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GREEN360 TECHNOLOGIES LIMITED — Capital/Financing Update 2022
Mar 20, 2022
65020_rns_2022-03-20_a849f6f8-c32f-4f25-91c6-82e4d9a83867.pdf
Capital/Financing Update
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16 March 2022
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Dear Shareholder,
Suvo Strategic Minerals Limited - Securities Purchase Plan
On behalf of the Board of Suvo Strategic Minerals Limited (ACN 140 316 463) ( Company ), I am pleased to offer you the opportunity to subscribe for additional fully paid ordinary shares in the Company ( Shares ) under a securities purchase plan ( Offer ).
The Company is offering eligible Shareholders, at the record date of 4 March 2022, the opportunity under the Offer to acquire from A$2,500 (minimum) to A$30,000 (maximum) worth of Shares at an issue price of $0.085 per Share. The issue price represents a 12.5% discount to the volume weighted average market price of Shares over the last five days on which sales of Shares were recorded on the Australian Securities Exchange ( ASX ) immediately prior to the announcement of the Offer. Investors under the Offer will be invited to apply for one free attaching option for every three Shares subscribed for in the Offer, with each option having an exercise price of $0.15 each, exercisable on or before 30 June 2023 ( SPP Options ). The SPP Options will be offered under a separate Options offer prospectus ( Options Prospectus ) which will also be sent to participants in the Placement (defined below).
Shareholders will be eligible to participate in the Offer if they have a registered address in Australia or New Zealand as at 5.00pm (AWST) on 4 March 2022. By subscribing for Securities under any of the Offers you are representing that you are purchasing as principal and are resident in Australia or are a New Zealand resident that is eligible to participate in the Offers as set forth herein.
As announced on 7 March 2022, the Offer will follow a placement to raise up to $7,500,000 (before costs) at the same issue price as the Offer ( Placement ). All Placement investors will receive one free attaching option for every three Shares subscribed in the Placement, with each option having an exercise price of $0.15 each, exercisable on or before 30 June 2023 ( Placement Options ).
Amounts raised will be primarily used to fund the expansion of the Pittong hydrous kaolin plant and also to fast track the advancement of project studies on the Company’s Western Australian kaolin and silica sand assets.
Applications for New Shares under the Offer will be made on the enclosed Application Form. The Offer of Shares under the Offer is made in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 and therefore does not require a prospectus for the purposes of Chapter 6D of the Corporations Act. The Company intends to prepare the Options Prospectus in respect of the issue of the SPP Options and Placement Options.
If you wish to subscribe for SPP Options you will be required to complete and return a valid SPP Options Application Form, which will be attached to the Options Prospectus.
Important Information
The Offer is governed by the enclosed terms and conditions. The Board urges you to read these terms and conditions carefully and in their entirety before deciding whether to participate in the Offer.
If you are uncertain whether Shares are a suitable investment for you, you should consult your financial or other professional adviser. The Board recommends that you obtain your own financial
hamiltonlocke.com.au Level 42, Australia Square, 264 George Street [email protected] Sydney NSW 2000
Hamilton Locke Pty Ltd ACN 621 047 247 Liability limited by a scheme approved under Professional Standards Legislation.
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advice in relation to the Offer and consider price movements of Shares in the Company prior to electing to participate in the Offer.
Enquiries
If you have any enquiries in relation to your Application Form or the Offer, please contact Automic Group on 1300 288 664 (within Australia) or +61 (2) 9698 5414 outside of Australia.
Yours faithfully
Henk Ludik Non Executive Chairman Suvo Strategic Minerals Limited
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SUVO STRATEGIC MINERALS LIMITED (ACN 140 316 463)
SECURITIES PURCHASE PLAN TERMS AND CONDITIONS
This is the terms and conditions of the Suvo Strategic Minerals Limited (ACN 140 316 463) ( Company ) 2022 Securities Purchase Plan ( Offer ) and are binding on any Shareholder providing a completed Securities Purchase Plan Application Form to the Company.
1. Offer
The Offer is an invitation to apply for fully paid ordinary shares ( Shares ) up to a maximum subscription of A$30,000 at an issue price of $0.085 per Share ( New Shares ) ( Offer ).
The Offer to each eligible Shareholder is made on the same terms and conditions.
The Offer is non-renounceable.
The Offer is not underwritten.
