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RED MOUNTAIN MINING LIMITED — Capital/Financing Update 2024
Apr 16, 2024
65719_rns_2024-04-16_60de840c-3741-406f-b162-4b42b42a079b.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Update Summary Entity name RED MOUNTAIN MINING LIMITED Announcement Type Update to previous announcement Date of this announcement 17/4/2024 Reason for update to a previous announcement updated timetable and options expiry date is 10/05/2027. Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
RED MOUNTAIN MINING 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.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
ABN
Registration Number
40119658106
1.3 ASX issuer code
RMX
1.4 The announcement is
Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
updated timetable and options expiry date is 10/05/2027.
1.4b Date of previous announcement to this update
27/3/2024
1.5 Date of this announcement
17/4/2024
1.6 The Proposed issue is:
A standard +pro rata issue (non-renounceable or renounceable)
1.6a The proposed standard +pro rata issue is:
- Non-renounceable
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Appendix 3B - Proposed issue of securities
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Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No
Part 3B - Offer details
+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued
ASX +security code and description
RMX : ORDINARY FULLY PAID
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 If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? Yes No
Details of +securities proposed to be issued
ASX +security code and description
RMX : ORDINARY FULLY PAID
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) The quantity of additional +securities For a given quantity of +securities to be issued held
1 3
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Appendix 3B - Proposed issue of securities
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What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded down to the nearest 891,192,012 whole number or fractions disregarded
Offer price details for retail security holders
In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.00100
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
No limit. However, Company has absolute discretion (working alongside the Underwriter) as per the allocation policy.
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
Directors and the Underwriter reserve the right to issue to an applicant a lesser number of Shortfall Securities than the number for which the applicant applies, or to reject or scale back an application for Shortfall Securities.
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Attaching +Security
Is the proposed attaching 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)? New class
Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)
Details of attaching +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX?
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Appendix 3B - Proposed issue of securities
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equitable under listing rule 6.1? No Yes ASX +security code +Security description New class-code to be confirmed Quoted Options (exercisable at $0.002, expiring 3 years from the date of issue)
+Security type
Options
Offer ratio (ratio of attaching securities at which the new +securities will be issued) The quantity of attaching +securities to be issued For a given quantity of the new +securities issued 1 2
What will be done with fractional entitlements? Maximum number of +securities proposed to be issued (subject to rounding) Fractions rounded down to the nearest whole number or fractions disregarded 445,596,006
Offer price details for retail security holders
In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD 0.00000
AUD - Australian Dollar
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
No limit. However, Company has absolute discretion (working alongside the Underwriter) as per the allocation policy.
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
Directors and the Underwriter reserve the right to issue to an applicant a lesser number of Shortfall Securities than the number for which the applicant applies, or to reject or scale back an application for Shortfall Securities.
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Options details
+Security currency
AUD - Australian Dollar
Exercise price Expiry date AUD 0.0020 23/4/2027
Details of the type of +security that will be issued if the option is exercised
RMX : ORDINARY FULLY PAID
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Appendix 3B - Proposed issue of securities
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Number of securities that will be issued if the option is exercised
1 share issued for 1 option exercised. Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. TBA
Part 3C - Timetable
3C.1 +Record date 8/4/2024 3C.2 Ex date 5/4/2024 3C.4 Record date 8/4/2024 3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 11/4/2024 3C.6 Offer closing date 6/5/2024 3C.7 Last day to extend the offer closing date 1/5/2024
3C.9 Trading in new +securities commences on a deferred settlement basis 7/5/2024 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 10/5/2024 3C.12 Date trading starts on a normal T+2 basis 13/5/2024
3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 15/5/2024
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Appendix 3B - Proposed issue of securities
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Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? Yes
- 3E.1a Who is the lead manager/broker?
Xcel Capital Pty Ltd
-
3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? $20,000 management fee and 60,000,000 options to be issued on the same terms as the attaching options.
-
3E.2 Is the proposed offer to be underwritten? Yes
-
3E.2a Who are the underwriter(s)? Still Capital Pty Ltd
-
3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? $750,000
3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)?
- 6% of underwritten amount.
3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated Refer to the prospectus to be lodged in due course.
3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No
3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
Exploration on the Company's farm-in of Liontown Resources (ASX:LTR) Monjebup Rare Earth Project, exploration on the Company's existing asset portfolio, review of potential new ventures; and working capital.
3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No
3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities No
3F.6 URL on the entity's website where investors can download information about the proposed issue TBA
3F.7 Any other information the entity wishes to provide about the proposed issue
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Appendix 3B - Proposed issue of securities
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3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes
3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
Appendix 3B - Proposed issue of securities
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