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MACRO METALS LIMITED — Director's Dealing 2013
Dec 4, 2013
65283_rns_2013-12-04_e234f489-cf3e-4c9a-bccc-c10f2e44db52.pdf
Director's Dealing
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ASX ANNOUNCEMENT AND MEDIA RELEASE
5 December 2013
KOGI IRON DIRECTORS INCREASE SHAREHOLDINGS
Highlights
-
Kogi Iron Directors increase individual shareholdings in the Company through personal investments
-
Directors now hold 18.5% of Kogi Iron shares
-
Investments a strong sign of support in the development potential of the Agbaja Iron Ore Project
Australian based iron ore development company, Kogi Iron Limited (ASX: KFE) (“Kogi”, “Kogi Iron” or the “Company”) is pleased to announce that Directors have purchased an additional 6.7 million shares following approval of the transactions by shareholders at Kogi’s 2013 Annual General Meeting (“2013 AGM”).
The Company announced on 25 September 2013 its intention to raise a total of $1.2 million via a book build to professional and sophisticated investors (“Placement”). Kogi Chairman Dr Ian Burston and Non-Executive Director Mr Don Carroll, proposed to participate in the Placement through investments of $500,000 and $100,000 respectively. As related parties of the Company, Dr Burston and Mr Carroll’s participation required shareholder approval and this was secured at the 2013 AGM.
These subscriptions of shares, along with the participation of Directors in the recent Share Purchase Plan, increases the combined shareholdings of the Company Directors in Kogi Iron to 59.2 million shares, or 18.5% of the total shares now on issue.
Commenting on the investments, Kogi Iron’s Chairman Dr Ian Burston said: “This most recent subscription to Kogi shares by my fellow Director and I continues the practice of the Board participating “hand in hand” with our fellow shareholders to provide capital to the Company. It also demonstrates our continued support for the Agbaja Project in Nigeria, the Scoping Study work that is nearing completion, and the new Managing Director Iggy Tan and his team.”
“As a Board we are eagerly awaiting the finalisation of the Scoping Study, which is being conducted to a significant level of detail by a highly professional and experienced group.”
Appended to this announcement are the requisite Appendix 3Y’s for the Directors and the Appendix 3B which sets out the capital structure of the Company following these share issues, and the recent expiry of the remaining options over Company shares which was announced on 2 December 2013.
- End -
Kogi Iron Limited ABN 28 001 894 033 ASX: KFE
13 Colin Street PO Box 1934 West Perth Western Australia West Perth Western Australia 6005 6872 Australia Australia
Telephone: +61 8 9200 3456 Facsimile: +61 8 9200 3455 Website: www.kogiiron.com
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For more information, please contact:
Corporate Media Contact Iggy Tan Michael Vaughan Managing Director Cannings Purple Kogi Iron Limited Tel (office): +61 8 9200 3456 Tel (office): +61 8 6314 6300 Email: [email protected] Email: [email protected]
About Kogi Iron (ASX: KFE)
Kogi Iron Limited is a Perth-based company with the objective of becoming an African iron ore producer through the development of its 100% owned Agbaja iron ore project located in Kogi State, Republic of Nigeria, West Africa (“Agbaja” or “Agbaja Project”). The Company is conducting a Scoping Study on a potential iron ore operation at the Agbaja Plateau initially utilizing barging transport of its iron ore product along the Niger River to Warri Port and world export markets. The Company will continue to advance access and usage agreements for an existing under-utilised heavy haulage railway that runs from near the Agbaja Project to Port Warri. This existing railway remains an important part of a longer term transport solution for an expanded production profile.
In recent years Nigeria has sought to diversify its economy, which is dominated by hydrocarbons, into minerals and related industries. Nigeria is the largest country by population in Africa with a GDP growth rate of 7.2% in 2013. The country has very transparent and consistent mining regulations and very favourable fiscal terms for foreign investment in mining.
