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HARTSHEAD RESOURCES NL — Capital/Financing Update 2014
Jul 31, 2014
65052_rns_2014-07-31_92035448-7a6d-413e-9bac-39c0a7643158.pdf
Capital/Financing Update
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Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement, application for quotation of additional securities and agreement
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13
Name of entity
PURA VIDA ENERGY NL
ABN
11 150 624 169
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
| 1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the+securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion) |
(i) Unlisted Options (ii) Employee Performance Rights subject to vesting conditions (iii) Employee Performance Rights subject to vestingconditions |
|---|---|
| (i) 250,000 (ii) 250,000 (iii) 541,143 |
|
| (i) Unlisted options exercisable at $0.82 on or before 16 December 2016 (ii) Principal terms of the Performance Rights are disclosed in the Performance Rights Plan dated 2 September 2011 (iii) Principal terms of the Performance Rights are disclosed in the Performance Rights Plan dated 2 September 2011 |
- See chapter 19 for defined terms.
Appendix 3B Page 1
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4 Do the[+] securities rank equally in (i) Shares issued upon exercise of Options will all respects from the[+] issue date rank equally with existing fully paid ordinary shares with an existing[+] class of quoted +securities? (ii) Shares issued upon the vesting of Performance Rights will rank equally with existing fully paid ordinary shares If the additional[+] securities do not (iii) Shares issued upon the vesting of Performance rank equally, please state: Rights will rank equally with existing fully paid • the date from which they do ordinary shares • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration (i) Nil (ii) Nil (iii) Nil 6 Purpose of the issue (i) Incentive Options to non-director employee (If issued as consideration for the pursuant to Employee Share Option Plan acquisition of assets, clearly (ii) Performance Rights issued in accordance with identify those assets) the Performance Rights Plan as an incentive to an employee (iii) Performance Rights issued in accordance with the Performance Rights Plan as a long term incentive to employees 6a Is the entity an[+] eligible entity that Yes has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the[+] securities the subject of this Appendix 3B , and comply with section 6i 6b The date the security holder 29 November 2013 resolution under rule 7.1A was passed 6c Number of +securities issued Nil without security holder approval under rule 7.1 6d Number of[+] securities issued with Nil security holder approval under rule 7.1A
- See chapter 19 for defined terms.
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| 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of+securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 8 Number and +class of all +securities quoted on ASX (_including_the+securities in section 2 if applicable) |
Nil | |
|---|---|---|
| (i) 250,000 (ii) 250,000 (iii) 541,143 |
||
N/A |
||
| N/A | ||
| Refer Annexure 1 | ||
| 31 July 2014 | ||
| Number | +Class | |
| 128,768,198 | Ordinary Shares |
- See chapter 19 for defined terms.
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| 9 Number and+class of all +securities not quoted on ASX (including the +securities in section 2 if applicable) |
Number | +Class |
|---|---|---|
| 19,452,235 1,500,000 300,000 2,000,193 3,750,000 775,000 32,500 250,000 1,500,000 3,000,000 265,105 775,000 32,500 250,000 541,143 |
Unquoted Partly Paid shares Options Options exercisable at $0.25 expiring 3 December 2014 Options exercisable at $0.70 expiring 3 June 2016 Options exercisable at $0.60 expiring 20 June 2016 Options exercisable at $0.40 expiring 6 September 2016 Options exercisable at $1.03 expiring 2 October 2016 Options exercisable at $1.08 expiring 4 November 2016 Options exercisable at $0.82 expiring 16 December 2016 Options exercisable at $0.91 expiring 13 January 2017 Options exercisable at $0.35 expiring 20 August 2017 Performance Rights Performance rights (3 June 2016) Performance rights (2 October 2016) Performance rights (4 November 2016) Performance rights (16 December 2016) Performance rights (1 July 2017) |
10 Dividend policy (in the case of a There is currently no dividend policy in place for the trust, distribution policy) on the Company increased capital (interests)
Part 2 - Pro rata issue
| 11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? |
N/A |
|---|---|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A |
- See chapter 19 for defined terms.
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| 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders 25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) 30 How do security holders sell their entitlements_in full_through a broker? |
N/A |
|---|---|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A |
- See chapter 19 for defined terms.
