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EQ RESOURCES LIMITED — Share Issue/Capital Change 2008
Oct 14, 2008
64867_rns_2008-10-14_3d127c3a-15a4-44a0-81c5-717002e43972.pdf
Share Issue/Capital Change
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15 October 2008
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
ISSUE OF SHARES AND OPTIONS
We refer to the Icon Resources Ltd (ASX Code: III) announcement dated 11 September 2008 where it was advised that the Company had now signed a formal binding contract with Mt Carbine Quarries Pty Ltd for Icon’s sub-leasing arrangement to mine (‘Mining Sublease Agreement’) and that the allocation of 3,500,000 Icon shares to the vendor would occur shortly. These shares have now been issued.
The Company’s Rights Issue Prospectus dated 5 June 2008, which closed on 2 July 2008, allowed for the offer of any shortfall on the same terms as the offer in the Prospectus, being an ordinary share at an issue price of 20 cents per share with one attaching new option for every two new shares subscribed. Three parties have applied for 12,834 shares ($2,566.80) and 6,417 attaching options.
Attached is an Appendix 3B for the above issues of these shares and options.
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:
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a) the Company issued the Securities without disclosure to investors under Part 6D.2 of the Act;
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b) as at 15 October 2008 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
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c) as at 15 October 2008 there is no information:
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i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and
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ii) that investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:
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A) the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or
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B) the rights and liabilities attaching to the Securities.
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Icon Resources Ltd
Robert J Waring Company Secretary
Appendix 3B New issue announcement
ICON RESOURCES LTD
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.
Name of entity
Icon Resources Ltd
ABN
77 115 009 106
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 | Shares |
|---|---|---|
| 2 | Number of +securities issued or to be issued | 3,512,834 ordinary shares |
| (if known) or maximum number which may | ||
| be issued | 6,417 options – to be quoted | |
| 3 | Principal terms of the +securities (eg, if | Options issued at an exercise price of |
| options, exercise price and expiry date; if | 35 cents and an expiry date of 30 June 2009 | |
| partly paid +securities, the amount | ||
| outstanding and due dates for payment; if | ||
| +convertible securities, the conversion price | ||
| and dates for conversion) |
+See chapter 19 for defined terms 1/1/2003
Appendix 3B Page 2
Appendix 3B New issue announcement
ICON RESOURCES LTD
| 4Do the +securities rank equally in all respe | cts | Same t | erms and conditions | s the existing | |||
| from the date of allotment with an existing+class of quoted +securities? | quoted | options | |||||
| If the additional securities do not rank equa | lly, | ||||||
| please state:•the date from which they do•the extent to which they participate fo | r | ||||||
| the next dividend (in the case of a tru | st, | ||||||
| distribution) or interest payment•the extent to hich the do not rank | |||||||
| w yequally, other than in relation to the ne | xt | ||||||
| dividend, distribution or interest paym | ent | ||||||
| 5Issue price or consideration | Refer a | tached announceme | t | ||||
| 6Purpose of the issue (If issued as | Refer at | tached announcemen | t | ||||
| consideration for the acquisition of assets, | |||||||
| clearly identify those assets) | |||||||
| 7Date of entering +securities into uncertifica | ted | 15 Octo | ber 2008 | ||||
| holdings or despatch of certificates | |||||||
| Number | +Class | ||||||
| 8Number and +class of all +securities quote | d | 52,418,3 | 11 | Fully Paid Ordin | ary Shares | ||
| on ASX (_including_the securities in clause 2 ifapplicable)9Number and +class of all +securities notquoted on ASX (_including_the securities inclause 2 if applicable)10Dividend policy (in the case of a trust, distributionpolicy) on the increased capital (interests) | 2,962,554 | 30 June 2009 Options –exercise price 35 cents | |||||
| Number | +Class | ||||||
| 1,200,0001,260,870400,000 | 8 March 2011 Options –exercise price 30 cents30 November 2012 Options –exercise price 45 cents30 November 2012 Options –exercise price 30 cents | ||||||
| Full participation in any future dividends whenthe options are exercised and becomeordinary shares |
+See chapter 19 for defined terms 1/1/2003
Appendix 3B Page 3
Appendix 3B New issue announcement
ICON RESOURCES LTD
Part 2 – Bonus issue or pro rata issue
Questions 11 to 33
Not applicable
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)
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(a) � Securities described in Part 1
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(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
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
37[A copy of any trust deed for the additional +securities ]
Entities that have ticked box 34(b)
Questions 38 to 42
Not applicable
+See chapter 19 for defined terms 1/1/2003
Appendix 3B Page 4
Appendix 3B New issue announcement
ICON RESOURCES LTD
Quotation agreement
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1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.
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2 We warrant the following to ASX.
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The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
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There is no reason why those +securities should not be granted +quotation.
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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.
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Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty.
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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.
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We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided at the time that we request that the +securities be quoted.
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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.
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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.
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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: 15 October 2008 ( Director/C ompany Secretary)
Print name: Robert J Waring
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app 3B shares issue 15 Oct 08.doc.wspl
+See chapter 19 for defined terms 1/1/2003
Appendix 3B Page 5