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REACH RESOURCES LIMITED Capital/Financing Update 2018

Apr 9, 2018

65731_rns_2018-04-09_5941bead-cb6b-4ecb-96d8-160e18cd8196.pdf

Capital/Financing Update

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ASX ANNOUNCEMENT/MEDIA RELEASE

9 April 2018

Cervantes Capital Raising

Cervantes Corporation Limited (ASX: CVS) (Cervantes) or ( the Company) is pleased to advise that as a result of the recent shareholders meeting and approval of additional capital raising facilities, the Company has placed all of the available shares and attaching options.

40,199,593 fully paid shares together with 13,399,864 (one for three) free attaching options were placed to professional investors under ASX listing Rule 7.1 to raise $281,397. This will require a further shareholders meeting to refresh this facility for future funds if and when required.

In addition, and as a result of the enthusiasm of a number of investors, the full 50,000,000 fully paid shares with 25,000,000 (one for two) free attaching options approved at the recent shareholders meeting were placed to professional investors under ASX Listing Rule 7.1 to raise $500,000. Further calls and communications were received, but the Company was unable to accommodate these applications until the 15% facility revised calculations come into effect after the current shares are issued.

Cervantes would once again like to thank the ongoing support of the local Chinese community and existing shareholders and clients of New York Securities Pty Ltd (AFSL 317392) in completing these placements.

Cervantes can now comfortably move forward knowing that all current exploration and drilling commitments can be met, to allow the Company to further evaluate and develop all of its projects, as well as meet other commitments and working capital requirements.

Your Directors look forward to making further ongoing positive announcements in the near future as news from the exploration programs and corporate activity develops.

Further details regarding the placements and terms of the options are set out in the accompanying Appendix 3B.

For further information please contact:

Collin Vost

Chairman (08) 6436 2300

[email protected]

END

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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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Cervantes Corporation Limited (Company)

ABN

79 097 982 235

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 1. Ordinary Fully Paid Shares be issued 2. Unquoted options

  • 2 Number of[+] securities issued or to be issued (if known) or maximum number which may be issued

  • 1.1 40,199,593 shares 1.2 50,000,000 shares

  • 2.1 13,399,864 unquoted options 2.2 25,000,000 unquoted options

  • See chapter 19 for defined terms.

Appendix 3B Page 1

04/03/2013

Appendix 3B New issue announcement

3 Principal terms of the[+] securities 1. Not applicable (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount 2. Unquoted options exercisable at $0.015 each on or before 30 June outstanding and due dates for payment; if +convertible 2020. securities, the conversion price and dates for conversion)

  • 4 Do the[+] securities rank equally in all respects from the[+] issue date 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

  • Yes 2. No, the unquoted options exercisable at $0.015 each on or before 30 June 2020. Shares issued on the exercise of these options will rank equally with all other fully paid ordinary shares on issue.

1.1 $281,397 1.2 $500,000 2.1 NIL 2.2 NIL

  • 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

Pursuant to Resolution 2 passed by shareholders at EGM held 4 April 2018, 50,000,000 shares and 25,000,000 unquoted options exercisable at $0.015 each on or before 30 June 2020, will allow the company to implement the current drill programs as outlined to the market on all projects and other exploration commitments as required. Working capital and to meet acquisition costs of additional assets or assessment of new projects including finalising the acquisition of the Payne’s Find project and reduce creditors.

  • See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

Appendix 3B New issue announcement

6a
Is the entity an+eligible entity
that
has
obtained
security
holder approval under rule 7.1A?
If Yes, complete sections 6b – 6h
in relation to the+securities the
subject of this Appendix 3B, and
comply with section 6i
6b
The date the security holder
resolution under rule 7.1A was
passed
6c
Number of+securities issued
without security holder approval
under rule 7.1
6d
Number of+securities issued
with security holder approval
under rule 7.1A
6e
Number of+securities issued
with security holder approval
under rule 7.3, or another
specific security holder approval
(specify date of meeting)
6f
Number of+securities issued
under an exception in rule 7.2
6g
If+securities issued under rule
7.1A, was issue price at least 75%
of 15 day VWAP as calculated
under rule 7.1A.3? Include the
+issue date and both values.
Include the source of the VWAP
calculation.
6h
If+securities were issued under
rule
7.1A
for
non-cash
consideration, state date on
which
valuation
of
consideration was released to
ASX Market Announcements
6i
Calculate the entity’s remaining
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
No
N/a
53,599,457 securities being 40,199,593 shares
and 13,399,864 unquoted options exercisable
at$0.015 each on or before 30 June 2020.
Nil
Nil
Nil

N/A
N/A
Remaining capacity under LR7.1 will be
6,023,100
See Annexure 1.
  • See chapter 19 for defined terms.

