AI assistant
PREDICTIVE DISCOVERY LIMITED — Capital/Financing Update 2020
Apr 16, 2020
65537_rns_2020-04-16_7237e840-d382-46f7-b522-b5a06d414053.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
17 April 2020
PLACEMENT COMPLETION AND FUNDING UPDATE
Predictive Discovery Limited (“ Predictive ” or the “ Company ”) is pleased to announce that it has completed the placement of shares to raise $612,490 (“ Placement ”) (before costs) announced on 9 April 2020, and in addition, has received $180,000 in cash proceeds from the early exercise of listed options.
The Company now has cash on hand of approximately $1.8 million following completion of the Placement and options exercise, and is well funded to execute the next phase of field work on its exciting recent gold discovery at its 100% owned Kaninko Gold Project in Guinea, as well as the broader Guinea portfolio, including the recently announced Koundian Project (refer ASX announcement on 7 April 2020).
Predictive’s Managing Director, Paul Roberts commented:
“This is an exciting time for Predictive. We have reported outstanding early success at the North-East Bankan Prospect in our Kaninko Project and we are awaiting 2 batches of drill results from the nearby but separate Bankan Creek prospect, also on Kaninko, which are expected during the next two weeks.
We will soon start drilling on the large gold-in-soil anomaly identified on our Kankan Project to the east of Kaninko (Figure 1), and eagerly await our first field work commencing at the Koundian Project situated adjacent to the 2 million ounce Tri K gold deposits.
We have established a strong presence on a number of 100% owned permits in Guinea over the past several months. Given the great potential of in the Siguiri Basin of Guinea, which is host to several multi-million ounce gold deposits, we are very pleased to see our strategy yielding great early success”.
The Appendix 2A and cleansing notice pursuant to section 708A(5)(e) is attached to this release.
==> picture [476 x 369] intentionally omitted <==
Figure 1 – Guinea tenement locations on geological map background, highlighting Koundian property package
-ENDS-
==> picture [55 x 11] intentionally omitted <==
----- Start of picture text -----
Page 2 of 3
----- End of picture text -----
For further information please contact:
Paul Roberts Managing Director Tel: +61 402 857 249 Email: [email protected]
Bruce Waddell
Company Secretary Tel: +61 8 6143 1840
Email: [email protected]
Page 3 of 3
17 April 2020
Company Announcements Office ASX Limited PO Box H224 Australia Square SYDNEY NSW 2000
Dear Sir/Madam
Notice Given Under Section 708A(5)(e) of the Corporations Act
Predictive Discovery Limited ( Company ) gives notice to the ASX for the purpose of Section 708A(5)(e) of the Corporations Act 2001 (the ' Act '), that on 17 April 2020 it issued and allotted a total of 132,498,000 fully paid ordinary shares in the capital of the Company ( Shares) without disclosure under Part 6D.2 of the Act. 122,498,000 shares were issued in a Placement announced on 09 April 2020, and a further 10,000,000 shares were issued upon the conversion of listed options (ASX: PDIOA).
The Shares above are part of a class of securities quoted on ASX and may be subject to a subsequent offer for sale.
The Company notifies ASX under paragraph 708A(5)(e) of the Act that::
-
The Company issued the above Shares without disclosure to the relevant parties under Part 6D.2 of the Act.
-
As at the date of this notice the Company has complied with: (a) The provisions of Chapter 2M of the Act (as applicable to the Company); and (b) Section 674 of the Act.
-
As at the date of this notice there is no excluded information (as defined in paragraphs (7) and (8) of section 708A of the Act) which is required to be disclosed by the Company. However, for completeness the Company advises that it has entered into a non-material binding memorandum of understanding to acquire, if they are granted, five exploration permits in Guinea that are prospective for gold. The terms sheet is highly conditional, including being subject to a 6 week due diligence period and the permits themselves being granted and therefore becoming available for purchase. There is no certainty that the transaction will be concluded. In the event it is the Company will advise the market.
An Appendix 2A with respect to the issue of the shares was issued on 17 April 2020.
Yours faithfully
==> picture [135 x 31] intentionally omitted <==
Bruce Waddell Company Secretary Predictive Discovery Limited
This appendix is not available as an online form Please fill in and submit as a PDF announcement
+Rule 2.7
Appendix 2A
Application for quotation of +securities
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.
If you are an entity incorporated outside Australia and you are seeking quotation of a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for nonAustralian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.
