MAGONTEC LIMITED — Capital/Financing Update 2013

Jul 10, 2013

==> picture [535 x 111] intentionally omitted <==

Office 10 Level 8 139 Macquarie St Sydney NSW 2000 Australia Ph: 61 2 8231 7085 Fax: 61 2 9252 8960

Company Announcements Office Australian Stock Exchange Limited 20 Bridge Street Sydney, NSW, 2000

Dear Sirs,

11 July 2013

Magontec Limited (Company) – Issue of Securities Under Renounceable Rights Prospectus Dated 23 November 2012

The securities in the attached Appendix 3B for which an application for listing is made are in respect of applications received pursuant to the Company’s Renounceable Rights Prospectus dated 23 November 2012. The applications were received after the formal “acceptances close date” of 24 December 2012 but accepted by the Company under Australian Securities Exchange Listing Rule 7.3 exception 3.

An Appendix 3B had not been previously lodged in relation to these securities.

Yours Sincerely

==> picture [147 x 63] intentionally omitted <==

John Talbot Company Secretary

Appendix 1

Information Required at Item 35 in the following Appendix 3B

Fully Paid Ordinary Shares - Top 20 Holdings as at 10 July 2013

Magontec Limited

Fully Paid Ordinary Shares Top 20 Holdings as at 10-07-2013

Holder Name	Balance at 10-07-2013	%
QINGHAI SALT LAKE MAGNESIUM INDUSTRY LTD	180,535,784	27.596
KWE (HK) INVESTMENT DEVELOPMENT CO LIMITED	55,797,298	8.529
CITICORP NOMINEES PTY LIMITED	43,406,715	6.635
STRAITS MINE MANAGEMENT PTY LIMITED	40,499,167	6.191
J P MORGAN NOMINEES AUSTRALIA LIMITED	29,729,832	4.544
NATIONAL NOMINEES LIMITED	27,915,207	4.267
OPTIMIST INTERNATIONAL INVESTMENTS LIMITED	21,738,810	3.323
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED	12,419,712	1.898
MR NICHOLAS WILLIAM ANDREWS	11,079,542	1.694
MRS DAWN PATRICIA DAVIS	7,657,465	1.170
MR DAVID PARHAM	4,830,331	0.738
JP MORGAN NOMINEES AUSTRALIA LIMITED	4,163,104	0.636
MR JOHN DAVID TALBOT	4,000,767	0.612
MR GUENTER FRANKE	3,633,521	0.555
MR PETER FABIAN HELLINGS & MRS JACQUELINE KIM GUN HELLINGS
	3,050,000	0.466
DALSIZ PTY LTD	2,976,130	0.455
MRS PAMELA ELIZABETH DRABSCH	2,800,000	0.428
MR IANAKI SEMERDZIEV	2,770,000	0.423
JOHN STUART HAMER FITTON	2,656,439	0.406
MR DAVID ALOYSIUS DRABSCH	2,644,445	0.404
	464,304,269	70.972
Issued Capital	654,209,525

Issued Capital

Appendix
3B New
issue
announcement

Options $0.02 Expiring 3 January 2014 - Top 20 Holdings as at 10 July 2013

Magontec Limited

Options $0.02 Expiring 3 January 2014 Top 20 Holdings as at 10-07-2013

Holder Name QINGHAI SALT LAKE MAGNESIUM INDUSTRY LTD J P MORGAN NOMINEES AUSTRALIA LIMITED NATIONAL NOMINEES LIMITED CITICORP NOMINEES PTY LIMITED OPTIMIST INTERNATIONAL INVESTMENTS LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED MR NICHOLAS WILLIAM ANDREWS MRS DAWN PATRICIA DAVIS JP MORGAN NOMINEES AUSTRALIA LIMITED BRIAN GORMAN SELF MANAGED SUPER FUND PROPRIETARY LTD GORMAN SELF M S/F A/C> AG & GK PTY LTD MR PETER FABIAN HELLINGS & MRS JACQUELINE KIM GUN HELLINGS FUND A/C> MRS PAMELA ELIZABETH DRABSCH MR DAVID ALOYSIUS DRABSCH DALSIZ PTY LTD DR GILLIAN KATRIN MACLAINE-CROSS & DR ANDREW DUNCAN MACLAINE-CROSS DR ANDREW DUNCAN MACLAINE-CROSS MRS KATRINA LOVERIDGE MR DAVID ALOYSIUS DRABSCH & MRS PAMELA ELIZABETH DRABSCH CHRIS DRABSCH A/C> HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2 Issued Capital

