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RAIDEN RESOURCES LIMITED — Capital/Financing Update 2013
Oct 31, 2013
65675_rns_2013-10-31_4d1fdc68-f16e-4cf2-9b31-91c5df861de6.pdf
Capital/Financing Update
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ASX Announcement
1 November 2013
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$8.7 million Capital Raising via Share Placement and Entitlement Offer
SubZero Group Limited (ASX: SZG) (" SZG " or " Company ") today announced that:
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it has received commitments for the placement of 24,195,000 fully paid ordinary shares in the capital of the Company ( Shares ) to institutional and sophisticated investors at an issue price of 10 cents per Share, to raise proceeds of approximately $2.4 million (before costs) ( Placement ); and
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it will provide eligible shareholders the opportunity to participate in a fully underwritten, pro rata non-renounceable entitlement offer to raise up to approximately $6.3 million (before costs). Eligible Shareholders will be able to subscribe for 1 new Share for every 3 Shares held as at 7.00 pm (Sydney time) on 15 November 2013 ( Record Date ) at an issue price of 10 cents per new Share, being the same price as the Shares issued under the Placement ( Entitlement Offer ).
The issue price of 10 cents per Share under the Placement and Entitlement Offer represents a discount of 20% to the closing price of 12.5 cents per Share on the ASX on 30 October 2013, being the last trading day before the announcement of the Placement and Entitlement Offer (together Capital Raising ).
Use of funds from Capital Raising
The net proceeds from the Capital Raising will be used to retire the Company's debtor financing facility, increase the Company's working capital and assist in funding the continued development and growth of the SubZero Group's businesses in pursuit of the strategic objectives as set out in the Company's prospectus dated 7 February 2013.
Placement
The new Shares taken up under the Placement are expected to be settled on 7 November 2013 and commence trading on the ASX on 11 November 2013. Shares issued under the Placement will rank equally in all respects with existing issued Shares and will be entitled to participate in the Entitlement Offer.
The Placement will be made within the Company's 15% annual placement capacity and does not require shareholder approval.
Blue Ocean Equities Pty Limited is the Lead Manager for the Placement and the underwriter of the Entitlement Offer.
Entitlement Offer
Subject to the issue of the new Shares under the Placement, approximately 63.3 million new Shares will be offered under the Entitlement Offer to raise approximately $6.3 million (before costs).
The Entitlement Offer is non-renounceable and the new Shares issued under the Entitlement Offer will rank equally with existing issued Shares in all respects.
Each of the Non- Executive Directors (or their associated entities) has agreed to subscribe for their full entitlement under the Entitlement Offer. Scott Farrell, the Managing Director and Chief Executive Officer, has elected not to subscribe for his entitlement in order to allow institutional investors the opportunity to acquire equity in the Company.
A Prospectus containing further information regarding the Entitlement Offer will be sent to Eligible Shareholders together with a personalised Entitlement and Acceptance Form in accordance with the timetable. A copy of the Prospectus will also be available for review on ASX's website (www.asx.com.au) and on the Company's website (www.subzeroservices.com.au) after it is lodged with ASIC and the ASX.
Underwriting
The Entitlement Offer is fully underwritten by Blue Ocean Equities Pty Limited.
Entitlement Offer Key Dates
| Entitlement Offer Ke Dates | Entitlement Offer Ke Dates | Entitlement Offer Ke Dates | Entitlement Offer Ke Dates | Entitlement Offer Ke Dates |
|---|---|---|---|---|
| yEventDateAnnouncement of Entitlement Offer and Appendix 3B1 November 2013Prospectus lodged with ASIC and ASX7 November 2013Notice containingAppendix 3B details sent to shareholders8 November 2013Shares trade on an "ex " Entitlement basis11 November 2013 | ||||
| Event | Date | |||
| Announcement of Entitleme | nt Offer and Appendix 3B | 1 November 2013 | ||
| Prospectus lodged with ASI | C and ASX | 7 November 2013 | ||
| Notice containinAendix | 3B details sent to shareholders | 8 November 2013 | ||
| g pp | ||||
| Shares trade on an "ex " En | titlement basis | 11 November 2013 | ||
| Record Date for determining eligibility to participate in theEntitlement Offer(7.00pm Sydneytime) | 15 November 2013 | |||
| Prospectus and Entitlement and Acceptance Formsdispatched to Eligible Shareholders | 19 November 2013 | |||
| Entitlement Offer opens | 19 November 2013 | |||
| Entitlement Offer closes – last date for lodgement ofEntitlement and Acceptance Forms and payment ofapplication moneyin full(5.00pm Sydneytime) | 3 December 2013 | |||
| Announcement of Entitlement Offer shortfall | 6 December 2013 | |||
| Allotment of New Shares issued under Entitlement Offerand dispatch of holdingstatements | 11 December 2013 | |||
| Commencement of tradingof New Shares on ASX | 12 December 2013 |
Note : the above dates are indicative only and subject to change. The commencement of trading of the New Shares is subject to confirmation from ASX.
Property Acquisition
The Company currently occupies as lessee four properties owned by the Company's major shareholder. The properties are strategically located in the Hunter Valley Region and are integral to the Company's operations.
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The Company is currently reviewing the acquisition of a 49% economic interest in the properties for a consideration which would include the issue of up to 24 million shares at 10 cents per share plus debt extinguishment. Any acquisition will be subject to independent valuations of the properties, an independent expert's report and shareholder approval.
Finance Facilities and Debt Restructuring
The Company is in the process of finalising its review of alternate financing proposals which will provide the Company with funding at more competitive rates and additional working capital to fund growth.
It is anticipated that the new funding facility will be finalised by end November 2013.
For further information:
Scott Farrell
Managing Director P: +61 2 6540 9400 F: +61 2 6540 9444 M: +61 438 251 699 E: [email protected]
Robert Lojszczyk
Chief Financial Officer P: +61 2 6540 9400 F: +61 2 6540 9444 M: +61 418 362 283 E: [email protected]
About SubZero Group Limited
The SubZero Group carries on an established mining service business based in the Hunter Valley, New South Wales. Its clients are almost exclusively involved in the Hunter Valley thermal coal mining industry. SubZero Group’s services include Mechanical Support (on and off-site mining machinery support), Structural Support (on and off-site engineering support) and Production Support (mining production support). SubZero has a presence in over 25 coal mines and over 90 clients including Rio Tinto, BHP Billiton and Xstrata. Further information can be found at the SubZero website: http://subzeroservices.com.au/
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