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PROSPECT RESOURCES LIMITED Capital/Financing Update 2021
65617_rns_2021-04-15_f2804e80-d42a-4af7-b145-1a68e84ef904.pdf
Capital/Financing Update
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Announcement Summary
Entity name PROSPECT RESOURCES LIMITED
Announcement Type
New announcement
Date of this announcement
Friday April 16, 2021
The Proposed issue is: A placement or other type of issue
Total number of +securities proposed to be issued for a placement or other type of issue
| ASX +security code | +Security description | Maximum Number of+securities to be issued |
|---|---|---|
| PSCAA | OPTION EXPIRING VARIOUS DATES EX VARIOUSPRICES | 13,500,000 |
| PSC | ORDINARY FULLY PAID | 41,935,484 |
Proposed +issue date
Thursday April 22, 2021
Refer to next page for full details of the announcement
Part 1 - Entity and announcement details
1.1 Name of +Entity
PROSPECT 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.
1.2 Registered Number Type
ACN
Registration Number
124354329
1.3 ASX issuer code
PSC
1.4 The announcement is
New announcement
1.5 Date of this announcement
Friday April 16, 2021
1.6 The Proposed issue is:
A placement or other type of issue
Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 - Are any of the following approvals required for the placement or other type of issue?
- +Security holder approval
- Court approval
- Lodgement of court order with +ASIC
- ACCC approval
- FIRB approval
- Another approval/condition external to the entity
Yes
7A.1a Conditions
| Approval/Condition | Date for determination | Is the date estimated or | ** Approval |
|---|---|---|---|
| +Security holder approval | actual?Friday June 4, 2021Estimated | received/condition met? | |
Comments
AUD0.1m (645,162 shares) of the Placement is being subscribed for by Chairman, Mark Wheatley and will therefore require shareholder approval under ASX Listing Rule 10.11.
Part 7B - Issue details
| 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)? |
| Existing class |
Will the proposed issue of this +security include an offer of attaching +securities? No
Details of +securities proposed to be issued
ASX +security code and description
PSC : ORDINARY FULLY PAID
Number of +securities proposed to be issued 41,935,484
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? Yes
In what currency is the cash consideration being paid?
AUD - Australian Dollar
What is the issue price per +security? AUD 0.15500
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
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)? Existing class
Will the proposed issue of this +security include an offer of attaching +securities? No
Details of +securities proposed to be issued
ASX +security code and description
PSCAA : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES
Number of +securities proposed to be issued
13,500,000
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? No
Please describe the consideration being provided for the +securities
As part consideration of the Lead Manager's fees.
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Part 7C - Timetable
7C.1 Proposed +issue date
Thursday April 22, 2021
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No
7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes
7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?
8,081,285 ordinary fully paid shares; and 13,500,000 options
7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? Yes
7D.1c ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?
33,209,037 ordinary fully paid shares
7D.1c ( ii ) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate
The Company considered the Placement, compared to other types of capital raising (where existing ordinary shareholders would have been eligible to participate), was the most efficient and expedient method of raising funds. If the Company conducts a further capital raising in the future, it will continue to consider all options, including those where existing ordinary shareholders would have been eligible to participate.
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue? Yes
7E.1a Who is the lead manager/broker?
Cannacord Genuity (Australia) Limited
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
A capital raising fee of 3.0% of the Gross Proceeds raised under the Offer ("Capital Raising Fee"). The Capital Raising Fee will not be payable on any proceeds from investors introduced by the Company;
A management fee of 2.0% of the Gross Proceeds raised under the Offer ("Management Fee"); and
On completion of the Offer 13.5 million options expiring 31 December 2025 with 4m of the options exercisable at $0.22
per option, 4.5m of the options exercisable at $0.25 per options and 5m options exercisable at $0.28 per option.
7E.2 Is the proposed issue to be underwritten? No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
Funds raised will be applied to the following:
Accretively acquiring an additional Project Interest from Farvric to increase Project ownership from 70% to 87%;
Strategic Funding Initiatives; and
General Working Capital