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RUMBLE RESOURCES LIMITED — Capital/Financing Update 2013
May 13, 2013
65736_rns_2013-05-13_3accbea7-5cb6-4f0c-9e52-e4b62884dc7d.pdf
Capital/Financing Update
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Dear Option holder,
NON-RENOUNCEABLE ENTITLEMENT OFFER
I am writing to you in relation to your option holding in Rumble Resources Limited ( Company ) (ASX:RTR).
The Company has announced to ASX Limited ( ASX ) the details of a nonrenounceable pro rata entitlement offer on the basis of one (1) new share for every two (2) shares held by Shareholders ( New Shares ) together with one (1) free attaching Option (exercisable at $0.08 on or before 30 June 2015) for every two (2) New Shares subscribed for ( New Options ), registered at 5.00pm (WST) on 27 May 2013 at an issue price of $0.045 per New Share to raise approximately $1.1 million ( Entitlement Offer ).
Pursuant to the terms of the options that were issued to you, the Company is required to notify you of your right to participate in any entitlement issue of securities if you exercise your options prior to the record date for the Entitlement Offer.
Accordingly, take notice that in order to participate in the Entitlement Offer, you will need to exercise your options prior to the record date for the Entitlement Offer, being 27 May 2013 ( Record Date ). Notice of exercise of options and payment of the exercise price of the options must be received by Advanced Share Registry Services on or before 27 May 2013. Notices of exercise of options received after this date cannot be assured of the allotment of shares by the Record Date for the Entitlement Offer.
| Announcement of Entitlement Offer | 14 May 2013 |
|---|---|
| Lodgement of Appendix 3B and Prospectus with ASX | 17 May 2013 |
| Notice of meeting despatched to Shareholders | 17 May 2013 |
| Notice of Entitlement Offer sent to Shareholders | 20 May 2013 |
| Securities quoted on an “EX” basis | 21 May 2013 |
| Record Date for determining Entitlements | 27 May 2013 |
| Prospectus and Entitlement and Acceptance Form despatched to Eligible Shareholders |
31 May 2013 |
| Shareholder meeting to approve issue of New Options | 17 June 2013 |
| Closing Date of Entitlement Offer** | 17 June 2013 |
| Securities quoted on a deferred settlement basis | 18 June 2013 |
| Notification of Shortfall | 20 June 2013 |
| Anticipated date for allotment and issue of the Securities and despatch of holder statements |
25 June 2013 |
| Anticipated date for commencement of Securities trading | 26 June 2013 |
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Rumble Resources Ltd
Suite 5, 26 Railway Road
SUBIACO WA 6008
T +61 8 6555 3980
F +61 8 6555 3981
rumbleresources.com.au
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ASX RTR
Board of Directors
Mr Andrew McBain
Managing Director
Mr Terry Topping
Executive Director
Mr Michael Smith
Non-executive Director
Mr Matthew Banks
Non-executive Director
Mr David Palumbo
Company Secretary
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If you require an option exercise form, please contact the Company on +61 8 6555 3980.
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The Company will dispatch a Prospectus in respect of the Entitlement Offer to Shareholders of the Company on 31 May 2013. The Prospectus outlines the Entitlement Offer in detail. The Prospectus will be lodged with ASX on 17 May 2013, and will be available after that date on the ASX website at www.asx.com.au and also on the Company’s website at www.rumbleresources.com.au.
The Entitlement Offer is not being underwritten.
The indicative timetable* for the Entitlement Offer is as follows:
- These dates are indicative only
** Subject to the Listing Rules, the Directors reserve the right to extend the Closing Date for the Entitlement Offer at their discretion. Should this occur, the extension will have a consequential effect on the anticipated date of issue for the New Shares.
Use of Funds
The funds raised pursuant to the Entitlement Offer will be used primarily for exploration and drilling activities at Rumble’s Derosa Project in Burkina Faso, and for working capital purposes. Drilling at the Derosa Project is expected to commence in mid-June 2013, with results expected in early July 2013.
Adjustments to Option Exercise Prices
Under the terms of the unlisted options on issue by the Company with an exercise price of $0.35 and an expiry date of 31 October 2015, the Company is required to reduce the exercise price of these options in the case of a rights issue such as the Entitlement Offer. Any such reduction will be calculated on the date on which the Company's securities are quoted on an “EX” basis (being 21 May 2013) and in accordance with the formula detailed in Listing Rule 6.22.2. The Company will notify holders of these options of any reduction to the exercise price of these options.
Under the terms of certain other listed and unlisted options on issue by the Company, the Company may at its discretion reduce the exercise price of the options in the case of a rights issue such as the Entitlement Offer. However, the Company has determined that any such reduction to the exercise prices of these options would be by a purely nominal and not material amount. Consequently, the Company has decided that the benefit to holders of those options of adjusting the exercise price of these options would not justify the legal and administrative costs that the Company would incur in doing so.
Overseas Shareholders
The offer made under the Prospectus and any accompanying form does not, and is not intended to, constitute an offer of securities in any place or jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer or to issue the Prospectus or the New Shares and New Options under the Entitlement Offer. The distribution of the Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of the Prospectus should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws
Should you have any queries in relation to this matter, please do not hesitate to contact the Company on +61 8 6555 3980.
Yours sincerely
David Palumbo Company Secretary