Balance at 10-07-2013 % 250,200,000 56.828 38,144,214 8.664 24,104,796 5.475 21,842,108 4.961 15,527,722 3.527 9,462,722 2.149 7,913,960 1.797 5,469,618 1.242 2,565,554 0.583 2,563,667 0.582 2,400,000 0.545 2,180,000 0.495 2,000,000 0.454 1,888,890 0.429 1,771,334 0.402 1,600,000 0.363 1,600,000 0.363 1,509,328 0.343 1,444,446 0.328 1,174,634 0.267

395,362,993 89.798 440,278,590

Issued Capital

• See
  chapter
  19
  for
  defined
  terms.

01/08/2012

Appendix
3B
Page
3

Appendix
3B New
issue
announcement

Appendix 2

Information Required at Item 36 in the following Appendix 3B

Security Class – Fully Paid Ordinary Shares Distribution Schedule at 10 July 2013

Magontec Limited Analysis of Holdings as at 10-07-2013

Security Classes

Fully Paid Ordinary Shares

Holdings Ranges	Holders	Total Units	%
1-1,000	10,593	3,654,373	0.559
1,001-5,000	2,102	4,690,148	0.717
5,001-10,000	430	3,507,280	0.536
10,001-100,000	1,490	44,646,440	6.824
100,001-99,999,999,999	400	597,711,284	91.364
Totals	15,015	654,209,525	100.000

Security Class - Options $0.02 Expiring 3 January 2014 Distribution Schedule at 10 July 2013

Magontec Limited Analysis of Holdings as at 10-07-2013

Security Classes

Options $0.02 Expiring 3 January 2014

Holdings Ranges	Holders	Total Units	%
1-1,000	437	231,564	0.053
1,001-5,000	340	828,250	0.188
5,001-10,000	91	714,916	0.162
10,001-100,000	477	13,706,182	3.113
100,001-99,999,999,999	147	424,797,678	96.484
Totals	1,492	440,278,590	100.000

• See
  chapter
  19
  for
  defined
  terms.

Appendix
3B
Page
4

01/08/2012

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

Name
of
entity

Magontec Limited

ABN

510 1044 1666

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)	•Fully paid ordinary shares (Shares) •Listed options to acquire fully paid ordinary shares (Options)
	22,969 Shares 45,938 Options
	Shares and Options will be issued on the terms set out in the renounceable Rights Issue prospectus dated 23 November 2012 and lodged with ASX and ASIC on the same date (Prospectus). • Shares – terms of the Shares are summarised in section 4.1 of the Prospectus • Options are exercisable at 2 cents each at any time on or before 3 January 2014. Option terms are printed on the reverse of the Holding Statements dispatched to participating shareholders on 4 January2013.

• See
  chapter
  19
  for
  defined
  terms.

01/08/2012

Appendix
3B
Page
5

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 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
	•Shares – Yes •Options – No. The Options are a new class of options. Options are exercisable in accordance with the terms summarised in section 4.2 of the Prospectus and upon conversion of the Options, the shares will rank equally with existing shares.
	Shares - $0.05 per share Options– Nil
	Pro-rata renounceable Rights Issue to raise up to approximately $11,805,769 (before costs) to be applied as described in section 2.1 of the Prospectus.
	No
	NA
	NA
	NA

• See
  chapter
  19
  for
  defined
  terms.

Appendix
3B
Page
6

01/08/2012

Appendix
3B New
issue
announcement

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)	NA
	NA
	NA
	NA
	NA
	4 January 2013
	Number	+Class
	654,209,525 440,278,590	Fully paid ordinary shares Options exercisable at 2 cents each at any time on or before 3 January 2014.

• See
  chapter
  19
  for
  defined
  terms.

01/08/2012

Appendix
3B
Page
7

Appendix
3B New
issue
announcement

9 Number and +class of all +securities not quoted on ASX (including the securities in section 2 if applicable)	Number	+Class
	1,300,000 61,237,218 70,604,770	Options having an exercise price of $0.10 expiring on 16 August 2013 Options inherent in Convertible Loan Note #1 for $3,368,047 issued to Straits Mine Management Pty Ltd expiring on 1 July 2014. Options inherent in Convertible Loan Note #2 for $3,500,000 issued to Straits Mine Management Pty Ltd expiring on 28 November 2015.

