Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

SAVANNAH GOLDFIELDS LIMITED Capital/Financing Update 2007

Jan 21, 2007

65880_rns_2007-01-21_e33daa89-b6cc-4155-a7ef-636abd1ad63d.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

RENISON CONSOLIDATED MINES NL

ACN 003 049 714

Mail Address GPO Box 5268 Brisbane Old 4001 Level 5. Santos House 60 Edward Street Brisbane Old 4000

Phone: (07) 3303 0630 Fax: (07) 3303 0601 Email: [email protected]

ASX ANNOUNCEMENT

22 January 2006

CAPITAL RAISING UPDATE

The Directors of Renison Consolidated Mines NL are pleased to provide an update on the convertible note capital raising announced in December.

The Company has increased the amount to be raised from the previously advised \$7 million to \$8.5 million. Approximately \$6.5 million of the amount to be raised has been received to date with the balance expected to be received shortly. The additional funds being raised will provide additional working capital for the Tom's Gully mine development and additional funds for ongoing exploration programs for the Agate Creek gold and NSW coal projects. The issue of convertible notes for up to \$1.5 million of the placement will be subject to the obtaining of shareholder approval for the participation of a director related entity in the issue.

Details of the placement, terms of the convertible notes, and application for quotation of the notes issued to date are contained in the attached Appendix 3B – New Issue Announcement.

For and on behalf of the Board

JPK Marshall Company Secretary

For further information contact:

Chris Rawlings or Stephen Bizzell Phone: (07) 3303 0630 (07) 3303 0601 Fax: E-Mail: [email protected]

David Waterhouse Waterhouse Investor Relations 0407 880 937

APPENDIX 3B

Please find attached an Appendix 3B in relation to the following issues of securities:

The issue of 32,890,295 October 2007 \$0.22 Convertible Notes in relation to the Capital $\bullet$ Raising advised to the market on 4 December 2006.

The company advises that it is making an application to list these Notes on the ASX along with a previous issue of 20,000,000 Convertible Notes issued with the same conditions as the requirement of having at least 50 holders with a marketable parcel has now been met.

For and on behalf of the Board

JPK Marshall Company Secretary

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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.

Name of Entity RENISON CONSOLIDATED MINES NL

ABN

75 003 049 714

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).

* Class of + securities issued or to be
issued
Convertible Notes
2 Number of "securities issued or to
be issued (if known) or maximum
number which may be issued
32,890,295 at this time. A maximum further
9,609,705 notes will be issued upon receipt of
funds and of obtaining shareholder approval for
the participation of a director related entity in
the issue.
٦ Principal terms of the "securities"
(eg, if options, exercise price and
expiry date; if partly paid
"securities, the amount outstanding
and due dates for payment; if
*convertible
securities.
the
conversion price and dates for
conversion)
Convertible Notes
As per attached schedule of terms and
conditions

Do the *securities rank equally in all $\overline{4}$ respects from the date of allotment with an existing "class of quoted *securities?

$No - an application is being made to list the$ Notes along with an earlier issue of 20,000,000 Notes made on the same terms.

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
  • $\overline{5}$ Issue price or consideration

6

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

$$0.20$ per note

  • $\bullet$ repayment of an existing secured debt facility providing greater flexibility for the future development and financing of the company's Agate Creek and Coal projects
  • ongoing exploration programs at the Agate Creek gold project including feasibility studies for the project's development;
  • further exploration of Renison's coal assets; feasibility studies into the expansion of the $\bullet$
  • Tom's Gully Gold Mine from the initial 50,000 ounce per annum development; and
  • general working capital purposes.
  • $\overline{7}$ Dates of entering *securities into uncertificated holdings or despatch of certificates

23 January 2007

Number - Class
8 Number and delass of
all
346,959,513 Ordinary Shares fully
*securities
quoted on
ASX.
paid (RSN)
(including the securities in clause
2 if applicable)
152,500,000 Ordinary Shares partly
paid to 5.5 cents
3,374,169 (RSNCF)
March 2007
Convertible Notes
(\$1.00) (RSNG)
35,909,090 March 2009
Convertible Notes
$(S0.33)$ (RSNGB)
52,890,295 October 2007
Convertible Notes
(S0.22)
Number + Class
0 Number and + class of
all
2,500,000 30/6/07 12.5 cent
*securities not quoted on ASX Options
(including the securities in clause 2,625,000 30/6/08 17.5 cent
2 if applicable) Options

