Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

KELSIAN GROUP LIMITED Capital/Financing Update 2014

Sep 24, 2014

65187_rns_2014-09-24_a2f9576e-542a-42a3-bdb8-32e5dfc282fc.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

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 o1/07/96 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

SeaLink Travel Group

ABN

49 109 078 257

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).

+Class of +securities issued or to $\mathbf{1}$ be issued

Ordinary Shares

Number of *securities issued or $\mathbf{z}$ to be issued (if known) or maximum number which may be issued

375,000

the of Principal terms $\overline{\mathbf{3}}$ *securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due payment; dates for if +convertible securities, the conversion price and dates for conversion)

Conversion of options to fully paid shares

+ See chapter 19 for defined terms.

$\bar{\phantom{a}}$

4 Do the + securities rank equally
in all respects from the issue
date with an existing +class of
quoted
securities?
Yes, the same rights as existing ordinary
shares
If the additional + securities do
not rank equally, please state:
the date from which they do
the extent to which they
٠
for the
participate
next
dividend, (in the case of a
distribution)
trust,
or
interest payment
the extent to which they do
not rank equally, other than
relation to the
next
in -
distribution
dividend.

interest payment
5 Issue price or consideration total consideration
\$1.20
375,000
@
\$450,000
6 Purpose of the issue
(If issued as consideration for
the acquisition of assets, clearly
identify those assets)
Conversion of existing options which existed
prior to the Company's listing
6a Is the entity an + eligible entity
obtained
that
has
security
holder approval under rule 7.1A?
N/A
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
N/A
6c Number of + securities issued
without security holder approval
under rule 7.1
N/A

J.

+ See chapter 19 for defined terms.

  • 6d Number of +securities issued $N/A$ with security holder approval under rule 7.1A
  • Number of +securities issued 6e with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
  • Number of +securities issued | N/A $6f$ under an exception in rule 7.2
  • If *securities issued under rule $\vert$ N/A 6g 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 non-cash rule for $7.1A$ consideration, state date on valuation of which consideration was released to ASX Market Announcements
  • Calculate the entity's remaining $|$ 6i issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
  • +Issue dates 7

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.

Number and +class of a 8 +securities quoted on AS. (including the +securities i section 2 if applicable)

Number + Class
75,999,923 Ordinary

$N/A$

$N/A$

$N/A$

$N/A$

  • See chapter 19 for defined terms.

Appendix 3B Page 3

Number + Class
Number and + class of all
*securities not quoted on ASX
( including the 'securities in
section 2 if applicable)
1,596,327 Tranche 1: 423,202
exercisable at \$1.20
Tranche 2: 423,125
exercisable at \$1.40
Tranche 3: 750,000
exercisable at \$1.40

Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests) Shares will participate in all declared ${\bf 10}$ dividends

Part 2 - Pro rata issue

11 holder
approval
security
Is
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 determine
+Record date
to
entitlements
16 different
holdings
Will
on
registers (or subregisters) be
calculating
for
aggregated
entitlements?
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.

+ See chapter 19 for defined terms.

19 of
Closing date for receipt
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
participate
holders
to
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?
31 How do security holders sell part
of their entitlements through a
and accept for the
broker

+ See chapter 19 for defined terms.

$\bar{\beta}$

balance?
32 How do security holders dispose
of their entitlements (except by
sale through a broker)?
33 + Issue date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

  • Type of +securities $34$ (tick one)
  • *Securities described in Part 1 $(a)$
  • $(b)$ 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 conve securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

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

Tick to indicate you are providing the information or

+ See chapter 19 for defined terms.

Entities that have ticked box 34(b)
------------------------------------- -- -- -- -- --
  • Number of +securities for which 38 +quotation is sought
  • +Class of +securities for which 39 quotation is sought
  • Do the +securities rank equally in 40 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 $\bullet$
  • the extent to which they $\bullet$ the participate for 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, interest distribution $or$ payment
  • Reason for request for quotation 41 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 and +class of all 42 quoted on ASX +securities (including the +securities in clause $38)$

Mumber + Class

+ See chapter 19 for defined terms.

Quotation agreement

a cara da cara da contra de

  • *Quotation of our additional *securities is in ASX's absolute discretion. ASX $\mathbf{1}$ may quote the +securities on any conditions it decides.
  • We warrant the following to ASX. $\overline{a}$

$\mathcal{L}^{\mathcal{L}}$ .

$\sim$ $\sim$

$\omega = \omega$

The issue of the *securities to be quoted complies with the law and is not for an illegal purpose.

$\frac{1}{2}$ , $\frac{1}{2}$ , $\frac{1}{2}$ , $\frac{1}{2}$

  • 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.
  • We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{\mathbf{3}}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
  • We give ASX the information and documents required by this form. If any 4 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.

. . . . . . . . . . . . . . . . . . . .

Date: 25/09/2014

Sign here:

(Company secretary)

Print name:

Trevor WALLER

$- - - +$ $- -$

+ See chapter 19 for defined terms.