10 Dividend
policy
(in
the
case
of
a No policy exists trust,
distribution
policy)
on
the increased
capital
(interests)

Part 2 - Bonus issue or pro rata issue

11 Is security holder approval No required? 12 Is
the
issue
renounceable
or
non-­‐ Renounceable renounceable? 13 Ratio
in
which
the[+] securities
will 5 new fully paid ordinary shares and 10 be
offered free attaching listed options for every 9 existing fully paid ordinary shares held as at the Record Date 14 +Class
of +securities
to
which
the Fully paid ordinary shares offer
relates Listed options exercisable at 2 cents each at any time on or before 3 January 2014. 15 +Record date to determine 3
December
2012 entitlements

• See
  chapter
  19
  for
  defined
  terms.

Appendix
3B
Page
8

01/08/2012

Appendix
3B New
issue
announcement

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
	Fractional Entitlements have been rounded up to the nearest whole number. Refer section 1.3 of the Prospectus.
	All countries other than Australia, New Zealand, Switzerland and the People’s Republic of China. Refer to sections 1.9 – 1.11 of the Prospectus.
	24 December 2012

• See
  chapter
  19
  for
  defined
  terms.

01/08/2012

Appendix
3B
Page
9

Appendix
3B New
issue
announcement

20		Names of any underwriters	Patersons Securities Limited (Patersons)
21 22		Amount of any underwriting fee or commission Names of any brokers to the issue	Underwriting fee of 1% of the amount underwritten, being a fee of $88,378. Refer to section 6.2 of the Prospectus. Patersons Securities Limited
23 24		Fee or commission payable to the broker to the issue Amount of any handling fee payable to brokers who lodge	$60,000 NA
		acceptances or renunciations on
25 26		behalf of+security holders If the issue is contingent on +security holders’ approval, the date of the meeting Date entitlement and acceptance form and prospectus or Product	NA 7 December 2012
27		Disclosure Statement will be sent to persons entitled If the entity has issued options, and the terms entitle option	23 November 2012
		holders to participate on exercise,
28 29		the date on which notices will be sent to option holders Date rights trading will begin (if applicable) Date rights trading will end (if applicable)	27 November 2012 14 December 2012
30		How do+security holders sell their entitlements_in full_through a broker?	By contacting their broker verbally or completing the section marked “Instructions to Stockbroker” on the
			Entitlement and Acceptance Form and
			lodging the Form with their broker. Refer
31		How do+security holders sell _part_of their entitlements through	to section 3.4 of the Prospectus. By completing the Entitlement and Acceptance Form in accordance with the

• See
  chapter
  19
  for
  defined
  terms.

Appendix
3B
Page
10

01/08/2012

Appendix
3B New
issue
announcement

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	instructions set out in the Form. Indicate the number of new shares and new options the Shareholder wishes to accept (being less than their entitlement as specified on the Entitlement and Acceptance Form) and complete the section marked “Instructions to Stockbroker” on the Form in respect of that part of the entitlement the Shareholder wishes to sell. Return the completed Entitlement and Acceptance Form together with payment for the total amount payable in respect of the shares and new options accepted by 5.00pm (EDST) on 24 December 2012. Refer to section 3.5 of the Prospectus.
	Complete a renunciation form (obtainable through your stockbroker or the Company’s share registrar). Refer to section 3.6 of the Prospectus.
	4 January 2013

• See
  chapter
  19
  for
  defined
  terms.

01/08/2012

Appendix
3B
Page
11

Appendix
3B New
issue
announcement

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

Refer Appendix 1 to the covering letter.

• 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

Refer Appendix 2 to the covering letter.

• 37 A
  copy
  of
  any
  trust
  deed
  for
  the
  additional[+] securities

• See
  chapter
  19
  for
  defined
  terms. Appendix
  3B
  Page
  12

01/08/2012

Appendix
3B New
issue
announcement

Entities that have ticked box 34(b)

38 Number
of
securities
for
which NA +quotation
is
sought 39 Class
of +securities
for
which NA quotation
is
sought 40 Do
the[+] securities
rank
equally
in NA 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 NA 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 NA NA +securities quoted on ASX ( including the
securities
in
clause 38)

• See
  chapter
  19
  for
  defined
  terms.

01/08/2012

Appendix
3B
Page
13

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.

==> picture [167 x 55] intentionally omitted <==

Date:
11
July
2013

John
Talbot
Company
Secretary

==
==
==
==
==

• See
  chapter
  19
  for
  defined
  terms. Appendix
  3B
  Page
  14

01/08/2012