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NEOMETALS LTD — Capital/Financing Update 2008
Mar 26, 2008
65430_rns_2008-03-26_b6b51a65-5da6-40b3-8f5b-84424442f186.pdf
Capital/Financing Update
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Reed Resources Ltd
ABN 89 099 116 631
97 Outram Street West Perth WA 6005 Tel: + 61 8 9322 1182 Fax: + 61 8 9321 0556
27 March 2008
Company Announcements Office ASX Limited via Electronic Lodgement
Dear Sirs
APPENDIX 3B - Amended
Please find attached an amended Appendix 3B relating to issues of securities made on 7 December 2007. At Part 1, Item 8 (on page 2 of the notice), a typographical error inadvertently disclosed the number of all securities quoted on the ASX as 122, 0 16,667. The actual number as at 7 December 2007 was, and continues to be as at the date of this notice, 122, 1 16,667.
The attached revised Appendix 3B has been amended to reflect the correct number of securities quoted on the ASX. No other changes to the Appendix 3B were made.
Yours faithfully
==> picture [88 x 42] intentionally omitted <==
Chris Reed MANAGING DIRECTOR COMPANY SECRETARY
==> picture [594 x 76] intentionally omitted <==
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.
Name of entity
Reed Resources Ltd
ABN
89 099 116 631
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 (a) Fully paid ordinary shares issued (b) Unlisted options exercisable at $0.78
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2 Number of[+] securities issued or to (a) 25,000,000 be issued (if known) or maximum number which may be issued (b) 2,500,000
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3 Principal terms of the[+] securities (a) As to the securities identified at 2(a), fully (eg, if options, exercise price and paid ordinary shares. expiry date; if partly paid +securities, the amount outstanding (b) As to the securities identified at 2(b),
-
and due dates for payment; if +convertible securities, the unlisted options to acquire one fully paid ordinary share per option, each option
-
conversion price and dates for exerciseable on or prior to 31 December 2009 at
-
conversion) an exercise price of $0.78.
- See chapter 19 for defined terms.
Appendix 3B Page 1
1/1/2003
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) |
(a) As to the securities identified in 2(a), rank equally with issued ordinary shares. (b) Not applicable, as to the securities identified in 2(b). |
(a) As to the securities identified in 2(a), rank equally with issued ordinary shares. (b) Not applicable, as to the securities identified in 2(b). |
|---|---|---|
| (a) As to the securities identified in 2(a), $0.65 per fully paid ordinary share ($16,250,000 in aggregate). (b) As to the securities identified in 2(b), nil consideration. |
||
| (a) As to the securities identified in 2(a), pursuant to valid acceptances to an offer for subscription made to professional and sophisticated investors arranged by Transocean Securities Pty Ltd (and as approved by the shareholders at the Company's annual general meeting held on 26 November 2007. (b) As to the securities identified in 2(b), 'success fee' payable to Transocean Securities Pty Ltd pursuant to the 'Corporate Finance Agreement' between the Company and Transocean in respect of the placement of securitiesidentified at2(a). |
||
| Immediately upon allotment. | ||
| Number | +Class | |
| 122,116,667 | Ordinary fully paid |
- See chapter 19 for defined terms.
Appendix 3B Page 2
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Appendix 3B New issue announcement
| 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 |
|---|---|---|
| 2,200,000 1,000,000 2,000,000 2,700,000 2,500,000 2,500,000 |
Unlisted options exercisable at $0.35 each Unlisted options exercisable at $0.50 each Unlisted options exercisable at $0.60 each Unlisted options exercisable at $0.75 each Unlisted options exercisable at $0.78 Unlisted options exercisable at$0.85 each |
|
| No change in existing policy. |
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 |
N/A |
|---|---|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A |
- See chapter 19 for defined terms.
Appendix 3B Page 3
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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 entitlements_in full_through a |
N/A |
|---|---|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
N/A |
|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A |
- See chapter 19 for defined terms.
Appendix 3B Page 4
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Appendix 3B New issue announcement
broker? 31 How do[+] security holders sell part N/A of their entitlements through a broker and accept for the balance?
32 How do[+] security holders dispose N/A of their entitlements (except by sale through a broker)? 33 +Despatch date N/A
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 setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 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.
Appendix 3B Page 5
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Appendix 3B New issue announcement
Entities that have ticked box 34(b)
-
38 Number of securities for which N/A +quotation is sought
-
39 Class of +securities for which N/A quotation is sought
-
40 Do the[+] securities rank equally in all N/A 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 N/A 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 N/A N/A quoted on ASX ( including the securities in clause 38)
-
See chapter 19 for defined terms.
Appendix 3B Page 6
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Appendix 3B New issue announcement
Quotation agreement
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1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
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2 We warrant the following to ASX.
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The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
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There is no reason why those[+] securities should not be granted[+] quotation.
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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.
-
We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the[+] securities to be quoted, it has been provided 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.
- See chapter 19 for defined terms.
Appendix 3B Page 7
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Appendix 3B New issue announcement
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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.
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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:
==> picture [87 x 43] intentionally omitted <==
Date: 27 March 2008
(Director/Company secretary)
Print name: Christopher John Reed
== == == == ==
- See chapter 19 for defined terms.
Appendix 3B Page 8
1/1/2003