.1] |
- See chapter 19 for defined terms.
Appendix 3B Page 7
01/08/2012
Appendix 3B New issue announcement
Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A” 34,642,856 Note: number must be same as shown in Step 1 of Part 1 Step 2: Calculate 10% of “A” “D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 3,464,285
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insert number of equity securities issued or 864,572 fully paid ordinary shares agreed to be issued in that 12 month period issued on 6 August 2013 under rule 7.1A
Notes:
-
This applies to equity securities – not just ordinary securities
-
• Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed
-
• Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained
-
• It may be useful to set out issues of securities on different dates as separate line items
-
“E” 864,572
-
See chapter 19 for defined terms.
Appendix 3B Page 8
01/08/2012
Appendix 3B New issue announcement
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
| Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A |
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A |
|---|---|
| “A” x 0.10 Note: number must be same as shown in Step 2 |
3,464,285 |
| Subtract“E” Note: number must be same as shown in Step 3 |
864,572 |
| Total[“A” x 0.10] – “E” | 2,599,713 Note: this is the remaining placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
Appendix 3B Page 9
01/08/2012
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EMU NL ABN 50 127 291 927
6 August 2013
Australian Securities Exchange Limited
By Electronic lodgment
Dear Sir,
ISSUE OF EMU NL SHARES – SECONDARY TRADING NOTICE NOTIFICATION PURSUANT TO PARAGRAPH 708A(5)(e) OF THE CORPORATIONS ACT 2001 ("ACT")
On 6 August 2013, Emu NL (“ Company ’) issued 5,050,000 fully paid ordinary shares and 1,010,000 partly paid ordinary shares in the capital of the Company at an issue price of $0.10 per fully paid ordinary shares (“ Securities ”).
Secondary Trading Exemption
The Act restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A. By the Company giving this notice, sale of the Securities noted above will fall within the exemption in section 708A(5) of the Act. The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that:
-
(a) the Company issued the Securities without disclosure to investors under Part 6D.2 of the Act;
-
(b) as at 6 August 2013 the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and
-
(c) as at 6 August 2013 there is no information:
-
i. that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and
-
ii. that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:
-
A. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or
-
B. the rights and liabilities attaching to the Securities.
-
Yours faithfully
Dennis Wilkins Company Secretary
10 Walker Avenue, West Perth, WA 6005, PO Box 1112, West Perth, WA 6872 T +61 8 9226 4266, E [email protected], www.emunickel.com.au
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