Part 1 – Entity and announcement details
| Question no |
Question | Answer |
|---|---|---|
| 1.1 | *Name of entity We (the entity here named) apply for +quotation of the following +securities and agree to the matters set out in Appendix 2A of the ASX Listing Rules.1 |
Predictive Discovery Limited |
| 1.2 | *Registration type and number Please supply your ABN, ARSN, ARBN, ACN or another registration type and number (if you supply another registration type, please specify both the type of registration and the registration number). |
ABN 11 127 171 877 |
| 1.3 | *ASX issuer code | PDI |
| 1.4 | *This announcement is Tick whichever is applicable. |
☒A new announcement☒An update/amendment to a previousannouncement ☐A cancellation of a previousannouncement |
| 1.4a | *Reason for update Mandatory only if “Update” ticked in Q1.4 above. A reason must be provided for an update. |
Completion of Placement previously announced on 09 April 2020 |
| 1.4b | *Date of previous announcement to this update Mandatory only if “Update” ticked in Q1.4 above. |
09 April 2020 |
| 1.4c | *Reason for cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
N/A |
| 1.4d | *Date of previous announcement to this cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
N/A |
1 Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see ASIC Regulatory Guide 189 Disclosure relief for rights issues ). If in doubt, please consult your legal adviser.
- See chapter 19 for defined terms 31 January 2020
Page 1
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
1.5 *Date of this announcement N/A
Part 2 – Type of issue
| Part 2 – | Type of issue | |
|---|---|---|
| Question No. |
Question | Answer |
| 2.1 | *The +securities to be quoted are: Select whichever item is applicable. If you wish to apply for quotation of different types of issues of securities, please complete a separate Appendix 2A for each type of issue. |
☒Being issued as part of a transaction ortransactions previously announced to the market in an Appendix 3B ☐Being issued under a +dividend or distribution plan ☒Being issued as a result of optionsbeing exercised or other +convertible securities being converted ☐Unquoted partly paid +securities that have been paid up and are now quoted fully paid +securities ☐+Restricted securities where the escrow period has expired or is about to expire ☐+Securities previously issued under an +employee incentive scheme where the restrictions on transfer have ceased or are about to cease ☐+Securities issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer ☐Other |
| 2.2a.1 | *Date of Appendix 3B notifying the market of the proposed issue of +securities for which quotation is now being sought Answer this question if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” |
09 April 2020 |
| 2.2a.2 | *Are there any further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B? Answer this question if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B”. |
No |
- See chapter 19 for defined terms 31 January 2020
Page 2
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 2.2a.2.1 | *Please provide details of the further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B Answer this question if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.2a.2 is “Yes”. Please provide details of the proposed dates and number of securities for the further issues. This may be the case, for example, if the Appendix 3B related to an accelerated pro rata offer with an institutional component being quoted on one date and a retail component being quoted on a later date. |
N/A |
|---|---|---|
| 2.2b.1 | *Date of Appendix 3A.1 lodged with ASX in relation to the underlying +dividend or distribution Answer this question if your response to Q2.1 is “Being issued under a dividend or distribution plan”. |
N/A |
| 2.2b.2 | *Does the +dividend or distribution plan meet the requirement of listing rule 7.2 exception 4 that it does not impose a limit on participation? Answer this question if your response to Q2.1 is “Being issued under a dividend or distribution plan”. Note: Exception 4 only applies where security holders are able to elect to receive all of their dividend or distribution as securities. For example, Exception 4 would not apply in the following circumstances: 1) The entity has specified a dollar limit on the level of participation e.g. security holders can only participate to a maximum value of $x in respect of their entitlement, or 2) The entity has specified a maximum number of securities that can participate in the plan e.g. security holders can only receive securities in lieu of dividend payable for x number of securities. |
N/A |
| 2.2c.1 | Please state the number and type of options that were exercised or other +convertible securities that were converted (including their ASX security code) Answer this question if your response to Q2.1 is “Being issued as a result of options being exercised or other convertible securities being converted”. |
ASX: PDIOA – 10,000,000 Listed Options, each converting to 1 ordinary fully paid share, exercisable at $0.018, expiring 24 December 2022 |
| 2.2c.2 | And the date the options were exercised or other +convertible securities were converted Answer this question if your response to Q2.1 is “Being issued as a result of options being exercised or other convertible securities being converted”. Note: If this occurred over a range of dates, enter the date the last of the options was exercised or convertible securities was converted. |
17 April 2020 |
| 2.2d.1 | Please state the number and type of partly paid +securities (including their ASX security code) that were fully paid up Answer this question if your response to Q2.1 is “Unquoted partly paid securities that have been paid up and are now quoted fully paid securities”. |