Dividend policy (in the case of a $N/A$
trust, distribution policy) on the increased capital (interests) $10\,$

Part 2 - Bonus issue or pro rata issue

11 security
holder
Is
approval
required?
12 Is the issue renounceable or non-
renounceable?
13 Ratio in which the "securities will
be offered
14 + Class of + securities to which the
offer relates
15 + Record
determine
date
to
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
issue
documents
Note: Security holders must be told how their
entiflements are to be dealt with.Cross reference:
rule 7.7.
19 Closing
date
for
оf
receipt
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
brokers who lodge
payable to
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 prospectus or Product
Disclosure Statement will be sent to
persons entitled
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 + Despatch date

Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities

  • 34 Type of securities $(iick one)$
  • Securities described in Part 1 $(a)$ $\mathbf{x}$
  • $(b)$ All other securities - for 20,000,000 Notes previously issued. $\mathbf x$

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

Tick to indicate you are providing the information or documents

35 $\vert\mathsf{X}\vert$ 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 $\mathbf{X}$ 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"

See attached listings of top 20 holders and distribution schedule.

Entities that have ticked box 34(b)

38 Number of securities for which 52,890,295
+ quotation is sought
39 quotation is sought Class of *securities for which October 2007 \$0.22 Convertible Notes
40 Do the + securities rank equally in all
respects from the date of allotment
with an existing + class of quoted
*securities?
If the additional securities do not
rank equally, please state:
the date from which they do
٠
extent to
which
they
the
۰
participate for the next dividend,
the
$(m -$
case
οf
trust.
a
distribution) or interest payment
the extent to which they do not
٠
rank equally, other than in
relation to the next dividend,
distribution or interest payment
No.
41 Reason for request for quotation
now Additional issue means that the required
number of holders required to enable the Notes
to be listed will now be met.
Example: In the case of restricted securities, end of
restriction period
(if issued
upon
conversion
οf
another security, clearly identify that
other security)
Number + Class
42.
Number and + class of all + securities 346,959,513 Ordinary Shares fully
quoted on ASX (including
the
securities in clause 38)
paid (RSN)
152,500,000 Ordinary Shares partly
paid to 5.5 cents
(RSNCF)
3,374,169 March 2007
Convertible Notes
(\$1.00) (RSNG)
35,909,090 March 2009
Convertible Notes
$(S0.33)$ (RSNGB)
52,890,295 October 2007
Convertible Notes
$(\$0.22)$

Quotation agreement

  • *Quotation of our additional *securities is in ASX's absolute discretion. ASX may $\mathbf{1}$ quote the 'securities on any conditions it decides.
  • $\overline{2}$ We warrant the following to ASX.
  • The issue of the 'securities to be quoted complies with the law and is not for an $\bullet$ 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.
  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the *securities to be quoted, it has been provided 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.
  • $\overline{3}$ 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.
  • $\overline{4}$ We give ASX the information and documents required by this form. If any information or document not available now, 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: JPK Marshall Date: 23 January 2006 (Company Secretary)

October 2007 Convertible Notes - Conditions of Issue

Definitions

Company means Renison Consolidated Mines NL

Company Conversion Formula means 1 Convertible Note converting into (22/ Redemption Share Price) Shares. Convert means the redemption of a Convertible Note in conjunction with the Company applying the principal amount of that Convertible Note in subscription for Shares and Conversion will be construed accordingly. Conversion Formula means 1 Convertible Note to 1 Share.

Conversion Notice means a notice in the form set out on each Holding Statement.

Convertible Notes means Convertible Notes to be created and issued by the Company having the Conditions of Issue.

Interest Period means the period from 1 October 2006 to 1 October 2007.

Interest Payment Date means 1 October 2007.

Redemption Date means 1 October 2007.

