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FIRST LITHIUM LIMITED Interim / Quarterly Report 2015

Jan 28, 2016

64921_rns_2016-01-28_ff926f99-8703-4a0d-940c-028cf2971d72.pdf

Interim / Quarterly Report

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LIMITED

ACN: 009 081 770

ASX ANNOUNCEMENT

29 JANUARY 2016

ACTIVITIES REPORT FOR THE QUARTER ENDED 31 DECEMBER 2015

Highlights

  • Binding Heads of Agreement signed to acquire Investia Technologies Pty Ltd; acquisition completed post quarter end

  • Prospectus offer closed oversubscribed, raising a total of $3,700,000

  • Shareholders approve change of company name from Advanced Engine Components Limited to Oookami Limited

  • Company re-admitted to Official List of ASX post quarter end

Ookami Limited (formerly Advanced Engine Components Limited) (ASX:OOK) provides the following update on the Company’s activities during the quarter ended 31 December 2015.

Acquisition of Investia Technologies Pty Ltd

As announced to ASX on 5 October 2015, the Company signed a binding Heads of Agreement to acquire Investia Technologies Pty Ltd ( Investia ), a software as a service ( SaaS ) & financial services platform.

It is intended that Investia be the first acquisition within the Ookami intellectual property portfolio of technology solutions; focussing in financial services, Big Data Analytics, application & communication software, SaaS and online social networking services. Investia’s proprietary financial services software platform provides Australian Financial Services Licence (AFSL) holders a streamlined total managed solution to capital raisings and distribution of public and private offerings and has unique Peer to Peer ( P2P ) community, Business to Business ( B2B ), and Data Collection & Analytics capabilities.

The acquisition of Investia was completed on 22 January 2016 and the Company issued 17,500,000 fully paid ordinary shares in Ookami at a deemed issue price of $0.02 each and 17,500,000 options (exercisable at $0.03 each, expiring three years from date of issue). All consideration securities will be subject to ASX escrow provisions.

The Company notes it will issue up to 32,500,000 deferred consideration shares on the following milestones being achieved:

  • 15,000,000 Shares at a deemed issue price of $0.02 per Share upon Investia achieving 25,000 registers users on the Investia Platform within 18 months of listing on the ASX (Milestone 1); and

  • 17,500,000 Shares at a deemed issue price of $0.02 per Share upon Investia achieving $25,000,000 total capital raised on the Investia Platform within 24 months from listing on the ASX.

108 Outram Street, West Perth, WA 6005 PO Box 1974, West Perth, WA 6872 Tel: (08) 9486 7244 Fax: (08) 9463 6373

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LIMITED
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Capital Raising

ACN: 009 081 770

On 23 November 2015, the Company lodged a Prospectus with ASIC for an offer of 185,000,000 Shares at an issue price of $0.02 per Share to raise $3,700,000 before costs ( Offer ). A supplementary Prospectus was lodged with ASIC on 27 November 2015. The Offer closed oversubscribed on 24 December 2015 and the Offer securities were subsequently issued on 22 January 2016 (see below).

Re-admission to Official List of ASX

The Company is working to satisfy ASX requirements for re-admission to the Official List following a change in nature and scale of the Company’s activities and anticipates re-commencing trading in February 2016.

Corporate

On 27 October 2015, Mr Peter Wall and Mr Chris Ntoumenopoulos were appointed as non-executive Directors of the Company and Mr Nicholas Young resigned as Director. Subsequently, on 26 November 2015, Mr Ntoumenopolous resigned as non-executive Director for personal reasons.

On 22 January 2016, the Company issued the following securities pursuant to the Prospectus and in conjunction with re-admission to the Official List of ASX:

  • 185,000,000 Shares at an issue price of $0.02 per Share to raise $3,700,000 before costs;

  • 25,000,000 unlisted Options to brokers and corporate advisers in consideration for capital raising services provided to the Company;

  • 15,000,000 Shares in satisfaction of funds advanced under existing Convertible Loan Agreements

  • 36,000,000 Performance Rights to Directors and former Directors, as approved by shareholders on 24 December 2015.