N/A |
- See chapter 19 for defined terms 31 January 2020
Page 3
Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities
This appendix is not available as an online form
| 2.2d.2 | And the date the+securities were fully paid up Answer this question if your response to Q2.1 is “Unquoted partly paid securities that have been paid up and are now quoted fully paid securities”. Note: If this occurred over a range of dates, enter the date the last of the securities was fully paid up. |
N/A |
|---|---|---|
| 2.2e.1 | Please state the number and type of +restricted securities (including their ASX security code) where the escrow period has expired or is about to expire Answer this question if your response to Q2.1 is “Restricted securities where the escrow period has expired or is about to expire”. |
N/A |
| 2.2e.2 | And the date the escrow restrictions have ceased or will cease Answer this question if your response to Q2.1 is “Restricted securities where the escrow period has expired or is about to expire”. Note: If this occurred over a range of dates, enter the date the last of the escrow restrictions has ceased or will cease. |
N/A |
| 2.2f.1 | Please state the number and type of +securities (including their ASX security code) previously issued under the +employee incentive scheme where the restrictions on transfer have ceased or are about to cease Answer this question if your response to Q2.1 is “Securities previously issued under an employee incentive scheme where the restrictions on transfer have ceased or are about to cease”. |
N/A |
| 2.2f.2 | And the date the restrictions on transfer have ceased or will cease: Answer this question if your response to Q2.1 is “Securities previously issued under an employee incentive scheme where the restrictions on transfer have ceased or are about to cease”. Note: If this occurred over a range of dates, enter the date the last of the restrictions on transfer has ceased or will cease. |
|
| 2.2g.1 | Please state the number and type of +securities (including their ASX security code) issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”. |
N/A |
- See chapter 19 for defined terms 31 January 2020
Page 4
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 2.2g.2 | *Please attach a document or provide details of a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms. Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”. |
*Please attach a document or provide details of a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms. Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”. |
N/A | N/A | |
|---|---|---|---|---|---|
| 2.2g.3 | *Are any of these +securities being issued to +key management personnel (KMP) or an +associate Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”. |
N/A | |||
| 2.2g.3.a | *Provide details of the recipients and the number of +securities issued to each of them. Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer” and your response to Q2.2g.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of registered holder”. Name of KMP Name of registered holder Number of +securities |
||||
| registered holder”. | |||||
| Name of KMP | Name of registered holder | Number of +securities | |||
| 2.2h.1 | *The purpose(s) for which the entity is issuing the +securities is: Answer this question if your response to Q2.1 is “Other”. You may select one or more of the items in the list. |
☐To raise additional working capital☐To fund the retirement of debt☐To pay for the acquisition of an asset[provide details below] ☐To pay for services rendered[provide details below] ☐Other [p_rovide details below_]Additional details: |
|||
| 2.2h.2 | *Please provide any further information needed to understand the circumstances in which you are applying to have these +securities quoted on ASX, including (if applicable) why the issue of the +securities has not been previously announced to the market in an Appendix 3B You must answer this question if your response to Q2.1 is “Other”. If there is no other information to provide, please answer “Not applicable” or “N/A”. |
N/A | |||
| 2.2i | *Are these +securities being offered under a +disclosure document or +PDS? Answer this question if your response to Q2.1 is any option other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B”. |
N/A |
- See chapter 19 for defined terms 31 January 2020
Page 5
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 2.2i.1 | *Date of +disclosure document or +PDS? Answer this question if your response to Q2.1 is any option other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.2i is “Yes”. Under the Corporations Act, the entity must apply for quotation of the securities within 7 days of the date of the disclosure document or PDS. |
N/A |
|---|---|---|
| 2.3 | *The +securities to be quoted are: Tick whichever is applicable |
☐Additional +securities in a class that is already quoted on ASX ("existing class") ☐New +securities in a class that is not yet quoted on ASX ("new class") |
Part 3A – number and type of +securities to be quoted (existing class or new class) where issue has previously been notified to ASX in an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class” or “new class”.
| Question No. |
Question | Answer |
|---|---|---|
| 3A.1 | *ASX security code & description | PDI – ordinary fully paid shares |
| 3A.2 | *Number of +securities to be quoted | 122,498,000 |
Part 3B – number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is anything other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class”.