Redemption Share Price means 90% of the volume weighted average price (in cents per share) of the Shares traded on ASX for the 10 trading days prior to Redemption Date.

Shares means fully paid ordinary shares in the capital of the Company (ASX Code: RSN).

Subscription Date means the date on which the Company receives the Application Moneys. Interest Rate means 10% per annum.

Term means the period from the Subscription Date to the Redemption Date.

Issue Of Convertible Notes

The Note Holder subscribes for the Convertible Notes in the amount of the Application Moneys. The Company will issue to the Note Holder the Convertible Notes within 10 days of the Subscription Date. The Convertible Notes are issued on the terms and conditions set out in theses Conditions of Issue.

Interest

The Conneany will pay interest for the Interest Period the Interest Payment Date on the Application Moneys at Interest Rate. The Note Holder may elect to receive the value of the interest payment in Shares issued at the rate of 1 Share for each \$0.22 of interest. Such election must be made at least $\overline{7}$ days prior to the Interest Payment Date.

Conversion

  • The Note Holder may Convert the Convertible Notes into shares in the Company in accordance with the $\overline{a}$ Conversion Formula at any time during the Term by providing a Conversion Notice to the Company
  • The Company may at the Redemption Date Convert the Convertible Notes into shares in the Company in $\mathbf{b}$ accordance with the Company Conversion Formula. If this Conversion requires the approval of the Company's shareholders the Company will convene a meeting of its shareholders for this purpose and will not be required to Convert or redeem the Convertible Notes until shareholder approval is obtained. If shareholder approval is not obtained to the Conversion the Company will immediately redeem the Convertible Notes.
  • In the event of a Conversion interest will be payable on the Application Moneys from the date of the last $\mathbf{c}$ interest payment to the date of Conversion.
  • d) Any unpaid interest at the date of any Conversion will be Converted at the rate of 1 Share for each \$0.22 of interest that has accrued on the Convertible Notes but not been paid as at Conversion.

Redemption

If the Convertible Notes are not earlier converted then the Company will redeem the Convertible Notes at the Redemption Date by repayment to the Note Holder of the Application Moneys and all unpaid interest.

Consent To Become A Member

The Note Holder acknowledges and agrees that upon Conversion, the Note Holder will become a member of the Company.

Discharge and Release

The Company will immediately be discharged and released from its liabilities, obligations and covenants under this Deed in respect of any Convertible Note on the first to occur of the redemption or Conversion of the Convertible Notes.

Governing Law

This Schedule shall be governed by and construed in accordance with the laws of Queensland.

Top 20 Holders of October 2007 \$0.22 Convertible Notes

Name Nos of Notes % Held
1 Evolution Master Fund Ltd SPC Segregated Portfolio M 10,000,000 18.91%
2 PTP Investments Pte Ltd 8,000,000 15.13%
3 A.C.N. 119 755 476 Pty Ltd 7,659,093 14.48%
4 CMG Capital Pty Ltd 2,000,000 3.78%
5 Tricom Nominees Pty Ltd 1,750,000 3.31%
6 David John Vincent 1,500,000 2.84%
7 Peter Hanna 1.265.295 2.39%
8 D & D Nominees Pty Ltd 1,250,000 2.36%
9 G & H Custodians Pty Ltd 1,225,000 2.32%
10 Mr Clinton Casev 1,136,363 2.15%
11 Diamond Head Capital International Fund 1,000,000 1.89%
12 Diamond Head Capital International Fund (South Shore Capital A/C> 1,000,000 1.89%
13 Mr Eugen Schilter 950,000 1.80%
14 Peter Barrett Capp 750,000 1.42%
15 Fortis Clearing Nominees Pty Ltd 750.000 1.42%
16 Mr Shaun Edward Scott 750,000 1.42%
17 Sixth Era Pty Ltd 681,818 1.29%
18 Vision Asset Management Ltd 636.364 1.20%
19 Cygnet Capital Pty Ltd 550,000 1.04%
20 Hillmorton Custodians Pty Ltd 500,000 0.95%
43.353.933 81.97%

Distribution Schedule of October 2007 \$0.22 Convertible Notes

Nos of Holders
Ω
Ω
16
51
R.