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MINDAX LIMITED — Capital/Financing Update 2007
Oct 18, 2007
65308_rns_2007-10-18_de625a5d-9e02-4a8f-b784-8a99cb7c67e1.pdf
Capital/Financing Update
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9/57 Labouchere Road SOUTH PERTH 6151 Western Australia
==> picture [102 x 91] intentionally omitted <==
Telephone 08 9474 3266 Facsimile 08 9474 3299
ABN 28 106 866 442
19 October 2007
ASX Limited
Company Announcements Platform
PLACEMENT OF SECURITIES AND ENTITLEMENTS ISSUE
1. Placement
The Directors of Mindax Limited are pleased to announce that the Company has arranged a placement of 3,800,000 ordinary fully paid shares (to rank equally in all respects with existing shares) at 13 cents per share to raise gross proceeds of $494,000.
The placement will be made to a number of sophisticated and professional investors of Patersons Securities Limited and the securities will be issued under the Company’s 15% placement capacity.
Funds raised from the placement will be applied to the Company’s working capital requirements.
It is intended that the placement will be completed and shares issued by no later than 24 October 2007.
Application for quotation of these securities will be made to ASX Limited. Following is the relevant Appendix 3B to facilitate this.
2. Entitlements Issue
The Directors of Mindax Limited are also pleased to announce to the market that a renounceable entitlements issue of 2 New Shares for every 5 shares held at an issue price of 10 cents per New Share, together with 1 free attaching New Option (with a 20 cent exercise price and 30 June 2008 expiry date) for every 2 rights subscribed, will be offered to entities registered as shareholders on 12 November 2007. The abovementioned Placement will be eligible to participate in the entitlements issue. Subject to the execution of a formal underwriting agreement, Patersons Securities Limited intends to underwrite the entitlements issue.
The entitlements issue has been resolved under the Company's capital management strategy and will seek to raise approximately $2.41 million (before issue costs) to provide working capital and fund planned exploration programmes on the Company’s prospective Uranium, Gold, Copper and Iron Ore projects in Western Australia.
The Directors consider that the potential funding offered by the entitlements issue, together with the placement, is a prudent capital raising mechanism and in the best interests of the Company.
Option holders will be notified on 24 October 2007 of the entitlements issue and the need to exercise their options if they wish to participate in the issue.
The Company expects to lodge a Prospectus with ASIC and ASX on 31 October 2007 disclosing full details of the entitlements issue, and apply for quotation of the New Shares and New Options to be issued under the entitlements issue.
The proposed timetable for the entitlements issue is set out below in more detail:
| Event | 2007 |
|---|---|
| § Notifyexistingoption holders of the Rights Issue |
24 October |
| § Lodgeprospectus with ASIC and ASX |
31 October |
| § Notice to securityholders of Rights Issue terms |
1 November |
| § Ex date – rights tradingstarts |
5 November |
| § Record date |
12 November |
| § Prospectus despatch date |
16 November |
| § Tradingof rights closes |
23 November |
| § Closingdate |
30 November |
| § Allotment & Dispatch |
10 December |
This timetable is indicative only and may be subject to change.
Yours sincerely
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Gregory J Bromley Managing Director
Confidential 19/10/2007
MINDAX LIMITED
Page 2
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
MINDAX LIMITED
ABN
28 106 866 442
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 Fully Paid Shares |
|---|---|
| 3,800,000 Ordinary Shares | |
| Fully Paid Ordinary Shares |
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 1
Appendix 3B New issue announcement
- 4 Do the[+] securities rank equally in Yes 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
13 cents per share
-
6 Purpose of the issue To raise working capital to fund exploration (If issued as consideration for the activities. acquisition of assets, clearly identify those assets)
-
7 Dates of entering[+] securities into 24 October 2007 uncertificated holdings or despatch of certificates
-
See chapter 19 for defined terms.
Appendix 3B Page 2
1/1/2003
Appendix 3B New issue announcement
| 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable) 9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
Number | +Class |
|---|---|---|
| 60,228,467 26,214,224 |
Ordinary Fully Paid Shares Options with $0.20 exercise price expiring 30 June 2008. |
|
| Number | +Class | |
| 700,000 | Employee options with $0.25 exercise price expiring 21 December 2008. |
|
| N/A |
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval required? 12 Is the issue renounceable or nonrenounceable? 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
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 3
Appendix 3B New issue announcement
| 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 |
- See chapter 19 for defined terms.
Appendix 3B Page 4
1/1/2003
Appendix 3B New issue announcement
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
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
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.
24/10/2005 Appendix 3B Page 5
Appendix 3B New issue announcement
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) |
| 42 Number and+class of all+securities quoted on ASX (_including_the securities in clause 38) |
Number | +Class |
|---|---|---|
- See chapter 19 for defined terms.
Appendix 3B Page 6
1/1/2003
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: 19 October 2007 Company secretary
Print name: Angelo Francesca
== == == == ==
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 7