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SUREFIRE RESOURCES NL — Capital/Financing Update 2015
Jun 4, 2015
65857_rns_2015-06-04_9439b42f-e1cc-48a6-8de2-bd0364890aeb.pdf
Capital/Financing Update
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ASX Announcement
5 June 2015
ENTITLEMENTS ISSUE
Black Ridge Mining NL (ASX : BRD) is pleased to advise that the Company has resolved to undertake a prorata non-renounceable entitlement issue to shareholders of approximately 854,561,658 fully paid ordinary shares ( Shares ) at an issue price of $0.002 per Share on the basis of one (1) New Share for every one (1) Share held t ogether with one (1) Free Attaching Option for each Share issued ( Record Date ), to raise approximately $1,709,123 before expenses ( Entitlement Issue ).
The Entitlements Issue is only open to shareholders in Australia and New Zealand. Shares issued under the Entitlements Issue will rank equally with existing issued Shares.
The Entitlements Issue is underwritten to an amount of $1,000,000 (500,000,000 Shares).
Details on the proposed use of funds raised under the Entitlements Issue is set out in the Prospectus. The key dates for the Entitlements Issue are as follows:
| etails on the proposed use of funds raised under the Entitlements Issue ates for the Entitlements Issue are as follows: |
is set out in the Prospectus. The ke |
|---|---|
| Event | Date |
| Release of Offer Document and Appendix 3B lodged to ASX | Friday, 5 June 2015 |
| Notice sent to Shareholders | Wednesday, 10 June 2015 |
| Ex Date | Thursday, 11 June 2015 |
| Record Date 5pm (WST) | Monday, 15 June 2015 |
| Offer Document Dispatched to Eligible Shareholders | Thursday, 18 June 2015 |
| Offer Opening Date | Thursday, 18 June 2015 |
| Offer Closing Date* 5pm (WST) | Thursday, 9 July 2015 |
| Securities quoted on a deferred settlement basis | Friday, 10 July 2015 |
| ASX notified of under subscriptions* | Tuesday, 14 July 2015 |
| Issue date. Deferred settlement trading ends** | Thursday, 16 July 2015 |
| Trading of New Shares expected to commence** | Friday, 17 July 2015 |
*These dates are indicative only and may, subject to the requirements of the Listing Rules and the Corporations Act, be changed without notice.
**The Directors may extend the Closing Date by giving at least 3 Business Days’ notice to ASX prior to the Closing Date. As such, the date the Shares are expected to commence trading on ASX may vary.
ABN 48 083 274 024
www.blackridgemining.com.au
t: +61 8 9574 6255
An Appendix 3B applying for quotation of 854,561,658 Shares & 854,561,658 Options to be issued under the Entitlements Issue is attached.
BLACK RIDGE MINING NL
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Vladimir Nikolaenko Director
ABN 48 083 274 024
www.blackridgemining.com.au
t: +61 8 9574 6255
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
BLACK RIDGE MINING NL (BRD)
ABN
48 083 274 024
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).
-
1 +Class of +securities issued or to be issued 1. Fully paid Ordinary Shares ( Shares ) 2. Unlisted Options exercisable at $0.003 expiring 30 November 2016 ( Options )
-
2 Number of[+] securities issued or to be issued (if known) or maximum number which may be issued
-
3 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)
-
Shares – 854, 561,658 2. Options – 854, 561,658 1. Shares to be issued pursuant to an underwritten rights issue on the basis of 1 new Share for every 1 Shares held on the record date ( Rights Issue ).
-
For every 1 new Share subscribed for under the Rights Issue, shareholders will receive 1 Option (each exercisable at $0.003 expiring 30 Nov 2016).
- See chapter 19 for defined terms.