2. Eligibility
You are eligible to apply for New Shares ( Eligible Shareholder ) if:
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(a) your registered address in the Company’s register of members is in Australia or New Zealand; and
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(b) you were registered as a holder of Shares as at 5.00pm (AWST) on 4 March 2022.
By subscribing for New Shares under the Offer you are representing that you are purchasing as principal and are resident in Australia or are a New Zealand resident that is eligible to participate in the Offer as set forth herein.
3. Issue Price
The issue price for each New Share under the Offer is $0.085 per Share ( Issue Price ).
In accordance with the requirements of ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 , the Company notes the following:
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(a) On the last trading day immediately prior to the announcement date of the Offer, the closing price of the Shares traded on the Australian Securities Exchange ( ASX ) was A$0.098 per Share. The Issue Price is a 13.3% discount to that closing price. The issue price of $0.085 per share is an 11% discount on the 15 day volume weighted average price ( VWAP ) of $0.096 and a 12.5% discount on the 5 day VWAP of $0.097.
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(b) The market price of Shares may rise and fall between the date of the Offer and the date that any Shares are issued under the Offer.
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(c) By making an application under this Offer, each Eligible Shareholder will be acknowledging that although the Issue Price is at a discount to the closing price specified above, Shares are a speculative investment and the price of Shares on ASX may change between the date of the Company announcing its intention to make the Offer and the date of issue of Shares under that Offer and that the value of the Shares received under the Offer may rise or fall accordingly.
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In accordance with ASX Listing Rule 7.2 Exception 5, the Issue Price is equal to or greater than 80% of the volume weighted average price for the 5 days in which trading in the Shares occurred before the date of the announcement of the Offer.
The Board recommends that you obtain your own financial and taxation advice in relation to the Offer and consider price movements of Shares in the Company prior to making an application under this Offer.
4. Number of New Shares
4.1 Application amount
If you are an Eligible Shareholder, you can apply for up to a maximum of A$30,000 worth of New Shares. Eligible Shareholders can select one of the following alternatives:
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Offer Value Number of New Shares
A A$2,500 29,411
B A$5,000 58,824
C A$7,500 88,235
D A$10,000 117,647
E A$15,000 176,471
F A$20,000 235,294
G A$30,000 352,941
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4.2 A$30,000 maximum
The total costs of New Shares purchased by each Eligible Shareholder (including through joint holding/s, multiple accounts or any holding in which they have a beneficial interest/s) must not exceed A$30,000.
The Company reserves the right to issue to an Eligible Shareholder fewer New Shares than the number specified in an Application Form for whatever reason, including to avoid the possible subscription of over A$30,000 worth of New Shares by a holder through multiple applications or joint holdings.
No fractions of New Shares will be issued and fractions of Shares will be rounded down to the nearest whole number.
4.3 Maximum number of New Shares to be issued
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(a) ASX Listing Rules limitation : In accordance with ASX Listing Rule 7.2 Exception 5, the total number of New Shares under the Offer must not exceed 30% of the number of Shares currently on issue.
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(b) Discretionary limitation : It is presently intended that a maximum of 23,529,412 Shares will be issued pursuant to the Offer, which would raise a maximum of approximately $2,000,000 before costs. If required, applications will be scaled back on a pro-rata basis, having regard to the applicants' Share holding on the Record Date. The Board presently intends that the Offer will close after the maximum amount has been raised.
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- (c) Board discretion : The Board reserves its right to reject or scale back any applications in whole or in part. The Board reserves absolute discretion regarding the final amount raised under the Offer (subject to the requirements of ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 and the ASX Listing Rules). If there is a rejection or scale back, your application monies may be greater than the value of New Shares issued to you under the Offer, in which case the excess application monies will be refunded to you, without interest.
5. Participation costs
You must pay the Issue Price per New Share and any fees or charges incurred by you in completing the Application Form, for example, bank fees or fees of professional advisors. No commission is payable by the Company on the issue of the New Shares and no brokerage applies.
6. Allotment of New Shares
Subject to these terms and conditions, the New Shares will be allotted as soon as possible after the Offer closing date. The Company will send or cause to be sent to you a holding statement in due course.
7. Payment for New Shares
All amounts in this Offer are expressed in Australian dollars. You must pay for the New Shares by BPay® (Australian shareholders only) or via Electronic Funds Transfer ( EFT ) (Australian and New Zealand shareholders) following the instructions on the Application Form.