The Company holds a land position of approximately 400km[2 ] covering 15 tenements, with the main focus being EL12124
which covers a large part of the Agbaja Plateau. The Agbaja Plateau hosts an extensive, shallow, flat-lying channel iron deposit with an Inferred Mineral Resource of 488 million tonnes with an in-situ iron grade of 42.7% reported in accordance with the 2004 JORC Code. This mineral resource covers approximately 20% of the prospective plateau area within EL12124.
Scoping Study
Investors are advised that the purpose of the Scoping Study is to assess the potential viability of the development of a mining and processing operation at the Company’s Agbaja Project against a set of key commercial parameters. Neither the commencement of the Scoping Study, nor the results of such Scoping Study, will establish the economic viability or definite value of the Agbaja Project. While it is proposed that the Scoping Study will be based on the Company’s existing and previously announced Inferred Mineral Resource estimates, these estimates and the commencement of a Scoping Study are not in themselves sufficient enough to define the economic viability of the Agbaja Project. This is because under the JORC Code, these Inferred Mineral Resource estimates are not sufficient to permit the application of the type of technical and economic parameters required to imply economic viability.
Investors should note that for the Company to establish economic viability of its Agbaja Project, the Company will need to establish sufficient Indicated Mineral Resources and further consider mining, processing, metallurgical, infrastructure, economic, marketing, legal, environmental, social and government factors. As a result, some of the economic assumptions that may be used in the Scoping Study may never be realised. Statements implying economic viability require a reasonable basis, otherwise they are taken to be misleading to shareholders. Given that the Company is concerned that investors may attribute the commencement of the Scoping Study as proving the Agbaja Project’s economic viability and cautions investors against using those statements as a basis for investment decisions relating to securities in the Company.
Forward-looking Statements
This announcement contains forward-looking statements which are identified by words such as ‘anticipates’, ‘forecasts’, ‘may’, ‘will’, ‘could’, ‘believes’, ‘estimates’, ‘targets’, ‘expects’, ‘plan’ or ‘intends’ and other similar words that involve risks and uncertainties. Indications of, and guidelines or outlook on, future earnings, distributions or financial position or performance and targets, estimates and assumptions in respect of production, prices, operating costs, results, capital expenditures, reserves and resources are also forward looking statements. These statements are based on an assessment of present economic and operating conditions, and on a number of assumptions and estimates regarding future events and actions that, while considered reasonable as at the date of this announcement and are expected to take place, are inherently subject to significant technical, business, economic, competitive, political and social uncertainties and contingencies. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of our Company, the Directors and management. We cannot and do not give any assurance that the results, performance or achievements expressed or implied by the forward-looking statements contained in this announcement will actually occur and readers are cautioned not to place undue reliance on these forward-looking statements. These forward looking statements are subject to various risk factors that could cause actual events or results to differ materially from the events or results estimated, expressed or anticipated in these statements.
Competent Person’s Statement
The information in this announcement that relates to Exploration Targets, Exploration Results and Mineral Resources is based on information compiled by Dr Warwick Crowe, a member of The Australian Institute of Geoscientists. Dr Crowe is a consultant to Kogi Iron Limited and has sufficient experience that is relevant to the style of mineralisation and type of deposit under consideration and to the activity that he is undertaking to qualify as a Competent Person as defined in the 2004 edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves”. Dr Crowe consents to the inclusion in this announcement of the matters based on the information in the form and context in which it appears.
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appears.
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2
Appendix 3Y Change of Director’s Interest Notice
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
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 30/09/01 Amended 01/01/11
Name of entity KOGI IRON LIMITED ABN 28 001 894 033
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | IAN BURSTON |
|---|---|
| Date of last notice | 1 November 2013 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest | Direct |
|---|---|
| Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. |
n/a |
| Date of change | 4 December 2013 |
| No. of securities held prior to change | 8,666,667 ordinary shares (of which 7,500,000 are Loan Shares pursuant to the Company Loan Share Plan) |
| Class | n/a |
| Number acquired | 5,555,556 ordinary shares |
| Number disposed | Nil |
| Value/Consideration Note: If consideration is non‐cash, provide details and estimated valuation |
$0.09 per share |
| No. of securities held after change | 14,222,223 ordinary shares (of which 7,500,000 are Loan Shares pursuant to the Company Loan Share Plan) |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1
Appendix 3Y Change of Director’s Interest Notice
Nature of change Participation in share placement as Example: on‐market trade, off‐market trade, exercise of options, approved by shareholders in General issue of securities under dividend reinvestment plan, participation in Meeting on 29 November 2013 buy‐back
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non‐cash, provide details and an estimated valuation Interest after change
Part 3 –[+] Closed period
| Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required? |
No |
|---|---|
| If so, was prior written clearance provided to allow the trade to proceed during this period? |
n/a |
| If prior written clearance was provided, on what date was this provided? |
n/a |
- See chapter 19 for defined terms.
