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HAWK RESOURCES LIMITED. — Capital/Financing Update 2019
Aug 6, 2019
65081_rns_2019-08-06_0b2eaff2-f53c-491a-9974-f17da3601001.pdf
Capital/Financing Update
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Appendix 3B New issue announcement
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
Alderan Resources Limited
ABN
55 165 079 201
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 (a) Shares be issued (b) Unlisted options (c) Unlisted options (d) Unlisted options (e) Unlisted options 2 Number of[+] securities issued or (a) 17,597,773 to be issued (if known) or (b) 25,000,000 maximum number which may be (c) 5,000,000 issued (d) 5,000,000 (e) 750,000
- See chapter 19 for defined terms.
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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)
(a) Fully paid ordinary shares (b) Unlisted options over shares exercisable at $0.10 each and expiring 7 August 2022 (c) Unlisted options over shares exercisable at $0.10 each and expiring 7 August 2021 (d) Unlisted options over shares exercisable at $0.20 each and expiring 7 August 2021 (e) Unlisted options over shares exercisable at $0.10 each and expiring 19 July 2022
- See chapter 19 for defined terms.
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4 Do the[+] securities rank equally (a) Yes in all respects from the[+] issue (b)-(e) Yes, upon exercise and issue of fully date with an existing[+] class of paid ordinary shares 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 5 Issue price or consideration (a) $0.032 per share (b)-(e) Nil 6 Purpose of the issue (a) To raise capital to continue exploration at (If issued as consideration for the Frisco project the acquisition of assets, clearly (b) Free attaching to placement shares on a identify those assets) 1-for-2 basis (c)-(d) Consideration for lead manager services for the placement (e) Incentive options to key management personnel pursuant to the Company’s longterm incentive plan 6a Is the entity an[[+]] eligible entity Yes
6a Is the entity an[[+]] eligible entity that 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 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 Nil with security holder approval under rule 7.1A
21 November 2018
- 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) |
(a) 17,597,773 shares (b) 25,000,000 unlisted options (c) 5,000,000 unlisted options (d) 5,000,000 unlisted options |
(a) 17,597,773 shares (b) 25,000,000 unlisted options (c) 5,000,000 unlisted options (d) 5,000,000 unlisted options |
|---|---|---|
| (e) 750,000 | ||
N/A |
||
| N/A | ||
| See annexure | ||
| 7 August 2019 | ||
| Number | +Class | |
| 180,214,897 | Fully Paid 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 |
|---|---|---|
| 755,000 2,300,000 1,570,000 1,570,000 1,570,000 1,777,454 2,300,000 2,300,000 45,000 75,000 75,000 75,000 200,000 200,000 200,000 200,000 166,666 233,3334 |
Unlisted options, exercisable at $0.20, expiring 22/02/2021 Unlisted options, exercisable at $0.30, expiring 22/02/2021 Unlisted options, exercisable at $0.40, expiring 22/02/2021 Unlisted options, exercisable at $0.60, expiring 22/02/2021 Unlisted options, exercisable at $0.80, expiring 22/02/2021 Unlisted options, exercisable at $0.20 expiring 22/02/2020 Unlisted options, exercisable at $0.30 expiring 31/05/2020, Unlisted options, exercisable at $0.40 expiring 31/05/2020 Unlisted options exercisable at $0.30, expiring on 27/06/2021 Unlisted options exercisable at $0.40, expiring on 27/06/2021 Unlisted options exercisable at $0.60, expiring on 27/06/2021 Unlisted options exercisable at $0.80, expiring on 27/06/2021 Unlisted options exercisable at $0.60, expiring on 22/02/2021 Unlisted options exercisable at $0.80, expiring on 22/02/2021 Unlisted options exercisable at $1.00, expiring on 22/02/2021 Unlisted options exercisable at $1.20, expiring on 22/02/2021 Unlisted options exercisable at $1.00 each, expiring 12/06/2022 Unlisted options exercisable at $1.00 each, expiring 12/06/2022, vesting on |
- See chapter 19 for defined terms.
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| 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
116,666 233,334 116,666 233,334 116,666 233,334 7,000,000 8,500,000 30,000,000 5,000,000 600,000 |
12/06/2020 Unlisted options exercisable at $1.50 each, expiring 12/06/2022 Unlisted options exercisable at $1.50 each, expiring 12/06/2022, vesting on 12/06/2020 Unlisted options exercisable at $2.00 each, expiring 12/06/2022 Unlisted options exercisable at $2.00 each, expiring 12/06/2022, vesting on 12/06/2020 Unlisted options exercisable at $2.50 each, expiring 12/06/2022 Unlisted options exercisable at $2.50 each, expiring 12/06/2022, vesting on 12/06/2020 Unlisted options exercisable at $0.06 each, expiring 19/07/2022 Unlisted options exercisable at $0.10 each, expiring 19/07/2022 Unlisted options over shares exercisable at $0.10 each and expiring 7 August 2022 Unlisted options over shares exercisable at $0.20 each and expiring 7 August 2021 Performance rights |
|---|---|---|
| N/A |
Part 2 - Pro rata issue - NOT APPLICABLE, DELETED
- See chapter 19 for defined terms.