You may apply for New Shares:
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(a) by making payment via EFT (Australian and New Zealand shareholders) in accordance with the instructions on the Application Form; if you have opted for electronic communications you will receive a link to the Application Form via email.
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(b) by making a BPAY® payment (for Australian shareholders only) using the customer reference number shown on your Application Form, in which case you do not need to return your Application Form. If you make a payment by BPAY® and the Company receives an amount that is less than the whole amount for which Shares may be applied the Company reserves the right to return your monies (in which case you will receive no New Shares) or issue you a lesser number of New Shares and (if necessary) return a portion of your funds. No interest will be paid on money returned.
Any amount not applied to your application will be refunded without interest.
Please do not forward cash. Receipts for payment will not be issued. Payments must be received by 5.00pm (AWST) on 8 April 2022. Payments received after that time will not be accepted.
If paying via BPAY®, Applicants should be aware that their own financial institution may implement earlier cut off times with regards to electronic payment and it is the responsibility of the Applicant to ensure that funds are received through BPAY® by the Closing Date.
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8. Risk
New Shares are a speculative investment and the market price may change between the dates you apply for New Shares and the issue of New Shares to you. Accordingly, the value of New Shares applied for may rise or fall.
This Offer is not a prospectus and does not require the types of disclosures required under the Corporations Act for a disclosure document. You must rely on your own knowledge of the Company, previous disclosures made by the Company to ASX, and, if necessary, consult your professional advisor when deciding whether or not to participate in the Offer.
9. Privacy
By receiving completed Application Forms, the Company collects personal information about Shareholders. The Company will use this information for the purposes of processing the Application Form and updating the records of the Company. Unless required by the law, the Company will not disclose the personal information for another purpose without the consent of the Shareholder. Except as stated by the law, Shareholders are able to access, upon request, their personal information held by the Company. For further information about how we manage your personal information or if you wish to obtain a copy of the Company’s Privacy policy, please contact us.
10. Use of funds
The Board presently intends that the funds raised from the Offer will be applied towards:
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(a) expansion of the Pittong hydrous kaolin plant;
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(b) fast tracking the completion of project studies on the Company’s Western Australian kaolin and silica sand assets;
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(c) corporate, employee and administrative costs;
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(d) costs of the Offers; and
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(e) general working capital.
As with any intended budget or use of funds, this is a statement of current intentions as at the date of this Offer. Intervening events and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way the funds are applied on this basis.
11. Important Dates
The important dates in relation to this Offer are summarised below.
| Record Date (5.00pm AWST) | 4 March 2022 |
|---|---|
| Announcement of Offer | 7 March 2022 |
| Despatch of SPP Offer Booklet | 17 March 2022 |
| Opening date of SPP | 18 March 2022 |
| Offer closing date (5.00pm AWST) | 8 April 2022 |
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Announcement of results of Offer 11 April 2022
Issue of New Shares 12 April 2022
Commencement of trading of New Shares 13 April 2022
Despatch of Options Prospectus 13 April 2022
Options Offer Opening Date 14 April 2022
Options Offer Closing Date (5.00pm AWST) 25 April 2022
Issue of SPP Options 26 April 2022
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These above dates are indicative only. The Company may vary the dates and times of the Offer by lodging a revised notice with ASX.
The Closing Date may be earlier than specified and particularly so if applications have been received for the maximum subscription amount.
12. Joint holders
If you are a joint holder of existing Shares, you are taken to be a single registered holder of existing Shares for the purposes of determining whether you are an Eligible Shareholder and joint holders are entitled to participate in the Offer in respect of that single holding only.
