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First Graphene Ltd. — Capital/Financing Update 2011
May 10, 2011
35640_rns_2011-05-10_1f7a01f4-ae74-464e-b12b-ebd0d23ee295.pdf
Capital/Financing Update
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11 May 2011
The Manager Company Announcements Office ASX Limited Level 45, South Tower, Rialto 525 Collins Street MELBOURNE VIC 3000
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ABN 50 007 870 760
C/-Salmon Giles Pty Ltd Level 2 409 St Kilda Rd Melbourne VIC 3004
T (03) 9820 2322 F (03) 9820 2158
UNDERWRITING AND PLACEMENT AGREEMENT
The Board of Robe Australia Limited ( Robe ) is pleased to announce that it has executed an Underwriting and Placement Agreement with Cunningham Peterson Sharbanee Securities Pty Ltd ( CPS ).
Pursuant to our announcement on 12 April 2011, CPS will place 100 million Fully Paid Ordinary Shares at $0.005 per Share with a 1:1 free attaching Option with an exercise price of 1 cent on or before 31 December 2014 ( Placement ).
In respect to the Placement, CPS or its clients have subscribed for 25 million Shares at an issue price of $0.005 per Share raising $125,000 as announced on 19 April 2011.
Pursuant to ASX Listing Rules, the Company will call a General Meeting in order that Shareholders ratify the remaining Placement of 75 million Shares at $0.005 per Share and the 1:1 free attaching Option in respect to 100 million Shares that will have been placed. It is proposed that a General Meeting will be held in mid June 2011.
In addition, the Company will shortly dispatch a Prospectus to Shareholders in relation to the proposed Rights Issue.
It is proposed that the Shares that are the subject of the Placement will participate in the Rights Issue.
The Placement will raise $500,000 and additionally, the Rights Issue will raise approximately a further $900,000 (before costs).
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The Board notes that the Underwriting Agreement is on arms length commercial terms providing for a 1% management fee and a 5% underwriting fee in respect to the underwritten Rights Issue. The Board also notes, that in the event that Shareholders determine not to approve resolutions at the General Meeting in respect to the issuance of a further 75 million Shares pursuant to the Placement and the attaching 1:1 free Options exercisable at 1 cent on or before 31 December 2014, CPS may, in its absolute discretion, withdraw from the Underwriting Agreement.
Yours faithfully
Peter Reilly Chairman
X:\CLIENTS\SG CORPORATE CLIENTS\T13 - Tollhurst\ASX Announcement - Underwriting and Placement Agreement.doc