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MIRAMAR RESOURCES LIMITED — Capital/Financing Update 2022
Jun 28, 2022
65281_rns_2022-06-28_7dbbd7cc-6332-4d9a-818a-281f6fec4038.pdf
Capital/Financing Update
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Proposed issue of securities
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Update Summary
Entity name
MIRAMAR RESOURCES LIMITED
Announcement Type
Update to previous announcement
Date of this announcement
29/6/2022
Reason for update to a previous announcement
On 29-06-2022 Miramar advises that the Closing Date of the Offer to eligible shareholders has been extended by 7 days to 5pm (WST) on Monday, 11 July 2022. All other terms and conditions remain the same.
Refer to next page for full details of the announcement
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Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
MIRAMAR RESOURCES LIMITED
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type Registration Number ABN 34635359965
1.3 ASX issuer code
M2R
1.4 The announcement is
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Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
On 29-06-2022 Miramar advises that the Closing Date of the Offer to eligible shareholders has been extended by 7 days to 5pm (WST) on Monday, 11 July 2022. All other terms and conditions remain the same.
1.4b Date of previous announcement to this update
20/6/2022
1.5 Date of this announcement
29/6/2022
1.6 The Proposed issue is:
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A standard +pro rata issue (non-renounceable or renounceable)
1.6a The proposed standard +pro rata issue is:
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- Non-renounceable
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Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No
Part 3B - Offer details
Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued
ASX +security code and description
M2R : ORDINARY FULLY PAID
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? New class
Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? No No
Details of +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs)
Have you received confirmation from Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? Yes No ASX +security code +Security description New class-code to be confirmed OPTION EXPIRING JUL-2024 EX $0.25
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+Security type
Options
| Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) | Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) |
|---|---|
| The quantity of additional +securities | For a given quantity of +securities |
| to be issued | held |
| 1 | 2 |
| What will be done with fractional | Maximum number of +securities |
| entitlements? | proposed to be issued (subject to |
| rounding) | |
| Fractions of 0.5 or more rounded up | 35,340,872 |
| Offer price details for retail security holders | |
| In what currency will the offer be | What is the offer price per +security |
| made? | for the retail offer? |
| AUD - Australian Dollar | AUD 0.01000 |
| Oversubscription & Scale back details | |
| Will individual +security holders be permitted to apply for more than their | |
| entitlement (i.e. to over-subscribe)? | |
| No | |
| Will a scale back be applied if the offer | is over-subscribed? |
| No | |
| Will all the +securities issued in this class rank equally in all respects from | |
| their issue date? | |
| Yes |
Options details
| +Security currency Exercise price |
Expiry date |
|---|---|
| AUD - Australian Dollar AUD 0.2500 |
11/7/2024 |
| Details of the type of +security that will be issued if the option is exercised | |
| M2R : ORDINARY FULLY PAID | |
| Number of securities that will be issued if the option is exercised | |
| One (1) fully paid ordinary share per one (1) option exercised. |
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Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.
Exercisable at $0.25 each, and expiring two years from the date of issue. The Company will apply to have the options quoted and tradeable on the ASX. Refer ASX announcement dated 3 May 2022 for further information.
Part 3C - Timetable
3C.1 +Record date
20/6/2022
3C.2 Ex date
17/6/2022
3C.4 Record date
20/6/2022
3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue
23/6/2022
3C.6 Offer closing date
11/7/2022
3C.7 Last day to extend the offer closing date
6/7/2022
3C.9 Trading in new +securities commences on a deferred settlement basis
12/7/2022
3C.11 +Issue date and last day for entity to announce results of +pro rata issue
18/7/2022
3C.12 Date trading starts on a normal T+2 basis
19/7/2022
3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis
21/7/2022
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Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? No 3E.2 Is the proposed offer to be underwritten? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer N/A Part 3F - Further Information 3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Funds raised will be used for exploration activities at Gidji JV Project, and the other projects in the Eastern Goldfields, Murchison and Gascoyne regions of WA, and to provide working capital. 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue All countries except for Australia and New Zealand 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes 3F.5a Please provide further details of the offer to eligible beneficiaries Further details will be contain in the Replacement Prospectus dated 20 June 2022. 3F.6 URL on the entity's website where investors can download information about the proposed issue https://www.miramarresources.com.au/investors/asx-announcements/
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3F.7 Any other information the entity wishes to provide about the proposed issue
Eligible Shareholders who wish to subscribe for Options above their Entitlement are invited to apply for Shortfall Securities under the Shortfall Offer by completing the appropriate section on their Entitlement and Acceptance Form or by making payment for such Shortfall Securities. The allocation of Shortfall Options is at the Company absolute discretion as per the allocation policy set out in Section 3.5 of the Replacement Prospectus dated 20 June 2022.
3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes
3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
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