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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
Entities that have ticked box 34(b)
- 38 Number of[+] securities for which +quotation is sought
39 +Class of +securities for which quotation is sought
- See chapter 19 for defined terms.
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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
-
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)
Number +Class
42 Number and +class of all +securities quoted on ASX ( including the[+] securities in clause 38)
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.
- See chapter 19 for defined terms.
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- 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: Date: 7 August 2019 Company secretary
Print name: Brett Tucker
== == == == ==
- See chapter 19 for defined terms.
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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
| Part 1 | Part 1 |
|---|---|
| Rule 7.1 – Issues exceeding 15% of capital | |
| Step 1: Calculate “A”, the base figure from which the placement capacity is calculated |
|
| Insertnumber of fully paid+ordinary securities on issue 12 months before the +issue date or date of agreement to issue |
107,963,908 |
| Addthe following: • Number of fully paid+ordinary securities issued in that 12 month period under an exception in rule 7.2 • Number of fully paid+ordinary securities issued in that 12 month period with shareholder approval • Number of partly paid+ordinary 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 |
30,000 – 9 August 2018 1,615,000 – 11 September 2018 5,000,000 – 24 August 2018 11,500,000 – 8 October 2018 3,500,000 – 22 October 2018 32,402,227 – 29 May 2019 17,597,773 – 7 August 2019 |
| Subtractthe number of fully paid+ordinary securities cancelled during that 12 month period |
Nil |
| “A” | 179,608,908 |
-
Number of fully paid[+] ordinary securities 30,000 – 9 August 2018 issued in that 12 month period under an 1,615,000 – 11 September 2018
-
exception in rule 7.2
-
• Number of fully paid[+] ordinary securities 5,000,000 – 24 August 2018 issued in that 12 month period with shareholder approval 11,500,000 – 8 October 2018
-
• Number of partly paid[+] ordinary 3,500,000 – 22 October 2018 securities that became fully paid in that 12 month period 32,402,227 – 29 May 2019
-
Note: 17,597,773 – 7 August 2019 • 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 Nil securities cancelled during that 12 month period “A” 179,608,908
- See chapter 19 for defined terms.
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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 [Note: this value cannot be changed] |
| Multiply“A” by 0.15 | 26,941,336 |
| 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 |
605,989 – 19 July 2019 |
| “C” | 605,989 |
| 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 |
26,941,336 |
| Subtract“C” Note: number must be same as shown in Step 3 |
605,989 |
| Total[“A” x 0.15] – “C” | 26,335,347 [Note: this is the remaining placement capacity under rule 7.1] |
- See chapter 19 for defined terms.
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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
“A” 179,608,908 Note: number must be same as shown in Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 17,960,891
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insert number 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
-
“E” 17,960,891
-
See chapter 19 for defined terms.
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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 |
17,960,891 |
| Subtract“E” Note: number must be same as shown in Step 3 |
- |
| Total[“A” x 0.10] – “E” | 17,960,891_Note: this is the remaining_ placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
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==> picture [471 x 86] intentionally omitted <==
7 August 2019
Company Announcements Office ASX Limited
By E-Lodgement
NOTICE UNDER SECTION 708(5)(e) OF THE CORPORATIONS ACT
On 7 August 2019, Alderan Resources Limited (“Alderan” or “Company”) issued 17,597,773 fully paid ordinary shares in capital of the Company at an issue price of $0.032 per share. These shares were issued to participants in a placement to sophisticated and professional investors as announced on 23 May 2019.
The shares were issued with shareholder approval, received on 19 July 2019.
The Company gives notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Cth) (Corporations Act) that:
-
a) the Company issued the Shares without disclosure under Part 6D.2 of the Corporations Act 2001 (Cth) (Corporations Act);
-
b) as at the date of this notice the Company has complied with:
-
i. the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and
-
ii. section 674 of the Corporations Act as it applies to the Company; and
-
c) as at the date of this announcement, there is no excluded information of the type referred to in sections 708A(7) and 708A(8) of the Corporations Act.
Yours faithfully,
Brett Tucker
Company Secretary P: +61 8 9482 0560
w w w . a l d e r a n r e s o u r c e s . c o m . a u ● A S X : A L 8