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FAR LIMITED — Capital/Financing Update 2015
Nov 3, 2015
64899_rns_2015-11-03_f346a3d5-aad9-45cf-b9c7-559e58da7a70.pdf
Capital/Financing Update
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4 November 2015
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Dear Shareholder
Entitlement Offer – Notification to Ineligible Shareholders
FAR Limited ( FAR ) announced on 23 October 2015 that it intends to raise approximately $40 million (before costs) through an equity raising comprising:
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a placement of fully paid ordinary shares to certain institutional and sophisticated investors to raise $25 million; and
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1 for 17 underwritten pro-rata non-renounceable entitlement offer of fully paid ordinary shares to existing eligible shareholders to raise approximately $15 million ( Entitlement Offe r).
The Entitlement Offer is being made by FAR without a disclosure document in accordance with section 708AA of the Corporations Act 2001 (Cth) (the Act ) as notionally modified by Australian Securities & Investments Commission Class Order [08/35].
The Entitlement Offer comprises an offer to shareholders who have a registered address in Australia or New Zealand, on the basis of 1 new share for every 17 existing FAR ordinary shares held at 7.00pm (Melbourne time) on Thursday 29 October 2015.
RBC Capital Markets and Bell Potter Securities Limited ( Joint Lead Managers ) are the underwriters and joint lead managers for the Entitlement Offer.
FAR has recently lodged an Entitlement Offer Booklet with the Australian Securities Exchange ( ASX ) which sets out further details in respect of the Entitlement Offer. Unless otherwise specified, capitalised terms used in this letter have the same meaning as given in the Entitlement Offer Booklet.
Restrictions on eligibility under the Entitlement Offer arise because of legal limitations in the jurisdiction in which you are located, the number of securityholders in your jurisdiction, the number and value of securities that securityholders in your jurisdiction hold and the potential cost of complying with regulatory requirements in your jurisdiction.
FAR has determined, pursuant to ASX Listing Rule 7.7.1(a) and section 9A(3)(a) of the Act, that it would be unreasonable to make offers to Shareholders in all countries outside Australia and New Zealand in connection with the Entitlement Offer. Further details in respect of the Entitlement Offer (including details of eligibility) can be found on the announcements platform of the ASX (www.asx.com.au).
Unfortunately, according to our records, your FAR shares are registered with an address outside the above jurisdictions, and accordingly you do not satisfy the eligibility criteria to be classified as an eligible shareholder ( Ineligible Shareholder ). In compliance with ASX Listing Rule 7.7.1(b) and section 9A(3) of the Act, this notice is to inform you that under the terms of the Entitlement Offer, you are not entitled to participate in the Entitlement Offer and as such, will not be offered any New Shares under the Entitlement Offer. You will not be sent a copy of the Entitlement Offer documents.
What will happen to your entitlement?
As the Entitlement Offer is non-renounceable, you will not receive any payment or value for entitlements in respect of any New Shares that would have been offered to you if you were eligible. This notice is to inform you about the Entitlement Offer. This letter is not an offer to issue New Shares to you, nor an invitation for you to apply for New Shares.
You are not required to do anything in response to this letter.
Yours faithfully
Peter Thiessen Company Secretary FAR Limited
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