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FireFly Metals Ltd. — Capital/Financing Update 2008
Apr 8, 2008
48548_rns_2008-04-08_0827fd51-36ab-4fa1-8f24-cb6e1015b5c9.pdf
Capital/Financing Update
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Exploration Office 11A Croydon Rd Keswick SA 5035
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ABN 96 110 336 73 3
Tel +61 8 8375 3900 Fax +61 8 8375 3999 www.monaxmining.com.au
ASX Release
For Immediate Release
9 April 2008
General Manager The Company Announcements Office Australian Stock Exchange Limited PO Box H224 Australia Square Sydney NSW 1215
Dear Sir/Madam
SHARE PURCHASE PLAN DOCUMENTS
The attached Share Purchase Plan documents will today be mailed to all eligible shareholders.
Yours Sincerely
Virginia Suttell Company Secretary
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Monax Mining Limited 11A Croydon Rd, Keswick, 5035 Tel: +61 8 8375 3900 Fax: +61 8 8375 3999 Website: www.monaxmining.com.au Email: [email protected]
9 April 2008
Share Purchase Plan
Dear Fellow Shareholder
On 26 March 2008, the Directors of Monax Mining Limited (“Monax” or “Company”) announced a Share Purchase Plan (“SPP”). The SPP is available to all eligible shareholders who are on the share register on the record date, 4 April 2008. Please find enclosed the SPP offer document and your personalised application form. Please read these documents carefully if you intend to apply for shares.
The SPP will raise a maximum of $3.7 million (before costs) through the issue of a maximum of approximately 16,800,000 new fully paid ordinary shares in Monax (“New Ordinary Shares”) at an issue price of 22 cents per share (“Issue Price”). This Issue Price is at a discount of approximately 20% to the daily volume weighted average price of Shares as traded on the ASX over the five days up to and including 25 March 2008 (being the last day of trading before the SPP was announced). Applications will be accepted on a first come, first accepted basis, or scaled back on a pro-rata basis, as the Company’s directors decide. Each offer is made on the same terms and conditions.
The reason for the issue is to fast track exploration and drilling on the Company’s highly prospective Manganese and Iron Ore projects on the Waddikee tenement, commodities which are both highly sought after and experiencing significant price increases due to the strong demand from China. In addition, the funds will be used to test Iron Oxide Copper-Gold drill targets, on the Punt Hill tenement, recently identified from a deep induced polarisation survey and undertake a PACE sponsored drilling program on our gold project at Dingo Hill.
Eligible shareholders may apply for the following number of shares under the SPP: 4,545 New Ordinary Shares (total application price of $999.90) or 11,363 New Ordinary Shares (total application price of $2,499.86) or 22,727 New Ordinary Shares (total application price of $4,999.94). Each shareholder eligible to participate in the SPP will be entitled to subscribe for a maximum of $4,999.94 (22,727) New Ordinary Shares in the capital of the Company.
Issue Timetable
Opening Date for receipt of Applications: 11 April 2008 Closing Date for receipt of Applications: 28 April 2008 Date of Issue of Shares: 6 May 2008 Anticipated Date of Quotation of Shares : 8 May 2008
Yours Faithfully
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R M Kennedy Chairman
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Please return completed form to: Computershare Investor Services Pty Limited GPO Box 2987 Adelaide South Australia 5001 Australia Enquiries (within Australia) 1300 556 161 (outside Australia) 61 3 9415 4000 Facsimile 61 8 8236 2305 [email protected] www.computershare.com
Entitlement Number: Record Date: 4 April 2008 Offer Closes: 5pm Adelaide Time 28/04/2008 Price per Security: A$0.22
Share PurchaSe Plan aPPlication Form
IMPORTANT:
This is an important document which requires your immediate attention. If you are in any doubt as to how to deal with this form please consult a professional adviser.
Pursuant to the terms and conditions of the Monax Mining Limited Share Purchase Plan (SPP) contained in the letter to Monax Mining Limited securityholders dated 9[th] April 2008, Monax Mining Limited is offering eligible securityholders the opportunity to purchase Shares up to a maximum value of A$4,999.94 per eligible securityholder, subject to a minimum application of A$999.90.
If you do not wish to purchase additional shares under this offer there is no need to take action.
By making your payment, you agree to be bound by the Constitution of Monax Mining Limited and agree that the submission of this payment constitutes an irrevocable offer to you by Monax Mining Limited to subscribe for Monax Mining Limited Shares on the terms of the SPP. In addition, by submitting this Application Slip you certify that the aggregate of the application price paid by you for:
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the Shares the subject of this Application Slip; and
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any other shares and interests in the class applied for by you under the Share Purchase Plan or any similar arrangement in the 12 months prior to the date of submission of this Application Slip, does not exceed A$5,000.00.
METHOD OF ACCEPTANCE
You can apply for shares and make your payment utilising one of the payment options detailed overleaf.