Appendix 3B Page 1
01/08/2012
4 Do the[+] securities rank equally in all respects Shares will rank equally with existing fully paid from the date of allotment with an existing ordinary shares on issue +class of quoted +securities? Shares issued on exercise of the Options will rank equally with fully paid ordinary shares on issue 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
| Shares will rank equally with existing fully paid ordinary shares on issue Shares issued on exercise of the Options will rank equally with fully paid ordinary shares on issue |
|
|---|---|
| • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? 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 6c Number of+securities issued without security holder approval under rule 7.1 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) 6f Number of securities issued under an exception in rule 7.2 6g If securities issued under rule 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. |
|
| $0.002 per Share. The Options are free attaching options for which no additional consideration is payable. |
|
| The Shares and Options are being issued pursuant to an Entitlements Issue. The use of funds raised under the Entitlements Issue are set out in the Entitlements Issue prospectus dated 5 June 2015. |
|
| Yes | |
| 28 November 2014 | |
| N/A | |
| N/A | |
| N/A | |
| 1. Shares – 854, 561,658 2. Options – 854,561,658 |
|
| N/A | |
| N/A |
| 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 N/A 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 Issue capacity under Rule 7.1: 198,867,347 Issue capacity under Rule 7.1A: 165,912,231 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 17 July 2015 Number +Class 8 Number and+class of all+securities quoted on ASX (_including_the securities in section 2 if applicable) 1,709,123,316 Ordinary Shares Number +Class 9 Number and+class of all+securities not quoted on ASX (_including_the securities in clause 2 if applicable) 854,561,658 Unlisted Options exercisable at $0.003 each and expiring 30/11/2016 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) n/a Part 2 - Pro rata issue 11 Is security holder approval required? No 12 Is the issue renounceable or non- renounceable? Non-Renounceable 13 Ratio in which the+securities will be offered 1 new Share for every 1 existing Share held on the record date. 1 new Option for every 1 new Share applied for. 14 +Class of+securities to which the offer relates Ordinary fully paid Shares Options 15 +Record date to determine entitlements 15 June 2015 |
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 N/A 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 Issue capacity under Rule 7.1: 198,867,347 Issue capacity under Rule 7.1A: 165,912,231 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 17 July 2015 Number +Class 8 Number and+class of all+securities quoted on ASX (_including_the securities in section 2 if applicable) 1,709,123,316 Ordinary Shares Number +Class 9 Number and+class of all+securities not quoted on ASX (_including_the securities in clause 2 if applicable) 854,561,658 Unlisted Options exercisable at $0.003 each and expiring 30/11/2016 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) n/a Part 2 - Pro rata issue 11 Is security holder approval required? No 12 Is the issue renounceable or non- renounceable? Non-Renounceable 13 Ratio in which the+securities will be offered 1 new Share for every 1 existing Share held on the record date. 1 new Option for every 1 new Share applied for. 14 +Class of+securities to which the offer relates Ordinary fully paid Shares Options 15 +Record date to determine entitlements 15 June 2015 |
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 N/A 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 Issue capacity under Rule 7.1: 198,867,347 Issue capacity under Rule 7.1A: 165,912,231 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 17 July 2015 Number +Class 8 Number and+class of all+securities quoted on ASX (_including_the securities in section 2 if applicable) 1,709,123,316 Ordinary Shares Number +Class 9 Number and+class of all+securities not quoted on ASX (_including_the securities in clause 2 if applicable) 854,561,658 Unlisted Options exercisable at $0.003 each and expiring 30/11/2016 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) n/a Part 2 - Pro rata issue 11 Is security holder approval required? No 12 Is the issue renounceable or non- renounceable? Non-Renounceable 13 Ratio in which the+securities will be offered 1 new Share for every 1 existing Share held on the record date. 1 new Option for every 1 new Share applied for. 14 +Class of+securities to which the offer relates Ordinary fully paid Shares Options 15 +Record date to determine entitlements 15 June 2015 |
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 N/A 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 Issue capacity under Rule 7.1: 198,867,347 Issue capacity under Rule 7.1A: 165,912,231 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 17 July 2015 Number +Class 8 Number and+class of all+securities quoted on ASX (_including_the securities in section 2 if applicable) 1,709,123,316 Ordinary Shares Number +Class 9 Number and+class of all+securities not quoted on ASX (_including_the securities in clause 2 if applicable) 854,561,658 Unlisted Options exercisable at $0.003 each and expiring 30/11/2016 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) n/a Part 2 - Pro rata issue 11 Is security holder approval required? No 12 Is the issue renounceable or non- renounceable? Non-Renounceable 13 Ratio in which the+securities will be offered 1 new Share for every 1 existing Share held on the record date. 1 new Option for every 1 new Share applied for. 14 +Class of+securities to which the offer relates Ordinary fully paid Shares Options 15 +Record date to determine entitlements 15 June 2015 |
|---|---|---|---|
| Number | +Class | ||
| 854,561,658 | Unlisted Options exercisable at $0.003 each and expiring 30/11/2016 |
||
| n/a | |||
| No | |||
| Non-Renounceable | |||
| 1 new Share for every 1 existing Share held on the record date. 1 new Option for every 1 new Share applied for. |
|||
| Ordinary fully paid Shares Options |
|||
| 15 June 2015 |
- See chapter 19 for defined terms.