13. Custodians, trustees and nominees
13.1 Custodians
If you are an Eligible Shareholder and hold Shares as a custodian (as defined in ASIC Corporations ( Share and Interest Purchase Plans ) Instrument 2019/547 (refer below) ( Custodian ) or in any more specific ASIC relief granted to the Company in relation to the Offer), you may apply for up to A$30,000 worth of New Shares for each beneficiary for whom you act as custodian provided you complete and submit, together with an Application Form, a certificate ( Custodian Certificate ) with the following information:
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(a) that you held Shares on behalf of:
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(i) one or more other persons that are not custodians; and/or
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(ii) another custodian ( Downstream Custodian ) that holds beneficial interests in Shares on behalf of one or more other persons to which those beneficial interests relate,
(each a Participating Beneficiary ) at the Record Date who have subsequently instructed you, and/or the Downstream Custodian, to apply for New Shares under the Offer on their behalf;
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(b) the number of Participating Beneficiaries and their names and addresses;
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(c)
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the number of Shares that you hold on behalf of each Participating Beneficiary;
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(d) the number or dollar amount of Shares that each Participating Beneficiary has instructed you, either directly or indirectly through a Downstream Custodian, to apply for on their behalf;
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(e) that the Issue Price for New Shares applied under the Offer for each Participating Beneficiary for whom you act in addition to the application price for any other Shares issued to you as custodian (as a result of instruction given to you as Custodian or a Downstream Custodian) for that Participating Beneficiary under any arrangement similar to the Offer in the prior 12 months does not exceed A$30,000;
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(f) that a copy of the written offer document was given to each Participating Beneficiary; and
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(g) where you hold Shares on behalf of a Participating Beneficiary indirectly, through one or more Downstream Custodians, the name and address of each Downstream Custodian.
Custodian Certificates must be submitted to [email protected].
For the purposes of ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 you are a ‘Custodian’ if you provide a custodial or depository service in relation to shares of a body or interests in a registered scheme and who:
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(a) holds an Australian financial services licence covering the provision of a custodial or depository service;
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(b) is exempt from the requirement to hold an Australian financial services licence covering the provision of a custodial or depository service;
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(c) holds an Australian financial services licence covering the operation an IDPS or is a responsible entity of an IDPS-like scheme;
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(d) is a trustee of a self-managed superannuation fund or a superannuation master trust; or
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(e) is a registered holder of shares or interests in the class and is noted on the register of members of the body or scheme as holding the shares or interests on account of another person.
If you hold Shares as a trustee or nominee for another person or persons but are not a Custodian as defined above, you cannot participate for beneficiaries in the manner described above. In this case, the rules for multiple single holdings (see paragraph 4.2 above) apply.
Custodians should request a Custodian Certificate when making an application on behalf of Participating Beneficiaries. To request a Custodian Certificate and if you would like further information on how to apply, you should contact the Company’s Share Registry at any time from 8.30am to 5.00pm (AWST time) Monday to Friday during the Offer period.
The Company reserves the right to reject any application for New Shares to the extent it considers that the application (whether alone or in conjunction with other applications) does not comply with these requirements. The Company reserves the right to reject applications in accordance with these Terms and Conditions.
14. Foreign offering restrictions
14.1 Distribution
This document does not constitute an offer of the New Shares in any jurisdiction in which it would be unlawful, and has been prepared for distribution in Australia and New Zealand only and may not be released or distributed elsewhere.
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14.2 New Zealand
The New Shares are not being offered or sold to the public within New Zealand other than to existing Shareholders of the Company with registered addresses in New Zealand to whom the offer of New Shares is being made in reliance on the Financial Markets Conduct Act 2013 and the Financial Markets Conduct (Incidental Offers) Exemption Notice 2016 . This document has not been registered, filed with or approved by any New Zealand regulatory authority. This document is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.
14.3 Custodians
The Company is not required to determine, and will not determine, the identity or residence of any beneficial owners of Shares. Each Custodian will need to determine for itself whether its beneficiaries are Eligible Beneficiaries.
15. No Financial Advice
This document does not provide financial advice and has been prepared without taking account of any person’s investment objectives, financial situation or particular needs. You should consider the appropriateness of participating in the Offer having regard to your investment objectives, financial situation or particular needs. Shareholders should seek independent financial and taxation advice before making any investment decision in relation to these matters.
