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ENVIRONMENTAL CLEAN TECHNOLOGIES LIMITED. — Capital/Financing Update 2011
Aug 25, 2011
64819_rns_2011-08-25_ac7024ff-39a8-473f-b49d-a6db254a5d2f.pdf
Capital/Financing Update
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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 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
Environmental Clean Technologies Limited
ABN
28 009 120 405
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 1. Ordinary Shares(ASX Code: ESI) issued 2. Options (ESIO) 2 Number of[+] securities issued or to 1. 634,605,897 Ordinary Shares be issued (if known) or maximum 2. 317,302,948 Options number which may be issued 3 Principal terms of the[+] securities 1. Fully Paid Ordinary Shares ranking (eg, if options, exercise price and equally with existing Ordinary Shares expiry date; if partly paid 2. Listed Options exercisable at 2.0¢ on or +securities, the amount outstanding before 16 January 2014 and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
- 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 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) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable) |
Yes, , the New Shares and New Options will ranks equally with the existing ESI and ESIO securities respectively |
Yes, , the New Shares and New Options will ranks equally with the existing ESI and ESIO securities respectively |
|---|---|---|
| 1. ESI $0.006 per Ordinary Shares 2. ESIO Nil. |
||
| The intended use of the funds raised by the Offer, is to: • complete Phase 1 of the Design for Tender in respect of the Proposed Coldry Production Plant.; • fund the net cash loss between the cost of producing, and the revenue derived from, the 2,000 tonnes of Coldry BCE to be used by Datang in the Test Burn; • meet short-term, working capital requirements in respect of the Test Burn; and • meet operational expenditure in respect of the on-going development of the Coldry Technology and theMATMOR Technology. |
||
| Wednesday, 5 October 2011 | ||
| Number | +Class | |
| 1,586,514,742 836,442,485 |
Ordinary shares (ESI) Listed Options exercisable at approximately 2.0¢ on or before 16 January 2014(ESIO) |
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 2
Appendix 3B New issue announcement
| Number +Class 9 Number and+class of all +securities not quoted on ASX (including the securities in clause 2 if applicable) ~2.8 Unsecured Convertible Notes with a total face value of US$646,055 (A$596,112) convertible into ordinary shares based on the average of the three lowest Volume Weighted Average Prices during the 15 trading days prior to the date of conversion of part or all of the Convertible Note in accordance with the terms and conditions as previously advised. All Convertible Notes have a maturity date of 2 November 2013 if not converted beforehand. 708,306 Options exercisable at 5.59 cents each and expiring on 25 Sept 2011 794,806 Options exercisable at 4.04 cents each and expiring on 8 Oct 2011 962,106 Options exercisable at 3.795 cents each and expiring on 17 November 2011 360,999 Options exercisable at 3.12 cents each and expiring on 23 December 2011 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) None |
Number | Number | +Class |
|---|---|---|---|
| ~2.8 | Unsecured Convertible Notes with a total face value of US$646,055 (A$596,112) convertible into ordinary shares based on the average of the three lowest Volume Weighted Average Prices during the 15 trading days prior to the date of conversion of part or all of the Convertible Note in accordance with the terms and conditions as previously advised. All Convertible Notes have a maturity date of 2 November 2013 if not converted beforehand. |
||
| 708,306 | Options exercisable at 5.59 cents each and expiring on 25 Sept 2011 |
||
| 794,806 | Options exercisable at 4.04 cents each and expiring on 8 Oct 2011 |
||
| 962,106 | Options exercisable at 3.795 cents each and expiring on 17 November 2011 |
||
| 360,999 | Options exercisable at 3.12 cents each and expiring on 23 December 2011 |
||
| None |
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? |
No |
|---|---|
| Non-renounceable | |
| 2 New Shares for every 3 Shares and Subscribers for New Shares will also receive, at no cost, 1 New Option for every 2 New Sharesissued to them. |
|
| Fully paid ordinary shares | |
| Monday 5 September 2011 | |
- See chapter 19 for defined terms.
Appendix 3B Page 3
1/1/2003
Appendix 3B New issue announcement
| 17 Policy for deciding entitlements in relation to fractions 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 |
Rounded up. |
|---|---|
| France, Hong Kong, Hungary, Indonesia, Japan, Netherlands, Singapore, Switzerland, Thailand, UK and USA and any other country other than Australia and New Zealand |
|
| Tuesday 27 September 2011 |
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 4
Appendix 3B New issue announcement
| 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) 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? |
The Offer is partially underwritten by Mr Iain McEwin. Mr McEwin has agreed to subscribe for New Shares up to the value of $100,000 to beissued underany Shortfall |
|---|---|
| Mr McEwin is not entitled to an underwriting fee. |
|
| None | |
N/A |
|
| 5% The Directors may offer an additional brokerage fee of 5% of the aggregate issue price of any substantial Shortfall placed to holders of AFSLs. |
|
| N/A | |
| Tuesday 6 to Friday 9 September 2011 | |
| No entitlement to Option holders | |
| N/A | |
| N/A | |
| N/A | |
| N/A |
- See chapter 19 for defined terms.
Appendix 3B Page 5
1/1/2003
Appendix 3B New issue announcement
32 How do[+] security holders dispose N/A of their entitlements (except by sale through a broker)?
33 +Despatch date
Wednesday 5 October 2011
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)[Securities described in Part 1 ]
-
(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)
NOT A NEW CLASS OF SECURITIES TO BE LISTED AND BOX 34(b) NOT TICKED SO QUESTIONS 35 to 42 NOT APPLICABLE
- See chapter 19 for defined terms.
Appendix 3B Page 6
1/1/2003
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: Company secretary
Date: 26[th] August 2011 Print name: John Osborne
== == == == ==
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 7