For further information, please contact: Shannon Coates Tel: (08) 9322 1587

108 Outram Street, West Perth, WA 6005 PO Box 1974, West Perth, WA 6872 Tel: (08) 9486 7244 Fax: (08) 9463 6373

Rule 4.7b

Appendix 4C

Quarterly report for entities admitted on the basis of commitments

Introduced 31/03/00 Amended 30/09/01, 24/10/05, 17/12/10

Name of entity

Name of entity Name of entity Name of entity
OOKAMI LIMITED (FORMERLY ADVANCED ENGINE COMPONENTS LIMITED) (OOK)
ABN
67 009 081 770
Consolidated statement of cash flows
Quarter ended (“current quarter”)
31 December 2015
Cash flows related to operating activities
1.1
Receipts from product sales and related debtors
1.2
Payments for:
(a) staff costs
(b) research & development
(c) leased assets
(d) other working capital
1.3
Dividends received
1.4
Interest and other items of a similar nature received
1.5
Interest and other costs of finance paid
1.6
Income taxes paid
1.7
Other – DOCA Payment
Net Operating Cash Flows
Current
quarter
$A’000
Year to date
(6 Months)
$A’000
-
-
-
-
(115)
-
-
-
-
(130)
-
-
-
-
(115)
-
-
-
-
(130)
(245) (245)
Cash flows related to investing activities
1.8
Payment for acquisition of :
(a) businesses
(b) equity investments
(c) other non-current assets
1.9
Proceeds from disposal of:
(a) businesses
(b) equity investments
(c) other non-current assets
1.10
Loans to other entities
1.11
Loans repaid by other entities
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Appendix 4C Quarterly report for entities admitted on the basis of commitments

Net Investing Cash Flows - -
1.13
Total operatingand investingcash flows(brought forward)
(245) (245)
Cash flows related to financing activities
1.14
Proceeds from issues of shares, options, etc
1.15
Payments for capital raisings costs – ASX Fees
1.16
Proceeds from borrowings
1.17
Repayment of borrowings
1.18
Dividends paid
1.19
Funds held in Trust – Share Issue
Net financing cash flows
-
(43)
300
-
-
3,700
-
(43)
300
-
-
3,700
3,957 3,957
Net increase (decrease) in cash held
1.20
Cash at beginning of quarter/year to date
1.21
Exchange rate adjustments to item 1.20
1.22
Cash at end ofquarter
3,712
-
-
3,712
-
-
3,712 3,712

Payments to directors of the entity and associates of the directors Payments to related entities of the entity and associates of the related entities

1.23
1.24
Aggregate amount of payments to the parties included in item 1.2 and 1.15
Aggregate amount of loans to theparties included in item 1.10
Current quarter
$A'000
120
-
1.25 Explanation necessaryfor an understandingof the transactions
Payment to related parties relate to reimbursement of payment for expenses including:
- Listing Fees
- Payment to ASIC
- DOCA Settlement

Non-cash financing and investing activities

  • 2.1 Details of financing and investing transactions which have had a material effect on consolidated assets and liabilities but did not involve cash flows

Nil

  • 2.2 Details of outlays made by other entities to establish or increase their share in projects in which the reporting entity has an interest

Nil

Financing facilities available

Add notes as necessary for an understanding of the position.

3.1
Loan facilities – Convertible Notes
3.2
Credit standby arrangements
Amount available
$A’000
Amount used
$A’000
- 300
- -

Reconciliation of cash

Reconciliation of cash
Reconciliation of cash at the end of the quarter (as shown in the
consolidated statement of cash flows) to the related items in the
accounts is as follows.
Current quarter
$A’000
Previous quarter
$A’000
4.1
Cash on hand and at bank
4.2
Deposits at call
4.3
Bank overdraft
4.4
Other(provide details)– Funds Held in Trust
12 -
- -
- -
3,700 -
Total: cash at end ofquarter(item 1.22) 3,712 -

Acquistions and disposal of business entities

5.1
Name of entity
5.2
Place of incorporation
or registration
5.3
Consideration for
acquisition or disposal
5.4
Total net assets
5.5
Nature of business
Acquisitions
(Item 1.9(a))
Disposals
(Item 1.10(a))

Appendix 4C Quarterly report for entities admitted on the basis of commitments

Compliance statement

  • 1 This statement has been prepared under accounting policies which comply with accounting standards as defined in the Corporations Act or other standards acceptable to ASX.

  • 2 This statement does give a true and fair view of the matters disclosed.

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Signed: Dated: 29 January 2016

Company Secretary

Print name: SHANNON COATES

Notes

  • 1 The quarterly report provides a basis for informing the market how the entity’s activities have been financed for the past quarter and the effect on its cash position. An entity wanting to disclose additional information is encouraged to do so, in a note or notes attached to this report.

  • 2 The definitions in, and provisions of, AASB 107: Statement of Cash Flows apply to this report except for any additional disclosure requirements requested by AASB 107 that are not already itemised in this report.

  • 3 Accounting Standards. ASX will accept, for example, the use of International Financial Reporting Standards for foreign entities. If the standards used do not address a topic, the Australian standard on that topic (if any) must be complied with.

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