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EQ RESOURCES LIMITED Capital/Financing Update 2009

Mar 5, 2009

64867_rns_2009-03-05_f520459c-c0bd-4f48-9ec1-2bb8d9f11854.pdf

Capital/Financing Update

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6 March 2009

Icon Resources Ltd ABN: 77 115 009 106 Suite 404, 25 Lime Street Sydney NSW 2000 Tel: +61 2 9279 1252 Fax: +61 2 9279 2727

Companies Announcements Office Australian Securities Exchange

Share Purchase Plan

Icon Resources Ltd (Icon) today launches its shareholder Share Purchase Plan (SPP) which provides the opportunity for eligible shareholders to purchase up to $10,000 worth of Icon shares at a price of 5 cents per share as detailed in the attached letter of offer which is expected to me mailed to eligible shareholders on the opening date of Monday 9 March 2009. The right to participate in the offer under this SPP is open to shareholders whose registered address is in Australia, New Zealand and any other jurisdiction in which it is lawful for the Company to offer shares under this SPP.

The offer is available to shareholders who were on the register on the record date of 11 February 2009.

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, a 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 will issued the shares without disclosure to investors under Part 6D.2 of the Act;

  • b) as at the date of the offer 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 the date of the offer 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; and

  • d) this notice is being given in accordance with a Subsection 741(1) Exemption from ASIC dated 25 February 2009.

Icon Resources Ltd

Robert J Waring

Company Secretary

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5 March 2009

Dear Icon Shareholder

ICON SHARE PURCHASE PLAN

We are at an exciting time in the development of the Mt Carbine Tungsten Project. As you will be aware, Icon has been investigating opportunities to acquire a processing plant to fast track the project and the search has resulted in an agreement with Metals X Limited to acquire their north Queensland Collingwood Tin Project. Collingwood’s assets include a processing plant suitable for Mt Carbine.

We are purchasing Collingwood for $3.75 million on a three year “future dated” convertible note with a floor price of 5 cents. Icon will benefit from these terms if, as expected, the share price increases as we approach first tungsten production from Mt Carbine and a return to global financial normality.

With our 5 cent Placement to Metals X, they are now a substantial shareholder in Icon. Your Directors would like to offer all shareholders the opportunity to acquire shares at the same price as the Placement through a Share Purchase Plan. We consider our share price to be low by any standards and I urge you to give this offer your full consideration.

Invitation to Participate in the Icon Share Purchase Plan

Following the recent Placement to Metals X of five million shares at 5 cents per share (see ASX Announcement 12 February 2009) and proposed further placement at 5 cents per share, your Board of Directors has decided to offer Icon’s shareholders the opportunity to acquire shares at the same price ***** . The Offer will be via a Share Purchase Plan (SPP), through which all Icon shareholders will be entitled to purchase up to $10,000 worth of Icon shares free of brokerage. If fully subscribed to the maximum allowable 30% of issued capital, the Offer would raise approximately $916,000 through the issue of around 18.3 million shares at an issue price of 5 cents per share. As noted in the Announcement, a Shareholders’ Meeting is intended to be held to approve the Agreement and finalise the Placement. The meeting will be held prior to 31 May and Shareholders will be given at least 28 days notice.

***** In the 12 February ASX announcement, it was proposed that the price of the shares issued would be 5.8 cents with a maximum subscription of $5,000. However the Company has successfully sought approval from ASIC and the ASX to allow a higher maximum of $10,000 under the SPP and approval from ASX to allow a share issue price of 5 cents.

Icon Resources Ltd ACN 115 009 106 Suite 404, 25 Lime Street, Sydney NSW 2000 Telephone: +61 2 9279 1252 Facsimile: +61 2 9279 2727

Share Purchase Plan

Icon Resources Ltd

As noted above and in the footnote, the purchase price of the new shares to be offered under the SPP has been set at 5 cents per share. It is a 13.8% discount to the weighted average market price of the ordinary shares sold during the course of trading on the Australian Securities Exchange for the five trading days immediately preceding this announcement. This compares to the last closing sale price prior to the date of this letter of 7 cents. Icon’s shares have varied between a low of 3.5 cents and a high of 25 cents over the last 52 weeks.

