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LIVIUM LTD — Capital/Financing Update 2016
May 10, 2016
65239_rns_2016-05-10_8fbb37b2-7fe0-4baf-bd7e-095b105ec328.pdf
Capital/Financing Update
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11 May 2016
ASX ANNOUNCEMENT
LITHIUM AUSTRALIA COMPLETES THE BONUS ISSUE
Lithium Australia NL (ASX: LIT) confirms completion of the issue of the 1-for-2 bonus partly paid shares ( Bonus Issue ) at a total issue price of $0.25 each and which are deemed to be paid up to $0.0001 each ( Bonus Issue Shares (with ASX designation of LITAQ)). The Bonus Issue Shares were issued to those shareholders registered on the Record Date. The mail–out of the relevant statements will occur from this Friday.
LIT, as a No Liability company , has proven with its previous bonus issue of $0.05 partly paid shares (currently LITCC - partly paid shares, paid to $0.021 and unpaid $0.029) that this equity financing structure has benefitted both the Company and its partly paid shareholders. LIT has undertaken this Bonus Issue as a reward to its shareholders, as well as to provide the Company with an alternate source of funding into the future.
LIT advises that the Bonus Issue Shares will not be listed on the ASX. After such time as the LITCC series has all been fully called, or fully paid up, currently expected to occur by November 2016 at the latest, LIT can then seek to list another series of partly paid shares. At this future point in time LIT will assess whether to apply for quotation of the LITAQ’s, subject to the ASX Listing Rules.
Should all of the remaining 6 LITCC holders elect to pay the amount outstanding on the remaining 163,864 LITCC shares in full prior to this time and thereby convert their LITCC partly paid shares to LIT fully paid ordinary shares then LIT will immediately review whether to make application to ASX to list the LITAQ’s.
LIT will keep its shareholders informed as to the progress of the remaining LITCC conversions.
Barry Woodhouse
Company Secretary Mobile +61 (0) 438 674 259 or [email protected]
Notice under section 708A(5)(e) of the Corporations Act 2001
Lithium Australia NL (ASX: LIT) ( Company ) has issued and allotted 1,166,667 fully paid ordinary shares in the capital of the Company at issue prices as outlined in the attached Appendix 3B. Accordingly, the Company gives notice under section 708A(5)(e)(i) of the Corporations Act 2001 (Cth) ( Act ) that:
-
the abovementioned shares were issued without disclosure to investors under Part 6D.2 of the Act;
-
as at the date of this notice the Company has complied with:
-
(i) the provisions of Chapter 2M of the Act as they apply to the Company; and
-
(ii) section 674 of the Act; and
-
as at the date of this notice there is no information to be disclosed which is “excluded information” as defined in subsection 708A(7) of the Act that is reasonable for investors and their professional advisers to find in a disclosure document.
About Lithium Australia NL: LIT is a dedicated developer of disruptive lithium extraction technologies including the versatile Sileach™ process which is capable of recovering lithium from any silicate minerals. LIT has strategic alliances with a number of companies, potentially providing access to a diversified lithium mineral inventory globally.
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
Lithium Australia NL
ABN
29 126 129 413
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) Fully paid ordinary shares (ii) Fully paid ordinary shares (iii) Fully paid ordinary shares (iv) Partly paid contributing shares paid to $0.0001 each($0.2499 unpaid) |
|---|---|
| (i) 600,000 (ii) 66,667 (iii) 500,000 (iv) 120,045,496 |
|
| (i) – (iii) Fully paid ordinary shares (iv) $0.2499 outstanding and Shares rank equally when fully paid up. Currently no due date for payment. |
- See chapter 19 for defined terms.
Appendix 3B Page 3
04/03/2013
Appendix 3B New issue announcement
4 Do the[+] securities rank equally (i) – (iii) Yes in all respects from the[+] issue date with an existing[+] class of (iv) No - Shares rank equally when fully paid up. 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 (i) $0.10 (ii) $0.15 (iii) N/A – As per farm-in terms (iv) $0.0001 6 Purpose of the issue (i) Issued upon exercise of 10 cent options (If issued as consideration for (ii) Issued upon exercise of 15 cent options the acquisition of assets, (iii) Issued pursuant to the farm-in terms of the clearly identify those assets) Electra Joint Venture Stage 1 (iv) Bonus issue 6a Is the entity an[+] eligible entity Yes 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 30 November 2015 resolution under rule 7.1A was passed
- See chapter 19 for defined terms.
Appendix 3B Page 4
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Appendix 3B New issue announcement
| 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 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 |
5,300,000 |
|---|---|
| - | |
| - | |
| 666,667 | |
| N/A | |
| Rule 7.1 – 4,761,681 Rule 7.1A – 7,041,121 |
- See chapter 19 for defined terms.