Appendix 3B Page 5
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-
31 How do security holders sell part of N/A their entitlements through a broker and accept for the balance?
-
32 How do security holders dispose of N/A their entitlements (except by sale through a broker)?
33 +Issue date N/A
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
-
34 Type of[+] securities ( tick one )
-
(a) +Securities described in Part 1
-
(b)[All other ][+][securities ]
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders
36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000
1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over 37 A copy of any trust deed for the additional[+] securities
- See chapter 19 for defined terms.
Appendix 3B Page 6
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Entities that have ticked box 34(b)
| ntities that have ticked box 34(b) | |
|---|---|
| 38 Number of+securities for which +quotation is sought 39 +Class of +securities for which quotation is sought 40 Do the+securities rank equally in all respects from the+issue date with an existing+class of quoted+securities? If the additional+securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment |
N/A |
| N/A | |
| N/A |
(in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment |
||
|---|---|---|
| 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another+security, clearly identify that other+security) 42 Number and+class of all+securities quoted on ASX (_including_the +securities in clause 38) |
N/A | |
| Number | +Class | |
| N/A | N/A |
- See chapter 19 for defined terms.
Appendix 3B Page 7
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Quotation agreement
-
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
-
2 We warrant the following to ASX.
-
The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
-
There is no reason why those[+] securities should not be granted[+] quotation.
-
An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
-
Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.
-
If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.
-
3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
-
4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.
Sign here: ........................................................... . (Company Secretary)
Date: 1 August 2014
Print name: Dennae Lont
== == == == ==
- See chapter 19 for defined terms.
Appendix 3B Page 8
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Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities
Introduced 01/08/12 Amended 04/03/13
Part 1
Rule 7.1 – Issues exceeding 15% of capital Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
==> picture [440 x 382] intentionally omitted <==
----- Start of picture text -----
Insert number of fully paid [+] ordinary 92,528,514
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities 88,369
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid [+] ordinary securities
33,650,000
issued in that 12 month period with
shareholder approval
• Number of partly paid [+] ordinary 2,501,315
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary 0
securities cancelled during that 12 month
period
“A” 128,768,198
----- End of picture text -----
- See chapter 19 for defined terms.
Appendix 3B Page 9
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Step 2: Calculate 15% of “A”
| Step 2: Calculate 15% of “A” | Step 2: Calculate 15% of “A” |
|---|---|
| “B” | 0.15 |
| Multiply“A” by 0.15 | 19,315,229 |
| Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used |
|
| Insertnumber of+equity securities issued or agreed to be issued in that 12 month period_not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items |
0 |
| “C” | 0 |
| Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1 |
|
| “A” x 0.15 Note: number must be same as shown in Step 2 |
19,315,229 |
| Subtract“C” Note: number must be same as shown in Step 3 |
0 |
| Total[“A” x 0.15] – “C” | 19,315,229 |
- See chapter 19 for defined terms.
Appendix 3B Page 10
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Part 2
Rule 7.1A – Additional placement capacity for eligible entities Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
| Part 2 | Part 2 |
|---|---|
| Rule 7.1A – Additional placement capacity for eligible entities | |
| Step 1: Calculate “A”, the base figure from which the placement capacity is calculated |
|
| “A” Note: number must be same as shown in Step 1 of Part 1 |
128,768,198 |
| Step 2: Calculate 10% of “A” | |
| “D” | 0.10 Note: this value cannot be changed |
| Multiply“A” by 0.10 | 12,876,819 |
| Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used |
|
| Insertnumber of+equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities – not just ordinary securities • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items |
0 |
| “E” | 0 |
-
Insert number of[+] equity securities issued 0 or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities – not just ordinary securities
-
• Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed
-
• Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained
-
• It may be useful to set out issues of securities on different dates as separate line items
-
“E” 0
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
| Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A |
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A |
|---|---|
| “A” x 0.10 Note: number must be same as shown in Step 2 |
12,876,819 |
| Subtract“E” Note: number must be same as shown in Step 3 |
0 |
| Total[“A” x 0.10] – “E” | 12,876,819 |
- See chapter 19 for defined terms.
Appendix 3B Page 11
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