The right to participate in the Offer is available only to persons who were registered as Icon shareholders at 5:00pm on the record date of 11 February 2009 and whose registered address is in Australia, New Zealand and any other jurisdiction in which it is lawful for the Company to offer shares under the SPP.

Application for shares under the Offer must be made in the Application Form accompanying this letter. The maximum investment per registered shareholder is $10,000, representing 200,000 shares. The minimum investment is $500, representing 10,000 shares. Shareholders may apply for any number of shares between these limits.

Use of Funds

The 12 February 2009 Announcement described the terms under which Icon will purchase the Collingwood Tin Project from Metals X. This Project has a number of attractions, not least the widely-held positive long-term view for tin and the significant known and potential tin mineralisation at Collingwood. However, the immediate attraction for Icon is the fully functional gravity plant which would be suitable for treating the Mt Carbine tailings and form the basis of the larger plant needed for the proposed hard-rock mining operation at Mt Carbine. Images at the end of this letter show the Collingwood plant and the site at Mt Carbine as it looked in its early days. (A colour version of this letter can be obtained from the website, www.iconresources.com.au).

Initial bench tests have suggested that the Collingwood tailings could also be profitably retreated. Thus the plant might be able to produce a quick cash flow from retreatment of these tailings whilst site preparations are being carried out at Mt Carbine and the necessary permitting is finalised, prior to moving the plant from Collingwood to Mt Carbine.

Icon is currently in discussion with parties interested in retreating the Mt Carbine tailings in partnership with Icon and the recent acquisition of Collingwood has been received as a significant positive addition to the project. The Company is also in discussion with a number of tungsten producers who have expressed an interest in more involvement in Mt Carbine than just a simple offtake agreement. These entities are mostly interested in the larger project; i.e. the tailings plus the subsequent hard-rock mining.

The funds obtained from this raising will be used to pay the cash component of the Collingwood purchase ($250,000) and to trial test batches of both Mt Carbine and Collingwood tailings as well as supply general working capital.

Whilst the Board has every confidence in the future of the Company, I must point out that owning shares in an exploration company such as Icon is regarded as a speculative form of investment. Shareholders should be aware there is a risk that the market price of the shares

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Share Purchase Plan

Icon Resources Ltd

may change between the date of this offer and the date when the new shares are issued to you under the SPP. The value of the shares you receive may rise or fall accordingly.

Additional Information and Key Dates

If you would like to participate in the SPP, please return your completed application form, together with your cheque representing the purchase price by the closing date of 31 March 2009 .

The issue price is 5 cents per share. The maximum investment per shareholder is $10,000 (representing 200,000 shares) and the minimum investment is $500 (representing 10,000 shares). Shareholders may apply for any number of shares between the maximum and the minimum. Shares allotted under the SPP will be issued no later than 10 April 2009. The rights attaching to the SPP Shares are identical in all respects to the existing (ordinary) shares in the capital of the Company.

Applications will be considered on a first-come, first-served basis

If applications in excess of 18,335,493 shares in total are received, then these applications will be allotted on a first-come, first-served basis. All extra applications will be returned, so that the maximum allowed number of shares is issued (i.e. 18,335,493 shares).

A full copy of the Terms of the Icon Shareholder Share Purchase Plan is available on request from the Company. If you have any questions on the SPP, please call the Company’s office on (02) 9279 1252 during business hours.

Yours sincerely ICON RESOURCES LTD

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John Bishop Managing Director

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----- Start of picture text ----- Collingwood plant to be relocated to Mt Carbine----- End of picture text -----

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----- Start of picture text ----- Previous Mt Carbine operations under construction in the mid- 1970s. Icon intends to relocate the Collingwood plant to this site and retreat the Mt Carbine tailing prior to a hard-rock mining operation.- 6 ------ End of picture text -----