16. Acknowledgement
By making payment via BPay® (Australian shareholders only) or EFT (Australian and New Zealand shareholders), you:
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(a) irrevocably and unconditionally agree to the terms and conditions of the Offer and the terms and conditions of the Application Form and agree not to do any act or thing that would be contrary to the spirit, intention or purpose of the Offer;
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(b) you acknowledge and agree that no offer of SPP Options is made pursuant to the attached Application Form. You agree to irrevocably and unconditionally appoint the Company, its directors and company secretary ( Attorneys ) as your attorneys and representatives with full authority to act on your behalf and to do anything they consider to be necessary, convenient or appropriate in connection with you applying for free attaching SPP Options, including signing any document under your name, and you agree to be bound by the actions of the Attorneys;
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(c) warrant that all details and statements in your application are true and complete and not misleading;
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(d) agree that your application will be irrevocable and unconditional (that is, it cannot be withdrawn even if the market price of the New Shares is less than the Issue Price);
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(e) warrant that you are an Eligible Shareholder and are eligible to participate in the Offer;
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(f) acknowledge that no interest will be paid on any application monies held pending the issue of New Shares under the Offer or subsequently refunded to you for any reason;
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(g) acknowledge that the Company and its officers and agents, are not liable for any consequences of the exercise or non-exercise of its discretions referred to in these terms and conditions;
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(h) if you are applying on your own behalf (and not as a Custodian), acknowledge and agree that:
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(i) you are not applying for New Shares with an application price of more than A$30,000 under the Offer (including by instructing a Custodian to acquire New Shares on your behalf under the Offer); and
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(ii) the total of the application price for the following does not exceed A$30,000:
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(A) the New Shares the subject of the application;
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(B) any other Shares issued to you under the Offer or any similar arrangement in the 12 months before the application (excluding Shares applied for but not issued);
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(C) any other New Shares which you have instructed a Custodian to acquire on your behalf under the Offer; and
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(D) any other Shares issued to a Custodian in the 12 months before the application as a result of an instruction given by you to the Custodian to apply for Shares on your behalf under an arrangement similar to the Offer;
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(i) if you are a Custodian and are applying on behalf of a Participating Beneficiary on whose behalf you hold Shares, acknowledge and agree that:
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(i) you are a Custodian (defined above);
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(ii) you hold Shares (directly or indirectly) on behalf of one or more Participating Beneficiaries;
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(iii) you held Shares on behalf of the Participating Beneficiary as at the Record Date who has instructed you to apply for New Shares on their behalf under the Offer;
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(iv) each Participating Beneficiary on whose behalf you are applying for New Shares has been given a copy of this document;
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(v) the application price for the New Shares applied for on behalf of the Participating Beneficiary, and any other Shares applied for on their behalf under a similar arrangement in the previous 12 months (excluding Shares applied for but not issued), does not exceed A$30,000; and
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(vi) the information in the Custodian Certificate submitted with your Application Form is true, correct and not misleading;
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(j) agree to be bound by the constitution of the Company (as amended from time to time);
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(k) acknowledge that none of the Company, its advisers or agents, has provided you with any financial product or investment advice or taxation advice in relation to the Offer, or has any obligation to provide such advice;
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(l) authorise the Company, and its officers and agents, to correct minor or easily rectified errors in, or omissions from, your Application Form and to complete the Application Form by the insertion of any missing minor detail and
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(m) have not distributed this document or any other documents relating to the Offer to, any person in the United States. Failure to comply with these restrictions may result in violations of applicable securities laws.
17. Additional provisions
17.1 Amendments
The Company may amend the terms of the Offer at any time. Any material amendments will be announced to the ASX.
17.2 Termination
The Company may terminate or otherwise withdraw the Offer at any time. Any termination or withdrawal will be announced to the ASX, and any application monies received will be refunded without interest.
17.3 Interpretation
The Company may act or omit to act in relation to the Offer (including applying the terms of the Offer) in its absolute discretion. The Company may settle any difficulty of question of fact or interpretation in relation to the Offer in any matter it thinks fit, whether generally or in relation to any participant, application or Share. The Company's decision will be conclusive and binding. The Company reserves the right to waive strict compliance with the terms of the Offer. The Board or any delegate may exercise the powers of the Company under the terms of the Offer.
