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IODM LIMITED — Capital/Financing Update 2020
Jan 16, 2020
65131_rns_2020-01-16_700489cd-4101-469f-9fc3-2a7d3c335661.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
IODM Limited
ABN 28 102 747 133
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) |
Fully paid ordinary shares |
|---|---|
| 5,000,000 | |
| Fully paid ordinary shares |
| 4 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 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 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 without security holder approval under rule 7.1 6d Number of+securities issued with security holder approval under rule 7.1A |
Yes |
|---|---|
| $0.0175 per share | |
| Exercise of options | |
| Yes | |
| 21 November 2019 | |
| 5,000,000 fully paid ordinary shares | |
| N/A |
- See chapter 19 for defined terms.
Appendix 3B Page 2
04/03/2013
| 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. |
Nil |
|---|---|
| N/A | |
N/A |
|
| N/A | |
| 7.1 – 60,297,203 7.1A – 52,992,073 |
|
| 15 January 2020 |
| 8 Number and+class of all +securities quoted on ASX (_including_the+securities in section 2 if applicable) |
Number | +Class |
|---|---|---|
| 544,420,733 | Fully paid ordinary shares |
| 9 Number and+class of all +securities not quoted on ASX (_including_the+securities in section 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
Number +Class |
|---|---|
| 6,500,000 9,766,666 1,125,000 1,600,000 Options exercisable at $ 0.0175 on or before 1 June 2020 Options exercisable at $ 0.066 on or before 30 June 2023 Options exercisable at $0.096 expiring on or before 30 June 2023 Options exercisable at $0.102 expiring on or before 30 June 2023 |
|
| N/A |
Part 2 - Pro rata issue
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11 Is security holder approval N/A
required?
12 Is the issue renounceable or non- N/A
renounceable?
13 Ratio in which the [+] securities will N/A
be offered
14 +Class of +securities to which N/A
the offer relates
15 +Record date to determine N/A
entitlements
16 Will holdings on different N/A
registers (or subregisters) be
aggregated for calculating
entitlements?
17 Policy for deciding entitlements N/A
in relation to fractions
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- See chapter 19 for defined terms.
Appendix 3B Page 4
04/03/2013
| 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) |
N/A |
|---|---|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A |
| 30 How do security holders sell their entitlements_in full_through a broker? 31 How do security holders sell_part_ of their entitlements through a broker and accept for the balance? 32 How do security holders dispose of their entitlements (except by sale through a broker)? 33 +Issue date |
N/A |
|---|---|
| N/A | |
| N/A | |
| 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
04/03/2013
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 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) |
N/A |
|---|---|
| N/A | |
| N/A | |
| N/A |
Number +Class 42 Number and +class of all N/A N/A +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.
-
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.
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Date 17 JANUARY 2020
(Company secretary)
Print name: PETRINA HALSALL
- See chapter 19 for defined terms.
Appendix 3B Page 8
04/03/2013
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
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Insert number of fully paid [+] ordinary 495,318,128
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following: 3,600,000 – 18 Feb 19
•
Number of fully paid [+] ordinary 450,000 – exercise of unlisted options on
securities issued in that 12 month 29 March 2019
period under an exception in rule 7.2
14,800,000 – 30 April 2019
• Number of fully paid [+] ordinary
securities issued in that 12 month 12,252,605 – 5 July 2019
period with shareholder approval
1,500,000 – 5 Sep 2019
•
2,000,000 – 10 Sep 2019
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 Nil
+ ordinary securities cancelled during that
12 month period
“A” 529,920,733
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- See chapter 19 for defined terms.
04/03/2013
Appendix 3B Page 9
Step 2: Calculate 15% of “A”
“B” 0.15 [Note: this value cannot be changed] Multiply “A” by 0.15 79,488,111 Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used Insert number of[+] equity securities issued or agreed to be issued in that 12 month period not counting those issued: 4,500,000 – 1 Nov 2019 • Under an exception in rule 7.2 5,000,000 – 4 Nov 2019 • Under rule 7.1A 4,690,908 – 26 Nov 2019 • With security holder approval under 5,000,000 – 15 January 2020 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 “C” 19,190,908
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 79,488,111 Note: number must be same as shown in Step 2 Subtract “C” 19,190,908 Note: number must be same as shown in Step 3 Total [“A” x 0.15] – “C” 60,297,203 [Note: this is the remaining placement capacity under rule 7.1]
- See chapter 19 for defined terms.
Appendix 3B Page 10
04/03/2013
Part 2
Rule 7.1A – Additional placement capacity for eligible entities
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Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
“A” 529,920,733
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 52,992,073
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” 0
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- See chapter 19 for defined terms.
04/03/2013
Appendix 3B Page 11
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 |
52,992,073 |
|---|---|
| Subtract“E” Note: number must be same as shown in Step 3 |
0 |
| Total[“A” x 0.10] – “E” | 52,992,073 Note: this is the remaining placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
Appendix 3B Page 12
04/03/2013
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17 January 2020
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Australian Securities Exchange
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Rialto Tower, 525 Collins Street,
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Melbourne , Vic, 3000
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SECTION 708A(5)E NOTICE
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ISSUE OF SECURITIES WITHOUT A DISCLOSURE DOCUMENT
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This notice is given by IODM Limited (ASX Code: IOD) (the Company or IODM ) under section 708A(5)(e) of the Corporations Act 2001 (Cth) ( Corporations Act ).
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IODM confirms that:
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the Company issued the following securities in the Company
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| Type | Shares | ||
|---|---|---|---|
| Class(Description) | Ordinary fully paid | ||
| ASX Code | IOD | ||
| Date of Issue | 15 January 2020 | ||
| Number Issued | 5,000,000 | ||
| Issue Price per | $ 0.0175 | ||
| security | |||
- The new shares were issued without disclosure in accordance with Part 6D.2 of the Act;
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- As at the date of this notice, IODM has complied with:
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- (a) the provisions of Chapter 2M of the Corporations Act as they apply to IODM; and
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- (b) section 674 of the Corporations Act.
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- As at the date of this notice, there is no excluded information of the type referred to in sections 708A(7) and 708A(8) of the Corporations Act that is required to be set out in this notice under section 708A(6)(e) of the Corporations Act.
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Yours faithfully,
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PETRINA HALSALL
COMPANY SECRETARY
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