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RESOURCE BASE LIMITED. — Capital/Financing Update 2025
Feb 24, 2025
65667_rns_2025-02-24_bef51c07-3fd8-4a5b-965b-55ae7767110e.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Announcement Summary
Entity name
RESOURCE BASE LIMITED.
Announcement Type
New announcement
Date of this announcement
24/2/2025
The Proposed issue is:
A standard pro rata issue (including non-renounceable or renounceable)
Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)
enounceable) |
||
|---|---|---|
| Maximum Number of | ||
| ASX +security code | +Security description | +securities to be issued |
| New class-code to be | Unlisted options exercisable at $0.06 each within 3 years of | 28,796,121 |
| confirmed | issue |
Ex date
27/2/2025
+Record date
28/2/2025
Offer closing date
19/3/2025
Issue date
26/3/2025
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
Part 1 - Entity and announcement details
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1.1 Name of +Entity
RESOURCE BASE 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
57113385425
1.3 ASX issuer code
RBX
1.4 The announcement is
New announcement
1.5 Date of this announcement
24/2/2025
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
RBX : ORDINARY FULLY PAID
Is the proposed security a 'New Will the proposed issue of this If the entity has quoted company class' (+securities in a class that is +security include an offer of options, do the terms entitle option not yet quoted or recorded by ASX) attaching +securities? holders to participate on exercise? or an 'Existing class' (additional No No securities in a class that is already quoted or recorded by ASX)? New class
Details of +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 of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Unlisted options exercisable at $0.06 each within 3 years of issue No No |
Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Unlisted options exercisable at $0.06 each within 3 years of issue No No |
|---|---|
| New class-code to be confirmed | Unlisted options exercisable at $0.06 each within 3 years of issue |
+Security type
Options
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Appendix 3B - Proposed issue of securities
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| Appendix 3B - Proposed issue of securities | Appendix 3B - Proposed issue of securities | Appendix 3B - Proposed issue of securities |
|---|---|---|
| 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 | 4 | |
| What will be done with fractional | Maximum number of +securities | |
| entitlements? | proposed to be issued (subject to | |
| rounding) | ||
| Fractions rounded down to the nearest | 28,796,121 | |
| 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 0.00300 | |
| 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 | ||
| There are no limits on applications by Eligible Shareholders under the Entitlement | Offer but are subject to scale back | |
| arrangements | ||
| Will a scale back be applied if the offer | is over-subscribed? | |
| Yes | ||
| Describe the scale back arrangements | ||
| Any allocation is at the discretion of Directors in accordance with the Prospectus. | ||
| Will all the +securities issued in this class rank equally in all respects from | ||
| their issue date? | ||
| Yes | ||
| Options details | ||
| +Security currency | Exercise price | Expiry date |
| AUD - Australian Dollar | AUD 0.0600 | 26/3/2028 |
| Details of the type of +security that will be issued if the option is exercised | ||
| RBX : ORDINARY FULLY PAID | ||
| Number of securities that will be issued if the option is exercised | ||
| One ordinary share per 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. | ||
| Refer to ASX Announcement dated 25 February 2025. Full details are included in | the Prospectus lodged with ASIC on 24 | |
| February 2025 and ASX on 25 February | 2025. |
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Part 3C - Timetable
3C.1 +Record date
28/2/2025
3C.2 Ex date
27/2/2025
3C.4 Record date
28/2/2025
3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue
5/3/2025
3C.6 Offer closing date
19/3/2025
3C.7 Last day to extend the offer closing date
14/3/2025
3C.9 Trading in new +securities commences on a deferred settlement basis
20/3/2025
3C.11 +Issue date and last day for entity to announce results of +pro rata issue
26/3/2025
3C.12 Date trading starts on a normal T+2 basis
3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis
Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? No
3E.2 Is the proposed offer to be underwritten? Yes
3E.2a Who are the underwriter(s)?
The Offer is fully underwritten by certain Directors of the Company
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Appendix 3B - Proposed issue of securities
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3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? Fully underwritten 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? NIL fees payable 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated Refer to the Prospectus lodged with ASIC on 24 February 2025 and ASX on 25 February 2025 for the termination events of the underwriting agreement. 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? Yes 3E.2e (i) What is the name of that party? Brent Palmer Maurice Feilich - Filmrim Pty Ltd 3E.2e (ii) What is the extent of their underwriting or sub-underwriting (ie the amount or proportion of the offer they have underwritten or sub-underwritten)? Brent Palmer - 50% Maurice Feilich - 50% 3E.2e (iii) What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter? NIL 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 ASX, registry and legal fees
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Towards identifying potential new projects, the costs of the Offers, and general 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
Outside of Australia and New Zealand 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes
- 3F.5a Please provide further details of the offer to eligible beneficiaries
Nominees and custodians that hold Shares should note that the Entitlement Offer is available only to Eligible Shareholders. The Company is not required to determine whether or not any registered holder is acting as a nominee or the identity or residence of any beneficial owners of Shares.
3F.6 URL on the entity's website where investors can download information about the proposed issue
https://resourcebase.com.au/
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
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