SUVO STRATEGIC MINERALS LIMITED | ACN 140 316 463
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[EntityRegistrationDetailsLine1Envelope] [EntityRegistrationDetailsLine2Envelope] [EntityRegistrationDetailsLine3Envelope] [EntityRegistrationDetailsLine4Envelope] [EntityRegistrationDetailsLine5Envelope] [EntityRegistrationDetailsLine6Envelope]
All Registry Communication to:
GPO Box 5193, Sydney NSW 2001 1300 288 664 (within Australia) +61 2 9698 5414 (international) [email protected] www.automicgroup.com.au
SRN/HIN: [HolderNumberMasked]
ASX Code: SUV
Record Date: 5:00pm (AWST), 4 March 2022
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SHARE PURCHASE PLAN APPLICATION FORM
IMPORTANT: OFFER CLOSES 5:00PM (AWST) ON FRIDAY, 8 APRIL 2022 (UNLESS VARIED)
1: SUBSCRIPTION
This Offer entitles each Eligible Shareholder in Suvo Strategic Minerals Limited (ASX: SUV) ( SUV or the Company ) to subscribe through the Company’s Share Purchase Plan ( SPP ) for a maximum of $30,000 worth of fully paid ordinary shares in the Company ( New Shares ). The SPP is open to all shareholders recorded as holding fully paid ordinary shares ( Shares ) on the Company’s Register as at the Record Date with a registered address in Australia or New Zealand. The issue price of the New Shares is $0.085 ( Price ). Eligible Shareholders may subscribe for any one of the following parcels ( subject to a maximum band or any scale back ) described below by paying the applicable Subscription Amount in accordance with the payment instructions in section 2 of this Application Form:
| Application Amount | Number of New Shares | |
|---|---|---|
| Offer A | $2,500 | 29,411 |
| Offer B | $5,000 | 58,824 |
| Offer C | $7,500 | 88,235 |
| Offer D | $10,000 | 117,647 |
| Offer E | $15,000 | 176,471 |
| Offer F | $20,000 | 235,294 |
| Offer G | $30,000 | 352,941 |
No fractions of Shares will be issued. Any fraction of a Share will be rounded down to the nearest whole number of Shares (where applicable).
2: PAYMENT - You can pay either by BPAY® or Electronic Funds Transfer “EFT”
Payment under the Share Purchase Plan can only be made by BPAY® or EFT.
Option A – BPAY® Option B – Electronic Funds Transfer (EFT)
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Biller Code: TBC
Ref No: [BPayCRN]
Contact your financial institution to make your payment from your cheque or savings account.
Note: You do not need to return this form if you have made payment via BPAY® or EFT. Your BPAY® reference number or unique reference number will process your payment for your application for New Shares electronically.
The unique Payment Reference which has been assigned to your Application is: [HolderId]-[CAId]-SUV Funds are to be deposited directly to following bank account: Account name: Automic Pty Ltd Account BSB: TBC Account number: TBC Swift Code: WPACAU2S IMPORTANT: You must quote your unique payment reference as your payment reference/description when processing your EFT payment. Failure to do so may result in your funds not being allocated to your application and shares subsequently not issued.
3: Elect to receive email communication
Return to Automic Group by email to [email protected]
Telephone Number Contact Name (PLEASE PRINT) SUV[HolderId] ( ) Please insert your email address if you wish to elect to be an e-Shareholder, and you consent to receiving communications from the Share Registry
INSTRUCTIONS FOR COMPLETION OF THIS FORM
The right to participate in the SPP is optional and is offered exclusively to all Shareholders (including Custodians) who are registered as holders of fully paid ordinary shares in the capital of the Company on the Record Date with a registered address in Australia or New Zealand ( Eligible Shareholders ).
If the Company rejects or scales-back an application or purported application, or shareholder approval is not received for the issue of the New Shares, the Company will return to the Shareholder the relevant Application Monies, without interest.
HOW TO APPLY FOR SHARES UNDER THE SPP
1 Subscription
As an Eligible Shareholder, you can apply for up to a maximum of $30,000 worth of Shares. Eligible Shareholders can select one of the parcels prescribed overleaf. In order to comply with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547, the maximum value of Shares each Eligible Shareholder (irrespective of the size of their shareholding) may apply for under this Offer is $30,000 (including through joint holding(s), multiple share accounts or any holding in which they have a beneficial interest/s). This limit will apply even if you receive more than one offer from the Company (for example, because you are a joint holder of Shares or because you hold more than one shareholding under separate share accounts).
If the Company receives an amount that does not equal one of the amounts specified overleaf the Company may accept the payment at their discretion and refund any excess Application Money (without interest) to the Eligible Shareholder. If the Company receives a subscription of over $30,000 worth of Shares by an Eligible Shareholder through multiple applications or joint holdings, the Company may refund any excess Application Money (without interest) to the Eligible Shareholder.
Any application made under the SPP Offer is not guaranteed to result in the Eligible Shareholder receiving any Shares that have been applied for. Applications may be scaled back at the absolute discretion of the Company.
2 Payment
By making a payment via BPAY or EFT, you agree that it is your responsibility to ensure that funds are submitted correctly and received by Automic Share Registry by the closing date and time. Payment must be received by the Share Registry by 5:00pm (AWST) on Friday, 8 April 2022.