Appendix 3B Page 3
01/08/2012
| 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 offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of 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 payable to brokers who lodge 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 offer documents 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) |
N/A |
|---|---|
| Round down to nearest whole number | |
| Countries other than Australia and New Zealand, | |
| 9 July 2015 5pm WST | |
| Plato Mining Pty Ltd | |
| 6% of funds underwritten under the Entitlements Issue ($60,000 fee) |
|
| N/A | |
| N/A | |
| N/A | |
| N/A | |
| 18 June 2015 | |
| N/A | |
| N/A | |
| N/A |
30 How do security holders sell their N/A entitlements in full through a broker? 31 How do security holders sell part of their N/A entitlements through a broker and accept for the balance?
32 How do security holders dispose of their entitlements (except by sale through a broker)?
N/A
33 +Issue date
17 July 2015
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
34 Type of securities ( tick one ) (a)[Securities described in Part 1 ]
(b)[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
Information to be provided to ASX once available
35 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 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 chapter 19 for defined terms.
Appendix 3B Page 5
01/08/2012
Quotation agreement
-
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
-
2 We warrant the following to ASX.
-
The issue of the[+] securities to be quoted complies with the law and is 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.
-
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.
-
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.
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Sign here: ............................................................ Date: 05/06/2015 (Company Secretary)
Print name: Graeme Smith
== == == == ==
Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for[+] eligible entities
Introduced 01/08/12
Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
-
Insert number of fully paid ordinary 754,560,658 securities on issue 12 months before date of issue or agreement to issue Add the following: • Number of fully paid ordinary securities 854,561,658 issued in that 12 month period under an exception in rule 7.2
-
• Number of fully paid ordinary securities issued in that 12 month period with 50,000,000
-
shareholder approval
-
• Number of partly paid ordinary securities that became fully paid in that 12 month period
-
Note: • Include only ordinary securities here – other classes of equity securities cannot be added
-
• Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed
-
• It may be useful to set out issues of securities on different dates as separate line items
-
Subtract the number of fully paid ordinary - securities cancelled during that 12 month period “A” 1,659,122,316
Step 2: Calculate 15% of “A”
| Step 2: Calculate 15% of “A” | Step 2: Calculate 15% of “A” |
|---|---|
| “B” | 0.15 [Note: this value cannot be changed] |
| Multiply“A” by 0.15 | 248,868,347 |
| Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used |
|
| Insertnumber of equity securities issued or agreed to be issued in that 12 month period_not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable ) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items |
50,001,000 |
| “C” | 50,001,000 |
| Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1 |
|
| “A” x 0.15 Note: number must be same as shown in Step 2 |
248,868,347 |
| Subtract“C” Note: number must be same as shown in Step 3 |
50,001,000 |
| Total[“A” x 0.15] – “C” | 198,867,347 [Note: this is the remaining placement capacity under rule 7.1] |
Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
| Part 2 | Part 2 |
|---|---|
| Rule 7.1A – Additional placement capacity for eligible entities | |
| Step 1: Calculate “A”, the base figure from which the placement capacity is calculated |
|
| “A” Note: number must be same as shown in Step 1 of Part 1 |
1,659,122,316 |
| Step 2: Calculate 10% of “A” | |
| “D” | 0.10 Note: this value cannot be changed |
| Multiply“A” by 0.10 | 165,912,231 |
| Step 3: Calculate “E”, the amount that has already been used |
of placement capacity under rule 7.1A |
| Insertnumber of equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities – not just ordinary securities • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items |
Nil |
| “E” | nil |
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
| Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A |
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A |
|---|---|
| “A” x 0.10 Note: number must be same as shown in Step 2 |
165,912,231 |
| Subtract“E” Note: number must be same as shown in Step 3 |
- |
| Total[“A” x 0.10] – “E” | 165,912,231 Note: this is the remaining placement capacity under rule 7.1A |