Monax Mining Limited may make determinations in any manner it thinks fit, in relation to any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the SPP whether generally or in relation to any participant or application. Any determinations by Monax Mining Limited will be conclusive and binding on all eligible securityholders and other persons to whom the determination relates. Monax Mining Limited reserves the right to waive strict compliance with any provision of the terms and conditions of the SPP, to amend or vary those terms and conditions and to suspend or terminate the SPP at any time. Any such amendment, variation, suspension or termination will be binding on all eligible securityholders even where Monax Mining Limited does not notify you of that event.
This offer is Non-Renounceable - no Signature is required
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Paperclip
cheque(s)
here.
Do not
staple.
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Applications can only be accepted in the name printed on this form
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Please see overleaf for Payment Options Biller Code:
Ref No:
I/We wish to purchase:
22,727 11,363 4,545
shares or or shares or or shares or
A$4,999.94 A$2,499.86 A$999.90
These share amounts may be subject to scale-back in accordance with the terms of the SPP.
Payment Details
Drawer Cheque number BSB number Account number Cheque amount
A$
Make your cheque or bank draft payable to Monax Mining Limited Share Purchase Plan
Contact Details
Please provide your contact details in case we need to speak to you about this slip
Name of contact person Contact person’s daytime telephone number
( )
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How to accept the Share Purchase Plan
Payment Details
You can apply for shares by utilising the payment options detailed below. There is no requirement to return this slip if you are paying by electronic means. By making your payment using either electronic means or by cheque, bank draft or money order, you confirm that you:
● agree to all of the terms and conditions of the Share Purchase Plan as enclosed with this form;
Make your cheque, bank draft or money order payable to Monax Mining Limited Share Purchase Plan in Australian currency and cross it Not Negotiable. Your cheque or bank draft must be drawn on an Australian branch of a financial institution. Please ensure you submit the correct amount. Incorrect payments may result in your application being rejected. Complete cheque details in the boxes provided.
If paying by cheque, return the Application Slip and Cheque, Bank Draft or money order in the envelope provided.
Cheques will be processed on the day of receipt and as such, sufficient cleared funds must be held in your account as cheques returned unpaid may not be re-presented and may result in your Application being rejected. Paperclip (do not staple) your cheque(s) to the Share Purchase Plan Application Slip where indicated. Cash will not be accepted. A receipt for payment will not be forwarded.
Contact Details
Enter the name of a contact person and telephone number. These details will only be used in the event that the registry has a query regarding this form.
Lodgement of Application
If you are applying for shares and your payment is being made by BPAY, you do not need to return this form. Your payment must be received by no later than 5:00pm Adelaide Time on 28 April 2008. Applicants should be aware that their own financial institution may implement earlier cut off times with regards to electronic payment, and should therefore take this into consideration when making payment. It is the responsibility of the applicant to ensure that funds submitted through BPAY are received by this time.
If you are paying by cheque, bank draft or money order, your Application Slip must be received by Computershare Investor Services Pty Limited (CIS) Adelaide by no later than 5:00pm Adelaide Time on 28 April 2008. You should allow sufficient time for this to occur. A reply paid envelope is enclosed for securityholders in Australia. New Zealand holders will need to affix the appropriate postage. Return your Application Slip with cheque, bank draft or money order attached. Neither CIS nor the Company accepts any responsibility if you lodge the Application Form at any other address or by any other means.
Privacy Statement
Personal information is collected on this form by CIS, as registrar for securities issuers (“the issuer”), for the purpose of maintaining registers of securityholders, facilitating distribution payments and other corporate actions and communications. Your personal information may be disclosed to our related bodies corporate, to external service companies such as print or mail service providers, or as otherwise required or permitted by law. If you would like details of your personal information held by CIS, or you would like to correct information that is inaccurate, incorrect or out of date, please contact CIS. In accordance with the Corporations Act 2001, you may be sent material (including marketing material) approved by the issuer in addition to general corporate communications. You may elect not to receive marketing material by contacting CIS. You can contact CIS using the details provided on the front of this form or E-mail [email protected]
If you have any enquiries concerning this form or your entitlement, please contact CIS on 1300 556 161.
This form may not be used to notify your change of address. For information, please contact CIS on 1300 556 161 or visit www.computershare.com (certificated/issuer sponsored holders only).
