AI assistant
First Graphene Ltd. — Regulatory Filings 2012
Jan 4, 2012
35640_rns_2012-01-04_c35d6ac3-43fb-4d01-bb3a-919d3373b4ca.pdf
Regulatory Filings
Open in viewerOpens in your device viewer
==> picture [107 x 75] intentionally omitted <==
==> picture [107 x 75] intentionally omitted <==
5 January 2012
ASX Limited Level 4, North Tower, Rialto 525 Collins Street MELBOURNE VIC 3000
Attention: Mr James Gerraty
ROBE AUSTRALIA LIMITED (‘THE COMPANY’): PRICE QUERY
I refer to the above and your letter dated 4 January 2012.
In order of the questions raised in your letter, I notify you of the following:
-
No.
-
N/a.
-
The Company announced on 5 December 2011 that the Board had agreed to exercise the option to acquire the Tsagaan Gol Project (EL10643X) ( Project ) in the GobiAltai Province in South-West Mongolia ( Option ). Pursuant to the terms of the Option, the Exercise Price in consideration for the sale and the purchase of the tenement as outlined above is:
-
the issuance of 100 million shares in Robe (pre-reconstruction); and
-
the payment of a further USD 400,000 in addition to the non-refundable option fee of USD 100,000 previously paid.
Settlement is subject to and conditional upon satisfaction of any conditions required by ASX including requirements under Chapters 1 and 2 of the ASX Listing Rules and compliance with ASX Listing Rules.
Settlement is also subject to and conditional upon Robe obtaining all necessary Shareholder and other approvals for the exercise of the Option and the transactions contemplated by the Option including but not limited to:
-
the issuance of the Consideration Shares totalling 100 million shares in Robe; and
-
any other approvals as may be reasonably necessary to implement the acquisition of the tenements (as outlined above) pursuant to the Option.
Level 2, 409 St Kilda Rd, Melbourne Vic 3004. ABN 50 007 870 760. Telephone: (03) 9820 2322. Fax: (03) 9820 2158
The Company has retained Mongolian Lawyers to assist with preparation of the requisite documentation required to complete the transaction and is currently finalizing the appointment of Independent Geologists and an Independent Accountant who are being commissioned to provide further Reports for distribution to shareholders.
Subject to receipt of the abovementioned Reports in a timely manner, the Company expects to hold a General Meeting in February 2012 to ratify the exercise of the Option.
Proposed changes to Robe Board
As a consequence of the Boards’ decision to exercise the Option, the Board has commenced seeking to identify suitable additional Board members with specific expertise in the resource sector. This is likely to entail changes to the existing Board structure in due course and include the appointment of exploration and mining industry professionals with appropriate Mongolian and coal mining expertise.
Proposed Capital Raising
The existing Project will require further capital to undertake an environmental impact assessment, scoping studies, hydrogeology studies and other feasibility studies given its very early stage exploration status.
The Company expects to raise approximately $2 million (which may be supplemented if further assets are identified for acquisition) to both meet the requirements of Chapters 1 and 2 of the Listing Rules and to fund further feasibility studies and drilling and will lodge a Prospectus in respect to this raising. Eligible Shareholders will be provided a Priority Offer in respect to the raising and existing Option Holders who will have no inherent right to participate in the Priority Offer will be notified of the raising and given time to exercise their options if they so choose.
The Company is in discussions with its advisors in relation to the terms of this raising.
- Yes, the Company is in compliance with the listing rules and, in particular, listing rule 3.1.
Yours sincerely,
==> picture [168 x 38] intentionally omitted <==
Peter Reilly Chairman Robe Australia Limited
Level 2, 409 St Kilda Rd, Melbourne Vic 3004. ABN 50 007 870 760. Telephone: (03) 9820 2322. Fax: (03) 9820 2158
==> picture [48 x 80] intentionally omitted <==
ASX Compliance Pty Limited ABN 26 087 780 489 Level 4 Rialto North Tower 525 Collins Street Melbourne VIC 3000
GPO Box 1784 Melbourne VIC 3001
4 January 2012
Mr Peter Bolitho Company Secretary Robe Australia Limited MELBOURNE
Telephone 61 3 9617 7842 Facsimile 61 3 9614 0303 www.asx.com.au
By email only
Dear Peter,
Robe Australia Limited (the “Company”)
RE: PRICE QUERY
We have noted a change in the price of the Company’s securities from $0.015 at the close of trade yesterday, to a high of $0.021 as at the time of writing today. We have also noted an increase in the volume of securities traded today.
In light of the price change and increase in volume, please respond to each of the following questions.
- Is the Company aware of any information concerning it that has not been announced which, if known, could be an explanation for recent trading in the securities of the Company?
Please note that as recent trading in the Company’s securities could indicate that information has ceased to be confidential, the Company is unable to rely on the exceptions to listing rule 3.1 contained in listing rule 3.1A when answering this question.
- If the answer to question 1 is yes, can an announcement be made immediately? If not, why not and when is it expected that an announcement will be made?
Please note, if the answer to question 1 is yes and an announcement cannot be made immediately, you need to contact us to discuss this and you need to consider a trading halt (see below).
-
Is there any other explanation that the Company may have for the price change and increase in volume in the securities of the Company?
-
Please confirm that the Company is in compliance with the listing rules and, in particular, listing rule 3.1.
Your response should be sent to me by return e-mail. 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 9:30 a.m. A.E.D.T Thursday, 5 January 2012.
Under listing rule 18.7A, a copy of this query and your response will be released to the market, so your response should be in a suitable form and separately address each of the questions asked. If you have any queries or concerns, 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 listing rule 3.1A.
In responding to this letter you should consult listing rule 3.1 and Guidance Note 8 – 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.
Trading halt
If you are unable to respond by the time requested, or if the answer to question 1 is yes and an announcement cannot be made immediately, you should consider a request for a trading halt in the Group’s securities. As set out in listing rule 17.1 and Guidance Note 16 – Trading Halts, we may grant a trading halt at your request. We may require the request to be in writing. We are not required to act on your request. You must tell us each of the following.
-
The reasons for the trading halt.
-
How long you want the trading halt to last.
-
The event you expect to happen that will end the trading halt.
-
That you are not aware of any reason why the trading halt should not be granted.
-
Any other information necessary to inform the market about the trading halt, or that we ask for.
The trading halt cannot extend past the commencement of normal trading on the second day after the day on which it is granted. If a trading halt is requested and granted and you are still unable to reply to this letter before the commencement of trading, suspension from quotation would normally be imposed by us from the commencement of trading if not previously requested by you. The same applies if you have requested a trading halt because you are unable to release information to the market, and are still unable to do so before the commencement of trading.
If you have any queries regarding any of the above, please let me know.
Yours sincerely
Sent by electronic means without signature
James Gerraty Manager Listings, Melbourne