Appendix 3B Page 3

04/03/2013

Appendix 3B New issue announcement

7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B.

  1. 6 April 2018 2. 6 April 2018

Number +Class 8 Number and +class of all 487,683,309 Ordinary Fully Paid +securities quoted on ASX ( including the +securities in section 2 if applicable) Number +Class 9 Number and +class of all 51,784,529 Options exercisable +securities not quoted on ASX at $0.015 on or ( including the +securities in before 30 June 2020 section 2 if applicable) 7,000,000 Incentive Options exercisable at $0.01 on or before 31 December 2022

  • 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Part 2 - Pro rata issue

11 Is security holder approval required? 12 Is the issue renounceable or nonrenounceable? 13 Ratio in which the[+] securities will be offered 14 +Class of +securities to which the offer relates

  • See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

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 offer
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 offer documents will be
sent to persons entitled
  • See chapter 19 for defined terms.

Appendix 3B Page 5

04/03/2013

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 +Issue date

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.

Appendix 3B Page 6

04/03/2013

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[+] issue date 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 7

04/03/2013

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)

  • See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

Appendix 3B New issue announcement

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.

  • 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 is not available now, we 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: (Director)

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Date: 9 April 2018

Print name: Collin Vost

  • See chapter 19 for defined terms.

Appendix 3B Page 9

04/03/2013

Appendix 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

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Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insert number of fully paid [+] ordinary securities 317,329,716
on issue 12 months before the [+] issue date or
date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities
issued in that 12 month period under an
exception in rule 7.2
6,000,000 (issued 4/05/2017 approved by
• Number of fully paid [+] ordinary securities
shareholders 27/06/2017)
issued in that 12 month period with
1,000,000 (issued 12/07/2017 approved by
shareholder approval
shareholders 27/06/2017)
25,000,000 (issued 22/12/2017 approved by
shareholders 29/09/2017)
8,000,000 (issued 22/12/2017 approved by
shareholders 29/09/2017)
40,154,000 (issued 31/01/2018 approved by
shareholders 4/04/2018)
• Number of partly paid [+] ordinary securities
that became fully paid in that 12 month
period
Note:
• Include only ordinary securities here – other
classes of equity securities cannot be added
• Include here (if applicable) the securities the
subject of the Appendix 3B to which this
form is annexed
• It may be useful to set out issues of
securities on different dates as separate line
items
Subtract the number of fully paid [+] ordinary
securities cancelled during that 12 month
period
“A” 397,483,716
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  • See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013

Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply“A” by 0.15 59,622,557
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been
used
Insertnumber of+equity securities issued or
agreed to be issued in that 12 month period
not counting_those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under rule
7.1 or rule 7.4
_Note:

• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities the
subject of the Appendix 3B to which this
form is annexed
• It may be useful to set out issues of
securities on different dates as separate line
items
53,599,457 placement of share and option to be
allotted
“C” 6,023,100
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15
Note: number must be same as shown in Step 2
59,622,557
Subtract“C”
Note: number must be same as shown in Step 3
53,599,457
Total[“A” x 0.15] – “C” 6,023,100
[Note: this is the remaining placement capacity
under rule 7.1]
“A” x 0.15 59,622,557
Note: number must be same as shown in Step 2
Subtract“C” 53,599,457
Note: number must be same as shown in Step 3
Total[“A” x 0.15] – “C” 6,023,100
[Note: this is the remaining placement capacity
under rule 7.1]
  • See chapter 19 for defined terms.

Appendix 3B Page 11

04/03/2013

Appendix 3B New issue announcement

Part 2

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----- Start of picture text -----

Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A” N/A
Note: number must be same as shown in Step 1
of Part 1
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply “A” by 0.10
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been
used
Insert number of [+] equity securities issued or
agreed to be issued in that 12 month period
under rule 7.1A
Notes:
• This applies to equity securities – not just
ordinary securities
• Include here – if applicable – the securities
the subject of the Appendix 3B to which this
form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with in
Part 1), or for which specific security holder
approval has been obtained
• It may be useful to set out issues of
securities on different dates as separate line
items
“E”
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  • See chapter 19 for defined terms.

Appendix 3B Page 12

04/03/2013

Appendix 3B New issue announcement

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A “A” x 0.10 Note: number must be same as shown in Step 2 Subtract “E” Note: number must be same as shown in Step 3 Total [“A” x 0.10] – “E” Note: this is the remaining placement capacity under rule 7.1A

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 13

01/08/2012