CHESS holders must contact their Controlling Participant to notify a change of address
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Payment Options:
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Biller Code: Ref No: Telephone & Internet Banking – BPAY
Call your bank, credit union or building society to make this payment from your cheque or savings account. More info: www.bpay.com.au
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By Mail Monax Mining Limited Computershare Investor Services Pty Limited GPO Box 2987 Adelaide, South Australia 5001 AUSTRALIA
monaX mininG limiteD acn 110 336 733 Share PurchaSe Plan – oFFer Document
| Share Purchase Plan (SPP) | The SPP provides eligible holders of shares in Monax Mining Limited (company) with the opportunity to acquire up to 16,824,457 additional shares in the Company (Shares). There is a maximum of approximately $3.7 million of Shares available under the SPP. Accordingly, applications will be accepted on a first come, first accepted basis, or scaled back on a pro-rata basis, as the Company’s directors decide. All offers are made on the same terms and conditions. |
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| eligibility | Registered holders of fully paid Shares at 5:00 pm (Adelaide time) on 4 April 2008 and having a registered address in either Australia or New Zealand are eligible to participate in the SPP (eligible Shareholders). |
| issue Price | The price per Share issued under the SPP will be 22 cents each. This price is approximately 20% lower than the daily volume weighted average price of Shares over the five ASX trading days up to and including 25 March 2008 (being the last day of trading before the SPP was announced). |
| amount to invest | You may apply under one of the alternatives below: 22,727 Shares at a total application price of $4,999.94; or • 11,363 Shares at a total application price of $2,499.86; or • 4,545 Shares at a total application price of $999.90. • |
| indicative timetable Subject to the_Corporations Act_ _2001_and the Listing Rules of ASX Limited, these dates may be varied by the directors without prior notice. |
Opening Date for receipt of Applications – 11 April 2008 Closing Date for receipt of Applications – 28 April 2008 Date of Issue of Shares – 6 May 2008 Anticipated Date of Quotation of Shares – 8 May 2008 |
| how to apply | If you wish to participate in the SPP you must complete the enclosed Application Form in accordance with the instructions on that Form and return it together with a cheque made payable to “Monax Mining Limited Share Purchase Plan” before the Closing Date. Alternatively, you can participate in the SPP using BPAY (refer to the reverse of the enclosed Application Form for further details). |
| rights attached to Shares | New Shares will rank equally with existing Shares on issue at the date of allotment. |
| transferring rights | The offer is non-renounceable meaning rights to take up Shares cannot be transferred. |
| What to do if you receive more than one application Form |
If you receive more than one Application Form, or if you hold Shares in more than one capacity, for example if you are both a sole and joint holder of Shares, you may only apply for a maximum of $5,000 worth of Shares under the SPP. |
| other terms, conditions and important notices |
Other terms, conditions and important notices relating to the SPP appear on the following page and should be read in full before applying for Shares. |
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monaX mininG limiteD acn 110 336 733 Share PurchaSe Plan – oFFer Document
other imPortant termS, conDitionS anD noticeS
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You should be aware that the market price of Shares may rise or fall before the Shares are allotted to you under the SPP; therefore, the issue price of Shares under the SPP may exceed or be less than the market price of Shares at the time of allotment to shareholders.
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Shareholders will be bound by the constitution of the Company and these terms and conditions by accepting the offer to acquire Shares under the SPP.
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The Company has a broad discretion to accept or reject your application to purchase Shares under the SPP, including (without limitation) if: your Application Form is incorrectly completed or incomplete or otherwise determined by the Company to be invalid; the cheque or money order that you enclose with the Application Form is not made out for the exact amount of the parcel of Shares that you have selected on the Application Form, is dishonoured or has not been completed correctly; or the Company believes that you are not an Eligible Shareholder.
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The Company may issue to any person fewer Shares than the person applied for under the SPP. No interest will be paid on any application money returned to you.
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Where a trustee or nominee is noted on the Company’s share register as holding Shares on behalf of another person ( Beneficiary ), the trustee or nominee may, in respect of each Beneficiary, apply for a maximum of $5,000 in Shares. If registered trustee or nominee holdings do not include a named Beneficiary, the maximum number of Shares the trustee or nominee may apply for will be to a value of $5,000.
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If you apply to participate in the SPP by completing and returning the Application Form or by using BPAY:
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6.1 your application, on these terms and conditions, will be irrevocable and unconditional (it cannot be withdrawn);
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6.2
- you acknowledge that you are an Eligible Shareholder;
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6.3 you certify that you have not applied for Shares with an aggregate application price in excess of $5,000 under the SPP and any similar arrangement in the 12 months prior to your application, even though you may have received more than one offer under the SPP or received offers in more than one capacity under the SPP;
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6.4 you acknowledge that you are lawfully permitted to accept the offer to acquire Shares under the SPP and participate in the SPP in accordance with the laws applicable in Australia and any other applicable laws in the jurisdiction in which you and/or the beneficial owner of your Shares are situated.
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The Company may modify or terminate the SPP at any time. The Company will notify ASX of any modification or termination of the SPP. The omission to give notice of any modification to, or termination of the SPP or the failure of ASX to receive such notice will not invalidate the termination or modification.
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The Company may, in any manner it thinks fit, settle any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the SPP, whether generally or in relation to any participant, application or Shares. The decision of the Company in this respect will be conclusive and binding on all shareholders and other persons to whom that determination relates.
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