Appendix 3B Page 5
04/03/2013
Appendix 3B New issue announcement
- 7 +Issue dates
11 May 2016
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)
| Number | +Class |
|---|---|
| 230,591,720 163,864 |
Fully paid ordinary shares Partly paid shares, paid to $0.021 and unpaid $0.029 |
9 Number and[+] class of all +securities not quoted on ASX ( including the[+] securities in section 2 if applicable)
| Number | +Class |
|---|---|
| 133,943,700 100,000 4,316,666 7,875,000 9,200,000 10,340,000 1,000,000 |
Partly paid contributing shares paid to $0.0001 each ($0.2499 unpaid) $0.10 options exercisable on or before 1 July 2016 $0.15 options exercisable on or before 1 July 2019 $0.20 options exercisable on or before 1 July 2019 $0.30 options exercisable on or before 1 July 2019 Performance Rights as approved by shareholders on 15 July 2015 Performance Rights as approved by shareholders on 30 November 2015 |
10 Dividend policy (in the case of N/A a trust, distribution policy) on the increased capital (interests)
- See chapter 19 for defined terms.
Appendix 3B Page 6
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Appendix 3B New issue announcement
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? | |
| 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 |
- See chapter 19 for defined terms.
Appendix 3B Page 7
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Appendix 3B New issue announcement
| 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? | |
| 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 |
Part 3 - Quotation of securities You need only complete this section if you are applying for quotation of securities
- See chapter 19 for defined terms.
Appendix 3B Page 8
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Appendix 3B New issue announcement
- 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 (i) – (iii) 1,166,667 +quotation is sought 39 +Class of +securities for which Fully paid ordinary shares quotation is sought
- See chapter 19 for defined terms.
Appendix 3B Page 9
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Appendix 3B New issue announcement
40 Do the[+] securities rank equally Yes 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 230,591,720 Fully paid ordinary shares +securities quoted on ASX 163,864 Partly paid shares, paid to ( including the[+] securities in $0.021 and unpaid $0.029 clause 38)
- See chapter 19 for defined terms.
Appendix 3B Page 10
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Appendix 3B New issue announcement
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: “Barry Woodhouse” Date: 11 May 2016 Company Secretary
Print name: Barry Woodhouse
- See chapter 19 for defined terms.
Appendix 3B Page 11
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Appendix 3B New issue announcement
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
| Rule 7.1 – Issues exceeding 15% of capital | 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 |
116,721,854 |
| 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 |
7,828,830 44,844,641 37,496,637 |
| Subtractthe number of fully paid +ordinary securities cancelled during that 12 month period |
Nil |
| “A” | 206,891,962 |
- See chapter 19 for defined terms.
Appendix 3B Page 12
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Appendix 3B New issue announcement
| Step 2: Calculate 15% of “A” | |
| “B” | 0.15 [Note: this value cannot be changed] |
| Multiply“A” by 0.15 | 31,033,794 |
| 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 |
26,272,113 |
| “C” | 26,272,113 |
| 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 |
31,033,794 |
| Subtract“C” Note: number must be same as shown in Step 3 |
26,272,113 |
| Total[“A” x 0.15] – “C” | 4,761,681 [Note: this is the remaining placement capacity under rule 7.1] |
| been used | |
|---|---|
| Insertnumber of+equity securities issued | 26,272,113 |
| 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 | |
| “C” | 26,272,113 |
| Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under | |
| rule 7.1 |
| Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under | Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under |
|---|---|
| rule 7.1 | |
| “A” x 0.15 | 31,033,794 |
| Note: number must be same as shown in | |
| Step 2 | |
| Subtract“C” | 26,272,113 |
| Note: number must be same as shown in | |
| Step 3 | |
| Total[“A” x 0.15] – “C” | 4,761,681 |
| [Note: this is the remaining placement | |
| capacity under rule 7.1] |
- See chapter 19 for defined terms.
Appendix 3B Page 13
04/03/2013
Appendix 3Y Change of Director’s Interest Notice
Part 2
| Rule 7.1A – Additional placement capacity for eligible entities | Rule 7.1A – Additional placement capacity for eligible entities |
|---|---|
| Step 1: Calculate “A”, the base figure from which the placement capacity is calculated | |
| “A” | 206,891,962 |
| 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 | 20,689,196 |
| Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has | |
| already been used |
| Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has | Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has |
|---|---|
| already been used | |
| Insertnumber of+equity securities issued | 13,648,075 |
| 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” | 7,041,121 |
- See chapter 19 for defined terms.
01/01/2011
Appendix 3Y Page 14
Appendix 3Y Change of Director’s Interest Notice
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 |
20,689,196 |
| Subtract“E” Note: number must be same as shown in Step 3 |
13,648,075 |
| Total[“A” x 0.10] – “E” | 7,041,121 Note: this is the remaining placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
01/01/2011
Appendix 3Y Page 15