| Question No. |
Question | Answer |
|---|---|---|
| 3B.1 | *ASX security code & description | PDI – ordinary fully paid shares |
| 3B.2 | *Number of +securities to be quoted | 10,000,000 |
| 3B.3a | *Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued +securities in that class? |
Yes |
| 3B.3b | *Is the actual date from which the +securities will rank equally (non-ranking end date) known? Answer this question if your response to Q3B.3a is “No”. |
N/A |
| 3B.3c | *Provide the actual non-ranking end date Answer this question if your response to Q3B.3a is “No” and your response to Q3B.3b is “Yes”. |
N/A |
| 3B.3d | *Provide the estimated non-ranking end period Answer this question if your response to Q3B.3a is “No” and your response to Q3B.3b is “No”. |
N/A |
- See chapter 19 for defined terms 31 January 2020
Page 6
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 3B.3e | *Please state the extent to which the +securities do not rank equally: •in relation to the next dividend, distribution or interest payment; or •for any other reason Answer this question if your response to Q3B.3a is “No”. For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue. |
N/A |
|---|---|---|
Part 4 – Issue details
| Part 4 – | Issue details | |
|---|---|---|
| Question No. |
Question | Answer |
| 4.1 | *Have the +securities to be quoted been issued yet? |
Yes |
| 4.1a | *What was their date of issue? Answer this question if your response to Q4.1 is “Yes”. |
17 April 2020 |
| 4.1b | *What is their proposed date of issue? Answer this question if your response to Q4.1 is “No”. |
N/A |
| 4.2 | *Are the +securities to be quoted being issued for a cash consideration? If the securities are being issued for nil cash consideration, answer this question “No”. |
Yes |
| 4.2a | *In what currency is the cash consideration being paid For example, if the consideration is being paid in Australian Dollars, state AUD. Answer this question if your response to Q4.2 is “Yes”. |
AUD |
| 4.2b | *What is the issue price per +security Answer this question if your response to Q4.2 is “Yes” and by reference to the issue currency provided in your response to Q4.2a. Note: you cannot enter a nil amount here. If the securities are being issued for nil cash consideration, answer Q4.2 as “No” and complete Q4.2c and Q4.2d. |
1) Placement 122,498,000 shares at $0.005 2) Option Conversion 10,000,000 at $0.018 |
| 4.2c | Please describe the consideration being provided for the +securities to be quoted Answer this question if your response to Q4.2 is “No”. |
N/A |
| 4.2d | Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the +securities to be quoted Answer this question if your response to Q4.2 is “No”. |
N/A |
| 4.3 | Any other information the entity wishes to provide about the issue |
N/A |
- See chapter 19 for defined terms 31 January 2020
Page 7
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
Part 5 – Issued capital following quotation
Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:
| Part 5 – Issued capital following quotation | Part 5 – Issued capital following quotation | Part 5 – Issued capital following quotation | Part 5 – Issued capital following quotation |
|---|---|---|---|
| Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise: |
|||
| Note: the figures provided in the tables in sections 5.1 and 5.2 below are used to calculate the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by the entity. If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 5.1 and include in the table in section 5.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX). Restricted securities should only be included in the table in section 5.1 if you are applying to have them quoted because the escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 5.2. |
|||
| 5.1 | *Quoted +securities(total number of each +class of +securities quoted on ASX following the +quotation of the +securities the subject of this application) ASX security code and description Total number of +securities on issue PDI – Ordinary Fully Paid Shares PDIOA – Options, each converting to 1 ordinary fully paid share, exercisable at $0.018, with expiry date of 24 December 2022. 612,490,065 107,425,004 |
||
| ASX security code and description | Total number of +securities on issue | ||
| PDI – Ordinary Fully Paid Shares PDIOA – Options, each converting to 1 ordinary fully paid share, exercisable at $0.018, with expiry date of 24 December 2022. |
612,490,065 107,425,004 |
||
| 5.2 | *Unquoted +securities(total number of each +class of +securities issued but not quoted on ASX): ASX security code and description Total number of +securities on issue PDIAK – Options, each converting to 1 ordinary fully paid share, exercisable at $0.3867, with expiry date of 29 November 2020 1,952,500 |
||
| ASX security code and description | Total number of +securities on issue | ||
| PDIAK – Options, each converting to 1 ordinary fully paid share, exercisable at $0.3867, with expiry date of 29 November 2020 |
1,952,500 | ||
- See chapter 19 for defined terms 31 January 2020
Page 8