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MINBOS RESOURCES LIMITED — Capital/Financing Update 2012
May 22, 2012
65355_rns_2012-05-22_b84ea2f1-fed6-4d10-a4f4-18341de97ca4.pdf
Capital/Financing Update
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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 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, 24/10/2005.
Name of entity
MINBOS RESOURCES LIMITED
ABN
93 141 175 493
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) |
Unlisted Options |
|---|---|
| 3,000,000 (three million) | |
| a) 2,000,000 exercisable at $0.25 each on or before 30 December 2014; and b) 1,000,000 exercisable at $0.25 each on or before 30 December 2014. Vesting when the Company achieves one of either the following: (i) a share price of $0.50 per share or; (ii) a market capitalisation of AU$100 million (*both based on a 30 day VWAP) |
- See chapter 19 for defined terms.
1/2/2003
Page 1
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) 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) |
Not Applicable | Not Applicable |
|---|---|---|
| $0.00001 per unlisted option | ||
| Options issued under the Company’s 15% Facility to corporate advisor as part of their engagement for the provision of corporate advisory services. |
||
| 21 May 2012 | ||
| Number | +Class | |
| 66,169,250 | Fully paid ordinary shares (MNB) |
- See chapter 19 for defined terms.
1/2/2003
Page 2
Appendix 3B New issue announcement
| 9 Number and+class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) |
Number | +Class |
|---|---|---|
| 25,000,000 15,000,000 4,507,000 10,000,000 6,000,000 4,000,000 2,000,000 2,000,000 300,000 200,000 100,000 3,000,000 |
Ordinary shares escrowed until 18/10/2012 (ASX Code: MNBAK) Ordinary shares escrowed for 24 months until 18/10/2012 (ASX Code MNBAK) Ordinary shares escrowed for 24 months until 18/10/2012 (ASX Code MNBAK) Class B Performance Shares escrowed until 18/10/2012. (ASX Code MNBAO) Unlisted Broker Options @ $0.20 each, expiring 13/10/2013. (ASX Code MNBAQ) Unlisted Class A Director Options @ $0.20 each, expiring 13/10/2013, Already vested. (ASX Code MNBAS) Unlisted Class B Director Options @ $0.30 each, expiring 13/10/2013, vesting 13/10/2011. (ASX Code MNBAU) Unlisted Class C Director Options @ $0.50 each, expiring 13/10/2013, vesting 13/10/2012. (ASX Code MNBAY) Unlisted Options @ $0.20 each, expiring 18/04/2014, vesting 1/10/2012. (ASX Code: MNBAW) Unlisted Options @ $0.20 each, expiring 18/04/2014, vesting 1/10/2012. (ASX Code: MNBAW) Unlisted Options @ $0.50 each, expiring 18/04/2014, vesting 1/04/2013. (ASX Code: MNBAW) Unlisted Options @ $0.25 each, expiring 30/12/2014 (1 million subject to vesting conditions) (ASX Code: TBA) |
- See chapter 19 for defined terms.
1/2/2003
Page 3
Appendix 3B New issue announcement
| 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
N/A |
|---|---|
Part 2 - Bonus issue or pro rata issue – Not Applicable
| 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 |
- See chapter 19 for defined terms.
1/2/2003
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Appendix 3B New issue announcement
| 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? | |
| 32 | How do +security holders dispose |
| of their entitlements (except by sale | |
| through a broker)? | |
| 33 | +Despatch date |
- See chapter 19 for defined terms.
1/2/2003
Page 5
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) 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 +quotation is sought
-
39 Class of +securities for which quotation is sought
- See chapter 19 for defined terms.
1/2/2003
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Appendix 3B New issue announcement
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.
1/2/2003
Page 7
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.
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Sign here:
Date: Wednesday, 23 May 2012
(Company Secretary)
Print name: TANYA WOOLLEY
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