Appendix 3Y Page 2
01/01/2011
Appendix 3Y Change of Director’s Interest Notice
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
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 30/09/01 Amended 01/01/11
Name of entity KOGI IRON LIMITED ABN 28 001 894 033
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Don Carroll |
|---|---|
| Date of last notice | 12 December 2012 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest | Direct |
|---|---|
| Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. |
n/a |
| Date of change | 04‐12‐13 |
| No. of securities held prior to change | 8,000,000 ordinary shares (of which 6,000,000 are Loan Shares pursuant to the CompanyLoan Share Plan) |
| Class | ordinary shares |
| Number acquired | 1,111,111 |
| Number disposed | ‐ |
| Value/Consideration Note: If consideration is non‐cash, provide details and estimated valuation |
$0.09 per share |
| No. of securities held after change | 9,111,111 ordinary shares (of which 6,000,000 are Loan Shares pursuant to the Company Loan Share Plan) |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1
Appendix 3Y Change of Director’s Interest Notice
Nature of change Participation in share placement as approved by shareholders in General Example: on‐market trade, off‐market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in Meeting on 29 November 2013 buy‐back
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non‐cash, provide details and an estimated valuation Interest after change
Part 3 –[+] Closed period
| Part 3 –+Closed period | |
|---|---|
| Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required? |
No |
| If so, was prior written clearance provided to allow the trade to proceed during this period? |
|
| If prior written clearance was provided, on what date was this provided? |
- See chapter 19 for defined terms.
Appendix 3Y Page 2
01/01/2011
Appendix 3Y Change of Director’s Interest Notice
Rule 3.19A.2
Appendix 3Y
Change of Director’s Interest Notice
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 30/09/01 Amended 01/01/11
Name of entity KOGI IRON LIMITED ABN 28 001 894 033
We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of Director | Ignatius Tan |
|---|---|
| Date of last notice | 28‐08‐13 |
Part 1 - Change of director’s relevant interests in securities
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
| Direct or indirect interest | Direct |
|---|---|
| Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest. |
n/a |
| Date of change | 04‐12‐13 |
| No. of securities held prior to change | Nil |
| Class | n/a |
| Number acquired | 7,500,000 ordinary shares |
| Number disposed | Nil |
| Value/Consideration Note: If consideration is non‐cash, provide details and estimated valuation |
$0.11 per share |
| No. of securities held after change | 7,500,000 ordinary shares (subject to the terms and conditions of the Company Loan Share Plan) |
- See chapter 19 for defined terms.
01/01/2011 Appendix 3Y Page 1
Appendix 3Y Change of Director’s Interest Notice
Nature of change Acquired pursuant to the Company Loan Example: on‐market trade, off‐market trade, exercise of options, Share Plan and approved by shareholders issue of securities under dividend reinvestment plan, participation in in General Meeting on 29 November 2013 buy‐back
Part 2 – Change of director’s interests in contracts
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non‐cash, provide details and an estimated valuation Interest after change
Part 3 –[+] Closed period
| Were the interests in the securities or contracts detailed above traded during a+closed period where prior written clearance was required? |
No |
|---|---|
| If so, was prior written clearance provided to allow the trade to proceed during this period? |
n/a |
| If prior written clearance was provided, on what date was this provided? |
n/a |
- See chapter 19 for defined terms.
