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MATSA RESOURCES LIMITED — Capital/Financing Update 2006
Dec 12, 2006
65296_rns_2006-12-12_b723dc1d-1b32-447c-9359-4caba108bf5d.pdf
Capital/Financing Update
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KALGOORLIE-BOULDER RESOURCES LTD ABN 48 106 732 487
13 December 2006
Dear Shareholder
NON-RENOUNCEABLE ENTITLEMENTS ISSUE
As announced to ASX today, Kalgoorlie-Boulder Resources Ltd (ASX Code: KAL, KALO) ('KBRL') is pleased to advise that it will be offering its eligible shareholders a non-renounceable pro-rata entitlements rights issue. Under the rights issue, eligible shareholders will be entitled to subscribe for one new share for every one share held at an issue price of 10 cents per new share.
Shareholders who participate in the rights issue will also receive one free listed option for every two new shares issued. The options have an exercise price of 20 cents and expire on 31 July 2008.
The rights issue is non-renounceable which means there will be no trading of shareholder's rights.
Eligible Shareholders
Shareholders who are registered as such on the Company's share registry at 5:00pm WDST on 27 December 2006 will be eligible to participate in the rights issue.
Shareholders outside of Australia and New Zealand ('overseas optionholders') will not be able to participate in the rights issue (even if they convert their options to shares prior to the Record Date) as the costs of complying with securities regulations in countries other than Australia and New Zealand to enable participation by overseas shareholders are prohibitive.
Prospectus
The offer will be made pursuant to a prospectus which will be posted to eligible shareholders on 28 December 2006. If you wish to participate in the rights issue you will need to complete and return the personalised entitlement and acceptance form that will accompany the prospectus. Overseas shareholders will receive a copy of the prospectus for information purposes only.
A copy of the prospectus has been lodged with the ASX and is available on the ASX website (www.asx.com.au) and the KBRL website (www.kalgoorlieboulderres.com.au).
Shortfall
There is no minimum subscription amount and the rights issue is not underwritten. The Directors reserve the right to place any shortfall at their discretion in accordance with
48 Lake Street, Northbridge WA 6003 PO Box 312, Northbridge WA 6865 Fax: 08 9228 8685 Tel: 08 9228 9742 [email protected] www.kalgoorlieboulderres.com.au
the ASX Listing Rules. The Directors intend to place any shortfall with investors to ensure that the maximum amount under the rights issue is raised. The placement price of any shortfall will be the same price at which the new shares are offered to shareholders under the rights issue. The Company has entered into letters of commitment with various parties who have agreed to take up all of the shortfall in the event the Directors exercise their discretion to place the shortfall with them.
Use of Funds
As announced to the ASX on 8 December 2006, the Company has entered into conditional agreements to acquire 100 percent of the issued share capital of Australia Gold Investments Pty Ltd ('AGI'). AGI is the sole registered and beneficial holder of the Norseman Project - a series of granted mining leases, prospecting leases, exploration licences applications and mining lease applications covering 124 square kilometres in the Norseman region of the Goldfields of Western Australia.
Funds raised under the rights issue will be applied to finance the acquisition of AGI in the event the agreements to acquire AGI become unconditional, to working capital and to meeting the expenses of the rights issue.
Timetable
The timetable and important dates of the rights issue are set out below:
| Event | Date |
|---|---|
| Lodgement of Prospectus and Appendix 3(B) with ASX | 13 December 2006 |
| Record Date | 27 December 2006 |
| Despatch of Prospectus and Application Form | 28 December 2006 |
| Closing Date for Acceptance | 12 January 2007 |
| Statements for Shares and Options despatched | 22 January 2007 |
These dates are subject to change by KBRL in consultation with ASX.
ASX Information
An information sheet is overleaf which sets out some key information about the rights issue in accordance with the ASX Listing Rules.
Enquiries
Please do not hesitate to contact me on +61 08 9228 9742 or by email at [email protected].
Yours faithfully
Trevor Matthews Managing Director
Kalgoorlie-Boulder Resources Limited Non-Renounceable Rights Issue Information Sheet
The following information is provided to shareholders in accordance with the ASX Listing Rules. Full details of the rights issue are contained in the prospectus which will be sent to eligible shareholders on 28 December 2006.
| Is security holder approval required | No |
|---|---|
| Ratio in which the securities will be |
1 fully paid share for every 1 share held |
| offered | on the Record Date |
| Shareholders who participate in the rights | |
| issue will also receive 1 free listed option | |
| (ASX: KALO) for every 2 shares issued. | |
| The options have an exercise prive of 20 | |
| cents and expire on 31 July 2008. | |
| Class of securities issued or to be issued | Fully paid shares (ASX: KAL) |
| Listed options (ASX: KALO) | |
| Number of securities issued or to be | Fully paid shares - 48,645,694 |
| issued (if known) or the maximum number | Listed options $-24,322,847$ |
| which may be issued | |
| Do the securities rank equally in all | Yes |
| respects from the date of allotment with | |
| an existing class of securities Record date to determine entitlements |
|
| Policy for deciding entitlements in relation | 5:00pm (WDST) on 27 December 2006 Rounded up to nearest whole number |
| to fractions | |
| Name of countries in which the entity has | Switzerland, Gibraltar, United Kingdom, |
| security holders who will not be sent new | Singapore, Vanuatu |
| issue documents | |
| Closing date for receipt of acceptances | 12 January 2007 |
| Name of any underwriters | N/A |
| Name of any brokers to the issue | Delta Capital Pty Ltd |
| Fee or commission payable to the broker | \$100,000 plus GST |
| to the issue | |
| Amount of any handling fee payable to | 4% of a maximum amount committed to |
| brokers who lodge acceptances on behalf | by certain 'Firms' committed to take up |
| of security holders | any shortfall if the directors decide to |
| place the shortfall with them. 28 December 2006 |
|
| Date prospectus and entitlement and acceptance form will be sent to eligible |
|
| shareholders | |
| If the entity has issued options, and the | 13 December 2006 |
| terms entitle option holders to participate | |
| on exercise, the date on which notices will | |
| be sent to option holders | |
| Despatch date of holding statements for | 15 December 2006 |
| new securities |