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ENOVA MINING LIMITED — Capital/Financing Update 2012
Oct 22, 2012
64858_rns_2012-10-22_30846af8-097c-4c27-a973-0adb351d44eb.pdf
Capital/Financing Update
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Appendix 3B New issue announcement
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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.
Name of entity
CROSSLAND URANIUM MINES LIMITED
ABN
64 087 595 980
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) |
Options to convert to ordinary shares with terms as per attached. |
|---|---|
| An entitlement issue of up to 78,814,522 options. | |
| Exercisable at 15 cents on or before 30 November 2014 – same terms as current class of options (CUXAM) with an exercise price of 15 cents expiring 30 November 2014 |
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 1
Appendix 3B New issue announcement
4 Do the[+] securities rank equally in all respects from the date of Yes – Options exercisable at 15 cents on or allotment with an existing[+] class before 30 November 2014. 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 At 1 cent per option 6 Purpose of the issue The funds raised will be used for the economic (If issued as consideration for the assessment of the Charley Creek Rare Earth acquisition of assets, clearly project as well as necessary exploration on identify those assets) other Company projects, the assessment of potential opportunities and additional working capital requirements.
7 Dates of entering +securities Estimated – 4 December 2012. into uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all Shares +securities quoted on ASX ( including the securities in 157,629,043 CUX - Ordinary clause 2 if applicable) Options Exercise Expiry 78,814,522 maximum 15 cents – 30 Nov 14
- See chapter 19 for defined terms.
Appendix 3B Page 2
1/1/2003
Appendix 3B New issue announcement
| 9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
Number | +Class | |
|---|---|---|---|
| 2,300,000 CUXAI 5,750,000 CUXAK 6,844,952 CUXAM |
Unlisted Options Exercise Expiry 20 cents 31 Dec 12 15 cents 30 Jun 13 15 cents – 30 Nov 14 |
||
Part 2 - Bonus issue or pro rata issue
| 11 Is security holder approval required? 12 Is the issue renounceable or non‐ renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions |
No. |
|---|---|
| Non-renounceable. | |
| One (1) option for every two (2) ordinary shares held. |
|
| Options exercisable at 15 cents on or before 30 November 2014. |
|
| 5 November 2012. | |
| No. | |
| Fractional entitlements will be rounded down to the nearest whole number. |
- See chapter 19 for defined terms.
Appendix 3B Page 3
1/1/2003
Appendix 3B New issue announcement
| 18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) |
British Virgin Islands Honk Kong Indonesia Japan Singapore Switzerland Taiwan Thailand United Kingdom United States Vietnam |
|---|---|
| 26 November 2012. | |
| 12 November 2012. | |
| 22 October 2012. | |
- See chapter 19 for defined terms.
Appendix 3B Page 4
1/1/2003
Appendix 3B New issue announcement
| 29 Date rights trading will end (if applicable) 30 How do+security holders sell their entitlements_in full_through a broker? 31 How do+security holders sell part of their entitlements through a broker and accept for the balance? 32 How do+security holders dispose of their entitlements (except by sale through a broker)? 33 +Despatch date |
|
|---|---|
| 4 December 2012. |
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
-
34 Type of securities ( tick one )
-
(a) The securities described in item 1 of Part 1 and options issued on 26 September 2012 with an exercise price of 15 cents and an expiry date of 30 November 2014.
-
(b) All other securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders
- See chapter 19 for defined terms.
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1/1/2003
Appendix 3B New issue announcement
To be provided.
36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories
1 ‐ 1,000 1,001 ‐ 5,000 5,001 ‐ 10,000 10,001 ‐ 100,000 100,001 and over
To be provided.
37 A copy of any trust deed for the additional[+] securities
Entities that have ticked box 34(b)
38 Number of securities for which +quotation is sought
39 Class of +securities for which quotation is sought
40 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 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)
- See chapter 19 for defined terms.
Appendix 3B Page 6
1/1/2003
Appendix 3B New issue announcement
-
Number +Class
-
42 Number and +class of all +securities quoted on ASX ( including the securities in clause 38)
-
See chapter 19 for defined terms.
Appendix 3B Page 7
1/1/2003
==> picture [162 x 43] intentionally omitted <==
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 22nd October 2012 (Director/Company secretary)
Print name: Malcolm Smartt
== == == == ==
CROSSLAND URANIUM MINES LIMITED ABN 64 087 595 980
PHONE: +61 8 89815911 FACSIMILE: +61 8 89411364 EMAIL: [email protected] ADDRESS: Unit 8, Raffles Plaza, 1 Buffalo Court, Darwin 0800, NT; GPO Box 2437, Darwin, 0801, NT, AUSTRALIA
Appendix 3B New issue announcement
Material Terms and Conditions of Options
Strike Price 15 cents Expiry 30 November 2014
The Options will entitle the holders to subscribe for Shares in the Company on the following terms:
-
(a) each Option entitles the holder, when exercised, to one (1) Share in the Company;
-
(b) the Options are exercisable at any time on or prior to 5.00pm (Eastern Standard Time) on 30 November 2014 ( Expiry Date ) by completing an Option exercise form and delivering it together with the payment for the number of Shares in respect of which the Options are exercised to the registered office of the Company;
-
(c) each option may be exercised by notice in writing to the Company during the period referred to in condition (a), accompanied by payment of 15 cents per share;
-
(d) an Option does not confer the right to a change in exercise price or a change in the number of underlying shares over which the Option can be exercised;
-
(e) the options will be unlisted initially but condition may change;
-
(f) the Options are NOT transferable until the earlier of 12 months after issue or listing on the ASX;
-
(g) all Shares issued upon exercise of the Options will rank pari passu in all respects with the Company’s then issued Shares. The Company will apply for the quotation on ASX of the Options and all Shares issued upon exercise of the Options;
-
(h) there are no participating rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options. However, the Company will ensure that for the purposes of determining entitlements to and such issue, the record date will be at least 7 Business Days after the issue is announced. This will give Option holders the opportunity to exercise their Options prior to the date for determining entitlements to participate in any such issue; and
-
(i) if at any time the issued capital of the Company is reorganised, the rights of an Option holder are to be changed to the extent necessary to comply with the Listing Rules applying to the reorganisation of capital at the time of the reorganisation.
9