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SENSEN NETWORKS LIMITED — Capital/Financing Update 2012
Sep 23, 2012
65829_rns_2012-09-23_9db09683-e8aa-4831-8bf7-58d62643413f.pdf
Capital/Financing Update
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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
Name of entity
Orpheus Energy Limited
ABN
67 121 257 412
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 | Fully Paid Ordinary Shares $\mathbf{I}$ be issued
- Number of +securities issued or $\overline{\mathbf{z}}$ to be issued (if known) or maximum number which may be issued
- Principal terms of the $|$ $\overline{\mathbf{3}}$ +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due payment; dates for if +convertible securities, the conversion price and dates for conversion)
18,181,080
Fully Paid Ordinary Shares
+ See chapter 19 for defined terms.
| 4 | Do the + securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities? |
Yes |
|---|---|---|
| If the additional securities do not rank equally, please state: the date from which they do the extent to which they ۰ participate for the next dividend, (in the case of a distribution) trust, or interest payment the extent to which they do not rank equally, other than in relation to the next distribution dividend, OF interest payment |
||
| 5 | Issue price or consideration | 13 cents per share |
| 6 | Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) |
Repayment of Convertible Notes pursuant to shareholder resolution. |
| 6a | Is the entity an + eligible entity has obtained that security holder approval under rule 7.1A? |
N/A |
| 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 |
|
| 6с | Number of + securities issued without security holder approval under rule 7.1 |
+ See chapter 19 for defined terms.
- 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)
- Number of securities issued 6f under an exception in rule 7.2
- If securities issued under rule 6g 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
- Dates of entering +securities | $\overline{7}$ into uncertificated holdings or despatch of certificates
- Number and +class of all 8 +securities quoted on ASX (including the securities in section 2 if applicable)
| Number | + Class |
|---|---|
| 130,475,919 | Fully Paid Ordinary Shares |
17 September 2012
- See chapter 19 for defined terms.
| Number | + Class | ||
|---|---|---|---|
| 9 | all Number and + class of + securities not quoted on ASX (including the securities in section 2 if applicable) |
19,780,352 | Ordinary shares (restricted until 17 August 2013) |
| 12,750,000 | Options exercisable at 20 cents on or before 30 September 2014 (restricted until 17 August 2013) |
||
| 1,000,000 | Options exercisable at 25 cents on or before August $\overline{4}$ 2014 (restricted until 17 August 2013) |
||
| 1,175,000* | Options exercisable at 20 cents on or before 30 September 2014 |
||
| *500,000 options have lapsed |
Dividend policy (in the case of a 10 trust, distribution policy) on the increased capital (interests)
No dividend policy has been established
Part 2 - Bonus issue or pro rata issue
Questions 11 to 33 are not applicable
+ See chapter 19 for defined terms.
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
- Type of securities $34$ (tick one)
- Securities described in Part 1 $(a)$
- 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
Tick to indicate you are providing the information or documents
100,001 and over
35
$(b)$
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
If the 'securities are 'equity securities, a distribution schedule of the additional 36 *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
37
A copy of any trust deed for the additional +securities
+ See chapter 19 for defined terms.
Entities that have ticked box 34(b)
- Number of se $38$ +quotation is so
- Class of +sect 39 quotation is sought
- Do the +securities rank equally in 40 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
- · 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, interest distribution $or$ payment
- Reason for request for quotation 41 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 and +class of all 42 *securities quoted on ASX (including the securities in clause $38)$
| + Class | Number |
|---|---|
| curities for which ought |
||
|---|---|---|
| urities for which 10ht |
+ See chapter 19 for defined terms.
Quotation agreement
- $\mathbf{I}$ +Ouotation of our additional +securities is in ASX's absolute discretion. ASX may quote the 'securities on any conditions it decides.
- We warrant the following to ASX. $\overline{\mathbf{z}}$
- The issue of the 'securities to be quoted complies with the law and is $\bullet$ 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.
- We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{\mathbf{3}}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
- We give ASX the information and documents required by this form. If any $\overline{4}$ 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.
Lirector/Company secretary)
Date: $24/9/12$
Sign here:
Print name:
David Smith Director & Company Secretary
+ See chapter 19 for defined terms.