AI assistant
EV RESOURCES LTD — Regulatory Filings 2007
Oct 14, 2007
64887_rns_2007-10-14_c30cf7b7-2d9c-4fe4-a999-8d42d9396d7b.pdf
Regulatory Filings
Open in viewerOpens in your device viewer
RICHFIELD GROUP LIMITED
ABN 66 009 144 503
SUITE 2, LEVEL 10, 3 SPRING STREET, SYDNEY NSW 2000 TELEPHONE: (+612) 9255 8888 FACSIMILE: (+612) 9256 8810 LIBTED ON THE AUSTRALIAN STOCK EXCHANGE
12 October 2007
Mr James Rowe Manager, Issuers Australian Stock Exchange Exchange Plaza 2 The Esplanade PERTH WA 6000
By Facsimile: (08) 9221 2020
Dear James,
RICHFIELD GROUP LIMITED - PRELIMINARY FINAL REPORT
I refer to your letter of 28 September 2007.
The company has examined a number of proposals to acquire businesses and opportunities. Initially these were in the computer and technology area but, in the absence of suitable proposals in that area, the company has widened its search to include other prospective activities.
The company currently has three proposals before it:-
-
- China telecom proposal. The company is currently negotiating and examining an opportunity to acquire the operations of a Chinese television network provider. This is well advanced.
-
- The company has been approached to consider a proposal for the acquisition of a company which controls and operates a number of health spas throughout Asia.
-
- The company is in negotiations with a party to acquire an interest in a number of new production oil and gas wells in the USA.
All of these proposals come with an appropriate cash injection on final settlement to fund the respective operations.
All of the proposals also come with the appropriate experienced operational people.
The company has performed substantial work on these proposals through its advisers. All of the proposals require some up-front cash commitment. Accordingly, set out below is a timetable and broad schedule of how the company wishes to proceed to finalise one of these acquisitions and bring the company into compliance with ASX requirements.
Mr James Rowe Australian Stock Exchange
-
- Week beginning 16 October Rights Issue of one option for every share issued at \$0,001 per option exercisable at \$0.01 for a three year term. This will be underwritten and raise approximately \$500.000 to enable one of these deals to be funded.
-
- Week Rights Issue closes Execute and announce the deal to acquire one of the above businesses. This allows enough time to finalise due diligence etc and make a judgement around the most suitable opportunity.
-
- Call General Meeting of Shareholders to:-
- Reconstruct the shares of the company as required;
- Approve the acquisition;
- Placements of in excess of \$2,500,000 at a minimum of \$0.20 per share;
- Change of business; and
- Ensure shareholder spread $\bullet$
At the conclusion of the above, which should be in the three month time frame required by the ASX, the company will be in full compliance with ASX requirements.
Should you have any queries, please feel free to contact our advisor, Mr Domenic Martino, on (02) 9256 8811.
Yours sincerely
SAMA
MARK BALFOUR Director

$$
\begin{pmatrix}\n\begin{matrix}\n\begin{matrix}\n\end{matrix} & \mathbf{1} \
\end{matrix} & \mathbf{28} & \mathbf{September} & \mathbf{202}\n\end{pmatrix}\n\end{pmatrix}
$$
The Directors Richfield Group Limited Suite 2, Level 10 3 Spring Street Sydney NSW 2000
ASX Limited ABN 98 008 624 691 Level 8 Exchange Plaza 2 The Esplanade Perth WA 6000
GPD Box D187 Perth WA 6840
Telephone 61 08 9224 0003 Facsimile 61 (08) 9221 2020 Internet http://www.asx.com.au
By: Facsimile: 02 9256 8810
Dear Sirs
Richfield Group Limited - Preliminary Final Report
1 refer to Richfield Group Limited's ("the Company") Preliminary Final Report for the period ended 30 June 2007, released to ASX Limited ("ASX") on 29 September 2007 ("Preliminary Report").
ASX notes that the Preliminary Report has reported the following:
-
- Total cash assets and cash equivalents of \$418,872 (on a consolidated basis).
- Total assets of \$458,016 (on a consolidated basis). $2.$
- The Company's cash assets and cash equivalents are 91% of the Company's total assets. 3.
Listing Rule 12.3
ASX listing rule 12.3 provides, that if half or more to an entity's total assets is cash or in a form readily convertible to cash, ASX may suspend quotation of the entity's securities until it invests those assets or uses them for the entity's business. The Company is also required to give shareholders details, in writing, of the investment or use of the cash assets.
Although the note to the listing rule states that the ASX generally will not apply this rule provided that the entity has adequately disclosed the time within which it proposes to invest its funds and updates that disclosure if the proposal is revised or altered.
The policy behind the listing rule is to prevent the continued quotation of "cash box" entities.
In light of the above I draw the following to your attention:
- The Company announced in the Preliminary Final Report for the period ended 30 June 2007 that:
"The Company did not carry on a business during the financial year. The Company is investigating appropriate commercial opportunities".
-
- The Company's announcement of 14 March 2007 indicated that the Company raised funds via the placement for the purpose of making investments in the area of computer and technology import, distribution and operation and will be used to fund the growth of the business.
-
- The Appendix 4C for the period ending 30 June 2007 does not demonstrate that the funds received have been applied towards investing activities.
-
- The Company does not appear to have updated the market of the progress towards establishing a business since 28 February 2007.
Please respond to each of the following questions.
-
- What steps the Company has taken, or what steps it proposes to take, so that it is in compliance with the requirements of listing rule 12.3? In this regard please confirm what projects the Company will be investing or using its cash assets on, the amounts to be spent on each of those projects and the timeframe for the expenditure.
-
- Details of the date when the Company expects it will be in compliance with listing rule 12.3.
Please note the ASX will afford the Company a period of three months from the date of this letter to demonstrate to the ASX that it is compliant with listing rule 12.3. If the Company does not demonstrate compliance with the rule to the ASX's satisfaction by no later than 27 December 2007, ASX may suspend the Company's securities from official quotation.
Your response should be sent to me on facsimile number (08) 9221 2020. It should not be sent to the Company Announcements Office.
Unless the information is required immediately under listing rule 3.1, a response is requested as soon as possible and, in any event, not later than 1.00pm WST on Friday 12 October 2007.
The response must be in a form suitable for release to the market. If you have any concern about release of a response, please contact me immediately.
Listing rule 3.1
Listing rule 3.1 requires an entity to give ASX immediately any information concerning it that a reasonable person would expect to have a material effect on the price or value of the entity's securities. The exceptions to this requirement are set out in the rule.
In responding to this letter you should consult listing rule 3.1 and the guidance note titled "Continuous disclosure: listing rule 3.1".
If the information requested by this letter is information required to be given to ASX under listing rule 3.1 your obligation is to disclose the information immediately.
Your responsibility under listing rule 3.1 is not confined to, or necessarily satisfied by, answering the questions set out in this letter.
If you have any queries regarding any of the above, please contact me on (08) 9224 0001.
Yours sipcerely
James Rowe
Manager, Issuers (Perth)