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LARK DISTILLING CO. LTD — Capital/Financing Update 2012
Oct 9, 2012
65265_rns_2012-10-09_1ddd7552-26bb-4cd7-9431-463523fdf941.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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.
Name of entity
MONTEC INTERNATIONAL LIMITED
ABN
62 104 600 544
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 (eg, 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) |
Ordinary Shares |
|---|---|
| (a) 819,233,408 pursuant to a renounceable rights issue. (b) 53,428,266 pursuant to a private placement |
|
| Ordinary shares on the same terms as the existing fully-paid ordinary shares on issue |
| 4. Do the+securities rank equally in all respects from the date of allotment 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 |
Yes. Ordinary Shares rank pari passu with fully paid ordinary shares on issue. |
|---|---|
| 5. Issue price or consideration 6. Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7. Dates of entering+securities into uncertificated holdings or despatch of certificates 8. Number and+class of all+securities quoted on ASX (_including_the securities in clause 2 if applicable) |
(a) $0.001 per ordinary share. (b) $0.001perordinary share |
(a) $0.001 per ordinary share. (b) $0.001perordinary share |
|---|---|---|
| (a) Issued for purposes of a Renounceable Rights Issue. Any shortfall under the Rights Issue will, in priority to any other sub-underwriting commitment, be applied against a loan advanced by to the Company by Nebral Pty Ltd and Trandara Pty Ltd (who are priority sub-underwriters to the Rights Issue) in equal proportions, up to a total of $350,000. Funds raised that are not applied towards the repayment of this loan, will be applied towards working capital and identifying and assessing potential acquisition opportunities. (b) Issued for the purposes of a Private Placement. Funds raised will be applied towardsworking capital. |
||
| (a) To be advised. (b) 10 October 2012 |
||
| Number | +Class | |
| 1,228,850,112 | Ordinary shares fully paid |
| 9. Number and+class of all+securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10. Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
Number +Class 1 Convertible Note convertible into ordinary shares at a conversion price of $0.0025 per share within 18 months of the date of issue. The directors of the Company may from time to time determine to distribute the profits of the Company by way of dividend amongst the Shareholders in proportion to the amounts paid up on the Shares held by them. |
+Class |
|---|---|---|
| Convertible Note convertible into ordinary shares at a conversion price of $0.0025 per share within 18 months of the date of issue. |
Part 2 – Bonus issue or 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? 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 issue 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 |
No |
|---|---|
| Renounceable | |
| Two for one | |
| Ordinary | |
| 18 October 2012 | |
| No | |
| fractional entitlements will be rounded up | |
| Offer Documents will not be sent to security holders outside of Australia or New Zealand. |
|
| 8 November 2012 |
| 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 prospectus or Product Disclosure Statement 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? |
Patersons Securities Limited has agreed to partially underwrite the Offer. Priority Sub-Underwriting arrangements have also been entered into with with Nebral PtyLtd andTrandaraPtyLtd |
|---|---|
| The Company has agreed to pay the Underwriter: (a) an underwriting/selling fee of 6% of the total amount underwritten under the Rights Issue; (b) a corporate advisory fee of $20,000; and (c) 6% of the gross amount raised upon the completion of the placement. The Underwriter is responsible for the payment of all sub-underwritingfees. |
|
| Not Applicable | |
| Not Applicable | |
| Not Applicable | |
| No | |
| 24 October 2012 | |
| There are no options on issue | |
| 12 October 2012 | |
| 31 October 2012 | |
| Not Applicable |
| 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. +Despatch date |
Not Applicable |
|---|---|
| Not Applicable | |
| 16 November 2012 |
Part 3 – Quotation of securities
You need only complete this section if you are applying for quotation of securities
-
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
-
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
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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
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1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over
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A copy of any trust deed for the additional[+] securities
Entities that have ticked box 34(b)
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Number of securities for which +quotation is sought
-
Class of[+] securities for which quotation is sought
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Do the[+] securities rank equally in all respects from the date of allotment 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
-
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) |
Number | +Class |
|---|---|---|
Quotation agreement
-
+Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the +securities on any conditions it decides.
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We warrant the following to ASX.
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The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
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There is no reason why those[+] securities should be not be granted[+] quotation.
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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.
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We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the[+] securities to be quoted, it has been provided at the time that we request that the[+] securities be quoted.
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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.
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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.
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We give ASX the information and documents required by this form. If any information or document not available now, 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.
[Original signed]
Sign here: ......................................................... Date: 10 October 2012 (Secretary)
Print name: Nick Geddes