Appendix 3Y Page 2
01/01/2011
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
Name of entity
Kogi Iron Limited
ABN
28 001 894 033
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) 6,666,667 Placement shares (b) 7,500,000 Loan Shares |
|
| Fully paid ordinary shares |
Appendix 3B New issue announcement
| 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 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 6 b 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 6 d Number of+securities issued with security holder approval under rule 7.1A |
Yes | |
|---|---|---|
| $0.09 per share (Placement shares) $0.11per share(Loan Shares) |
||
| Placement Shares:for the funding of a Scoping Study for the Company’s Agbaja iron ore project and for general working capital purposes. Loan Shares: Issued in accordance with the Company Loan Share Plan and pursuant to the various approvals received from shareholders (resolutions 10 and 12 to 22), at the Company’s 2012 Annual General meeting held on30 November 2012. |
||
| Yes | ||
| 29 November 2013 | ||
| None | ||
| N/A |
| 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 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 section 2 if applicable) |
Nil | |
|---|---|---|
| 14,166,667 | ||
| n/a | ||
| n/a | ||
| 4 December 2013 | ||
| Number | +Class | |
| 184,531,896 | Ordinary Shares |
- See chapter 19 for defined terms.
Appendix 3B Page 3
01/08/2012
| 9 Number and+class of all+securities not quoted on ASX (_including_the securities in section 2 if applicable) |
Number | +Class |
|---|---|---|
| 87,766,667 47,900,000 |
Ordinary Shares subject to Escrow Ordinary Shares subject to vesting conditions pursuant to the Company Loan Share Plan |
10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)
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 |
| 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? | |
| 31 | How do+security holders sell_part_of |
| their entitlements through a broker | |
| and accept for the balance? |
- See chapter 19 for defined terms.
Appendix 3B Page 5
01/08/2012
Appendix 3B New issue announcement
-
32 How do[+] security holders dispose of their entitlements (except by sale through a broker)?
-
33 +Despatch date
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 (Placement Shares only)
-
(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
01/08/2012
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 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 | |
| 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)
- See chapter 19 for defined terms.
Appendix 3B Page 7
01/08/2012
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 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.
Sign here: Date: 5 December 2013 ~~(Director~~ /Company secretary)
Print name: Shane Volk
== == == == ==
- See chapter 19 for defined terms.
Appendix 3B Page 8
01/08/2012
Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for[+] eligible entities
Introduced 01/08/12
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 247,684,126
securities on issue 12 months before date
of issue or agreement to issue
Add the following:
• Number of fully paid ordinary securities 40,400,000 (Loan Shares 10/12/13 & 15/4/13)
issued in that 12 month period under an
10,805,547 (SPP 4/11/13)
exception in rule 7.2
• Number of fully paid ordinary securities
6,975,556 (Placement approved 29/11/13)
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
Subtract the number of fully paid ordinary Nil
securities cancelled during that 12 month
period
“A” 305,865,229
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- See chapter 19 for defined terms.
Appendix 3B Page 9
01/08/2012
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 45,879,794 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 166,667 (4/11/13) 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” 166,667 Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 45,879,794 Note: number must be same as shown in Step 2 Subtract “C” 166,667 Note: number must be same as shown in Step 3 Total [“A” x 0.15] – “C” 45,713,307 [Note: this is the remaining placement capacity under rule 7.1]
- See chapter 19 for defined terms.
Appendix 3B Page 10
01/08/2012
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” 305,965,229 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 30,596,523
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 Nil 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” Nil
- See chapter 19 for defined terms.
Appendix 3B Page 11
01/08/2012
Appendix 3B New issue announcement
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
| Appendix 3B New issue announcement |
Appendix 3B New issue announcement |
|---|---|
| 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 |
30,596,523 |
| Subtract“E” Note: number must be same as shown in Step 3 |
Nil |
| Total[“A” x 0.10] – “E” | 30,596,523 Note: this is the remaining placement capacity under rule 7.1A |
- See chapter 19 for defined terms.
Appendix 3B Page 12
01/08/2012