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FIREBIRD METALS LIMITED — Capital/Financing Update 2021
Mar 15, 2021
64941_rns_2021-03-15_7b1d2832-454b-47ee-b26d-d0b8ba223da1.pdf
Capital/Financing Update
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16 March 2021
PRE-QUOTATION DISCLOSURE – STATEMENT OF CONFIRMATIONS
Firebird Metals Limited (ACN 610 035 535) ( Company ) provides the following confirmations to satisfy conditions for the instatement of the Company’s securities to quotation on ASX.
Capitalised terms used in this announcement have the meaning given in the Company’s prospectus dated 27 January 2021 ( Prospectus ).
Completion of Offers
The Company confirms that all conditions to the Offers under the Prospectus have been satisfied and the Company has issued 27,500,000 fully paid ordinary shares in the capital of the Company ( Shares ) to raise $5,500,000.
Completion of Acquisitions
The Company confirms that all conditions precedent to the acquisition of the Hill 616 and Disraeli Projects have been satisfied and the Company has completed the acquisition of these tenements in accordance with the Option Agreement.
In accordance with the Option Agreement, the Company has now issued 2,000,000 Shares to Mining Equities Pty Ltd in consideration for the acquisition by the Company of the Hill 616 and Disraeli Projects ( Consideration Shares ).
In addition to this, the Company confirms that it has completed the acquisition of two recent tenement applications surrounding the Oakover Project (E46/1372 and E52/3891) from Firefly Resources Limited ( FFR ) for the nominal price of $1.
Completion of in specie distribution
The Company confirms that FFR has completed the in-specie distribution of the Company’s Shares formally held by FFR to the FFR shareholders on a pro-rata basis ( In-Specie Distribution ) on 10 March 2021.
Issue of securities
In addition to the Shares issued pursuant to the Offers, and the Consideration Shares, the following securities:
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(a) an aggregate of 8,000,000 Options, each exercisable at $0.30 on or before 10 March 2024 to the following parties:
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(i) 2,500,000 to the nominees of Euroz Hartleys Securities Limited;
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(ii) 2,000,000 Options to the nominees of CPS Capital Pty Ltd; (iii) 2,000,000 Options to the nominee of Evan Cranston; and
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(iv) 1,500,000 to Ashley Pattison; and
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(b) an aggregate of 3,300,000 Performance Rights to the following parties:
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(i) 2,100,000 Performance Rights to Peter Allen; and
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(ii) 1,200,000 Performance Rights to the nominee of Wei Li.
The Company confirms that it has been granted confirmation that the terms of the 3,300,000 Performance Rights comply with Listing Rule 6.1 and that ASX have granted the Company a waiver regarding Listing Rule 1.1 condition 12.
Statement of Capital Structure
The capital structure of the Company following completion of the Acquisition and the issue of securities pursuant to the Prospectus is set out below.
| Capital Structure | Shares | Options | Performance Rights |
|---|---|---|---|
| Securities on issue as at date of Prospectus | 25,000,000 | Nil | Nil |
| Securities issued under the Offers | 27,500,000 | Nil | Nil |
| Consideration Shares | 2,000,000 | Nil | Nil |
| Securities issued to the nominees Lead Manager and the Co-Manager |
Nil | 4,500,000 | Nil |
| Securities issued to Directors (or their nominees) |
75,0003 | 3,500,000 | 3,300,000 |
| TOTAL | 54,575,000 | 8,000,000 | 3,300,000 |
Notes:
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The full terms and conditions of the Options are set out in section 10.3 of the Prospectus.
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The full terms and conditions of the Performance Rights are set out in section 10.4 of the Prospectus.
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Pursuant to the terms of the executive services agreement between Mr Peter Allen and the Company, Mr Allen elected to receive his $15,000 one-off sign on fee in Shares at a deemed issue price of $0.20 per Share. For further details relating to the terms of Mr Allen’s engagement by the Company, refer to section 9.3.1 of the Prospectus.
Restricted Securities
The Company confirms that following reinstatement to quotation of the Company’s securities on the ASX, the following securities will be subject to restriction pursuant to the ASX Listing Rules for the period outlined below.
| Class | Number | Restriction Period |
|---|---|---|
| Fully Paid Ordinary Shares | 2,087,192 | 24 months from date of quotation |
| Fully Paid Ordinary Shares | 2,000,000 | 12 months from the date of issue |
| Options1 | 8,000,000 | 24 months from date of quotation |
| Class | Number | Restriction Period |
| Performance Rights2 | 3,300,000 | 24 months from date of quotation |
Notes:
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The Options are exercisable at $0.30 on or before 10 March 2024.
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The terms and conditions of the Performance Rights are set out in section 10.4 of the Prospectus.
This ASX Announcement has been authorised for release by the Board.
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