It is your responsibility to ensure your CRN or unique Payment Reference is quoted, as per the instructions in Section 2. If you fail to quote your CRN or unique Payment Reference correctly, Automic may be unable to allocate or refund your payment. If you need assistance, please contact Automic.
Payment by BPAY®: You can make a payment via BPAY® if you are the holder of an account with an Australian financial institution that supports BPAY® transactions. To BPAY® this payment via internet or telephone banking use your reference number on this Form. Multiple acceptances must be paid separately.
Payment by EFT: You can make a payment via Electronic Funds Transfer “EFT”. Multiple acceptances must be paid separately. Please use your unique reference on this Form. This will ensure your payment is processed correctly to your application electronically.
If you make a payment by BPAY® or EFT and the Company receives an amount which is not equal to either $2,500, $5,000, $7,500, $10,000, $15,000, $20,000 or $30,000 the Company may accept the payment at their discretion. Your payment must be for a minimum of $2,500.
Applicants should be aware of Automic’s financial institution’s cut off-time, their own financial institution’s cut-off time and associated fees with processing a funds transfer. It is the Applicant’s responsibility to ensure funds are submitted correctly by the closing date and time, including taking into account any delay that may occur as a result of payments being made after 5pm (AEST) and/or on a day that is not a business day (payment must be made to be processed overnight). You do not need to return this Form if you have made payment via BPAY® or EFT. Your reference number will process your payment to your application electronically and you will be deemed to have applied for such shares for which you have paid.
3 Contact Details - Elect to receive email communication
As a valued shareholder in Suvo Strategic Minerals Limited the Company encourages shareholders to elect to receive their shareholder communications electronically. This will ensure you receive all future important shareholder communications in a faster and more secure way and reduce the environmental footprint of printing and mailing.
IMPORTANT INFORMATION
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This is an important document which requires your immediate attention. If you are in any doubt as to how to deal with this Application Form, please consult a professional adviser.
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If you do not wish to purchase Shares under the SPP, there is no need to take action.
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Please ensure you have read and understood the terms and conditions of the SPP in the Offer Booklet accompanying this Application Form and this section entitled "Important Information" before making payment by BPAY® or EFT.
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The offer for Shares under the SPP is non-renounceable. Applications can only be accepted in the name printed on the Application Form.
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If you are a custodian, trustee or nominee within the meaning of “Custodian” as defined in ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547, you must complete and submit an additional certificate that contains further certifications and details ( Custodian Certificate ) that must be provided before your application will be received. The Custodian Certificate can be obtained by contacting the Share Registry on the telephone number set out below. Applications received by Custodians that are not accompanied by the Custodian Certificate will be rejected. A completed Custodian Certificate must be emailed to: [email protected] , failure to do so will result in the Application being rejected.
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For applicants that are not required to complete the Custodian Certificate, by making payment by BPAY® or EFT, you certify that the aggregate of the payment paid by you for:
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the parcel of Shares indicated on this Application Form or BPAY® or EFT; and
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any other Shares applied for by you, or which you have instructed a custodian to acquire on your behalf under the SPP or any other similar arrangement in the 12 months prior to making payment by BPAY® or EFT does not exceed A$30,000.
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The maximum subscription limitation of A$30,000 will apply even if you have received more than one Application Form (whether in respect of a joint holding or because you have more than one holding under separate security accounts).
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You are not guaranteed to receive any Shares that you have applied for and the Company may, in its absolute and sole discretion: a. scale back any applications made; and
- b. reject your application, without limit.
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By making payment of application monies, you certify that:
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you wish to apply for Shares under the SPP as indicated on this Application Form and acknowledge that your application is irrevocable and unconditional;
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• you received a copy of the Offer Booklet and you have read and understood the terms and conditions of the SPP;
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you have read and understood the terms and conditions of the SPP;
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you agree to be bound by the Constitution of the Company and the terms and conditions in the Offer Booklet;
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you agree to accept any lesser number of Shares than the number of shares applied for; and
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you are not in the United States and are not acting for the account or benefit of a person in the United States and have not sent any offering materials relating to the SPP offer to any person in the United States.
If you require further information about the Offer, please contact Automic on 1300 288 664 or +61 2 9698 5414 between 8:30am and 5:00pm (AEST).