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NEOMETALS LTD — Capital/Financing Update 2010
Aug 3, 2010
65430_rns_2010-08-03_7f0bbdb6-9795-4b6b-993c-5d4b1be61364.pdf
Capital/Financing Update
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97 Outram St West Perth WA 6005 Tel: + 61 8 9322 1182 Fax: + 61 8 9321 0556
4 August 2010
The Manager Company Announcements Office ASX Limited
Dear Sir
Appendix 3B and Cleansing Notice
I refer to the institutional placement announced to the market on 29 July 2010.
Please find enclosed the Appendix 3B and the Notice under section 708A(5)(e) of the Corporations Act in relation to the placement.
Should you have any queries in relation to this matter please do not hesitate to contact me.
Yours faithfully
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Jason Carone
COMPANY SECRETARY
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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
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 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) |
Fully paid ordinary shares |
|---|---|
| 15,000,000 | |
| 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 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) |
Yes—the new shares rank equally in all respects from the date of allotment with the fully paid ordinary shares in Reed Resources Ltd currently on issue. |
Yes—the new shares rank equally in all respects from the date of allotment with the fully paid ordinary shares in Reed Resources Ltd currently on issue. |
|---|---|---|
| $0.50 per share | ||
| Pursuant to the institutional placement announced to ASX on 29 July 2010. |
||
| 4 August 2010 | ||
| Number | +Class | |
| 192,271,768 | Fully paid ordinary shares |
- See chapter 19 for defined terms.
Appendix 3B Page 2
24/10/2005
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 |
|---|---|---|
| 2,700,000 2,450,000 1,800,000 1,850,000 4,500,000 750,000 |
Unlisted options at $0.75 each, expiry 30/06/2011 Unlisted options at $0.80 each, expiry 31/12/2013 Unlisted options at $0.85 each, expiry 31/12/2012 Unlisted options at $1.20 each, expiry 30/06/2013 Unlisted options at $0.80 each, expiry 31/12/2012 Unlisted options at $1.00 each, expiry 1/07/2013 |
| 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
No change to 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 |
N/A |
|---|---|
| N/A | |
| N/A | |
| N/A |
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 3
Appendix 3B New issue announcement
| 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 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 |
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
24/10/2005
Appendix 3B New issue announcement
| 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 |
N/A |
|---|---|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| 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
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 5
Appendix 3B New issue announcement
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 | |
| 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 |
- See chapter 19 for defined terms.
Appendix 3B Page 6
24/10/2005
Appendix 3B New issue announcement
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.
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 7
Appendix 3B New issue announcement
-
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: 4 August 2010 Company secretary
Print name: Jason Carone
== == == == ==
- See chapter 19 for defined terms.
Appendix 3B Page 8
24/10/2005
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97 Outram St West Perth WA 6005 Tel: + 61 8 9322 1182 Fax: + 61 8 9321 0556
4 August 2010
The Manager Company Announcements Office ASX Limited
Dear Sir
Notice under section 708A(5)(e) of the Corporations Act
Reed Resources Ltd (ACN 099 116 631) ( Company ) has today issued 15,000,000 fully paid ordinary shares in the Company in connection with the institutional placement announced to the market on 29 July 2010 .
The Company gives notice under paragraph 708A(5)(e) of the Corporations Act 2001 (Cth) ( Act ) that:
-
1 the Company issued 15,000,000 fully paid ordinary shares ( Shares );
-
2 the Company issued the Shares without disclosure to investors under Part 6D.2 of the Act;
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3 as at the date of this notice, the Company has complied with:
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the provisions of Chapter 2M of the Act as they apply to the Company; and
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section 674 of the Act as it applies to the Company; and
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4 as at the date of this notice, there is no ‘excluded information’ within the meaning of subsections 708A(7) and (8) of the Act.
Yours faithfully
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Jason Carone
COMPANY SECRETARY
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