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PILOT ENERGY LIMITED — Capital/Financing Update 2012
Aug 9, 2012
65558_rns_2012-08-09_475b318d-510a-47f6-99ab-ee4db817a169.pdf
Capital/Financing Update
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ASX : EHR
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10 August 2012
ASX Market Announcements, Australian Securities Exchange Limited, 20 Bridge Street, Sydney NSW 2000
RE: Earth Heat Resources Ltd – EHR Capital Raising Completed and appendix 3B
Further to the announcement made on 7 August 2012 regarding completion of the capital raising, the directors are pleased to advise that the placement of $670,000 was fully subscribed by unrelated sophisticated investors. Consequently, the directors' underwriting was not called upon.
The Appendix 3B is attached.
The Company intends to hold an Extraordinary General Meeting in the near future to conduct business that cannot be left to an AGM in February 2013, and to refresh its ability to make share placements pursuant to listing rule 7.1. The meeting date and the record date (for Canadian voting purposes) will be announced separately.
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ME Lucas-Smith Company Secretary
Ends
FOR FURTHER INFORMATION PLEASE CONTACT:
Torey Marshall, Managing Director Mal Lucas-Smith, Company Secretary
+618 8212 0579 0418 366 532
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
EARTH HEAT RESOURCES LTD
ABN
86 115 229 984
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 ORD / CDI issued Free attaching options 2 Number of[+] securities issued or to ORD / CDI - 77,000,000 be issued (if known) or maximum Free attaching options - 23,500,000 number which may be issued
3 Principal terms of the[+] securities Free attaching options (eg, if options, exercise price and Ex $0.04 each, Exp 10 August 2015 expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
- 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 ORD / CDI yes 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 ORD / CDIs - $0.01 each Options - free attaching 6 Purpose of the issue 67,000,000 Special share placement as (If issued as consideration for the previously announced. acquisition of assets, clearly identify 23,500,000 free attaching options those assets) 10,000,000 commitment shares in lieu of cash payment for work done and to be done. Escrowed until the EGM to be held late October 2012 7 Dates of entering[+] securities into 10 August 2012 uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of all 741,010,038 CDI / ORD +securities quoted on ASX ( including the securities in clause 2 if applicable)
- See chapter 19 for defined terms.
Appendix 3B Page 2
1/1/2003
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 |
|---|---|---|
| 3,264,423 48,158,228 40,000,000 |
EHRAI Common stock Unquoted Options Unquoted Performance Rights |
10 Dividend policy (in the case of a As for existing ORD / CDIs 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 |
- See chapter 19 for defined terms.
Appendix 3B Page 3
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Appendix 3B New issue announcement
| 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 broker? 31 How do+security holders sell_part_ of their entitlements through a broker and accept for the balance? |
|
|---|---|
- See chapter 19 for defined terms.
Appendix 3B Page 4
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Appendix 3B New issue announcement
-
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
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34 Type of securities ( tick one )
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(a)[Securities described in Part 1 ]
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(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
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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
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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 67,000,000 +quotation is sought 39 Class of +securities for which ORD / CDI quotation is sought 40 Do the[+] securities rank equally in all yes 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 Special share placement 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 741,010,038 CDI / ORD 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
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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.
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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.
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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: .................. Date: 10th August 2012 (Company secretary)
Print name: M Lucas-Smith.........................................................
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- See chapter 19 for defined terms.
Appendix 3B Page 8
1/1/2003