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MINDAX LIMITED — Capital/Financing Update 2011
Jun 30, 2011
65308_rns_2011-06-30_42fd2d61-c239-403f-8a46-de45ceb7f09d.pdf
Capital/Financing Update
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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 |
Ordinary fully paid shares (Shares) Options (Options) (pursuant to a pro rata Entitlements Issue) |
|---|---|
| a) Up to 30,302,913 Shares b) Up to 30,302,913 Options (and assuming none of the options presently on issue are exercised prior to the relevant record date). |
3 Principal terms of the[+] securities a) Shares to rank equally with existing (eg, if options, exercise price and ordinary shares on issue. expiry date; if partly paid +securities, the amount b) Options are exercisable at 30 cents outstanding and due dates for each during April 2012, expiring payment; if +convertible 30 April 2012. Each Option then securities, the conversion price entitles the holder, upon exercise, and dates for conversion) to one (1) ordinary share and one (1) further option exercisable at 35 cents each on or before 31 May 2015.
4 Do the[+] securities rank equally in Shares - Yes all respects from the date of allotment with an existing[+] class The Options will form a new class of of quoted[+] securities? securities with any ordinary shares issued as a result of the exercise of any Options to If the additional securities do not then rank equally with existing ordinary rank equally, please state: shares. 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 a) Shares - $0.25 per share b) Options - Nil. 6 Purpose of the issue To provide funds principally to progress the (If issued as consideration for the Company’s Mt Forrest Iron Project; to fund acquisition of assets, clearly exploration at the Company’s other identify those assets) prospects; towards the expenses of the issue; and to provide working capital. 7 Dates of entering +securities Shares - 15 August 2011 into uncertificated holdings or Options - 15 August 2011 despatch of certificates
- See chapter 19 for defined terms.
Appendix 3B Page 2
1/1/2003
| 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) |
Number | +Class |
|---|---|---|
| 181,817,480 64,938,809 30,302,913 |
Shares. Options with $0.75 exercise price, expiring 1 December 2011. Options with $0.30 exercise price, exercisable during April 2012, expiring 30 April 2012. Each option then entitles the holder, upon exercise, to one ordinary share and one further option exercisable at 35 cents each on or before 31 May2015. |
|
| Number | +Class | |
| 250,000 300,000 1,800,000 3,000,000 |
Employee options with $0.53 exercise price, expiring 1 August 2012. Employee/consulta nt options with $0.48 exercise price, expiring 12 October 2012. Director/consultant options with $0.60 exercise price, expiring 31 March 2012. Options with $0.75 exercise price, expiring 1 December 2011. |
10 Dividend policy (in the case of a N/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 |
No |
|---|---|
| Renounceable | |
| One (1) new Share for every five (5) existing shares held with one (1) free attaching new Option for every new Shareissued. |
|
| Ordinary fully paid Shares | |
| 18 July 2011 | |
| No | |
| To be rounded down. | |
| French Republic, United Kingdom, Japan, Laos People’s Democratic Republic, USA, People’s Republic of China, Hong Kong, Kingdom of the Netherlands. |
|
| 8 August 2011 | |
| Patersons Securities Limited (to the extent of $4.75M). |
|
| An underwriting fee of 5% of the dollar amount underwritten and a corporate advisory fee of $60,000. All fees are quoted ona GSTexclusive basis. |
- See chapter 19 for defined terms.
Appendix 3B Page 4
1/1/2003
| 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? |
Not applicable |
|---|---|
| Not applicable | |
| Not applicable | |
| Not applicable | |
| 22 July 2011 | |
| 1 July 2011 | |
| 12 July 2011 | |
| 29 July 2011 | |
| By completing the section marked “Sale of your entitlement in full by your Stockbroker” on the Entitlement and Acceptance Form andlodgingwiththerelevant stockbroker. |
| 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 |
By completing the section marked “Sale of part of your entitlement” by your Stockbroker and take up of the balance on the Entitlement and Acceptance Form in respect of part of the entitlements and lodging with the relevant stockbroker. |
|---|---|
| Complete a Standard Renunciation Form and send together with the Entitlement and Acceptance Form to the Company’s shareregistry. |
|
| 15 August 2011 |
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
- See chapter 19 for defined terms.
Appendix 3B Page 6
1/1/2003
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 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)
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: 1 July 2011
Company secretary
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Print name: Angelo Francesca
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- See chapter 19 for defined terms.
Appendix 3B Page 8
1/1/2003