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TASMAN RESOURCES LTD — Capital/Financing Update 2011
Apr 17, 2011
65896_rns_2011-04-17_2be31926-fd79-4bda-b359-451f1676ad4e.pdf
Capital/Financing Update
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ACN 009 253 187
18 April 2011
Address1 Address2 Address 3 Address 4
Dear Shareholder
NON-RENOUNCEABLE PRO-RATA RIGHTS ISSUE
Tasman Resources Ltd (the Company ) has announced to ASX Limited ( ASX ) a non-renounceable pro-rata rights offer to the Company's shareholders (the Offer ).
Overview
Under the Offer the Company will issue to each eligible shareholder, at a price of $0.10 per share, one (1) new fully paid ordinary Company share for every twelve (12) fully paid ordinary Company shares held by the eligible shareholder as at 5.00pm WST on 5 May 2011 (the Record Date ). In addition, one (1) free Company option will attach to every four (4) new fully paid ordinary Company shares issued under the Offer, exercisable at $0.10 at any time on or before 5.00pm WST on 30 June 2012.
In calculating entitlements under the Offer, fractions will be rounded up to the nearest whole number.
If fully subscribed (and assuming none of the Company options currently on issue are exercised before the Record Date), the Offer will result in the issue of approximately 16,909,107 ordinary shares in the Company, and 4,227,277 Company options. All of the shares issued under the Offer will rank equally with the Company’s existing quoted shares (ASX Code: TAS). All of the attaching Company options will be issued on the same terms and conditions as the Company’s existing quoted options (ASX Code: TASOB).
Funds raised from the Offer will be used:
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firstly, to meet the expenses of the Offer; and
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secondly, to provide additional working capital for further exploration and drilling and other general operating matters and to continue to support Tasman’s investment in ASX listed Eden Energy Ltd and to enable Tasman to partially sub-underwrite the rights issue announced by Eden Ltd Energy on Wednesday 13 April 2011.
The Offer is not being underwritten.
Eligibility
Only shareholders whose registered addresses are in Australia or New Zealand as at the Record Date are eligible to participate in the Offer ( Eligible Shareholders ). The Company has determined, in accordance with the Corporations Act 2001 (the Act ) and ASX Listing Rule 7.7, that it would be unreasonable to make the Offer to shareholders whose registered addresses are outside of Australia and New Zealand ( Non-Resident Shareholders ) having regard to the number of Non-Resident Shareholders in each country other than Australia or New Zealand, the number and value of Company shares (and attaching options) that would be offered to them and the cost of complying with the legal requirements in other countries.
Non-Resident Shareholders will therefore not be entitled to participate in the Offer. Non-Resident Shareholders should contact the Company Secretary should they have any queries.
Details of the Offer will be contained in an offer document, which will be mailed to all Eligible Shareholders. Eligible Shareholders should read the offer document carefully.
Level 40, Exchange Plaza 2 The Esplanade, Perth, Western Australia 6000 Telephone: (08) 9282 5889 Facsimile: (08) 9282 5866 Email: [email protected]
A copy of the offer document has been lodged with the ASX and is available on the ASX website, www.asx.com.au, and on the Company's website at www.tasmanresources.com.au.
Disclosure
The Offer is being made in accordance with section 708AA of the Act. The Offer does not require, and is being made without, disclosure to investors under a disclosure document.
Effect on capital structure
The capital structure of the Company on completion of the Offer will be as follows*:
| Shares (ASX Code: TAS) | |
|---|---|
| Shares currently on issue | 202,909,283 |
| Shares offered under the Offer (est) | 16,909,107 |
| Total shares on issue on completion of the Offer (est) | 219,818,390 |
| Options (ASX Code: TASOB) | |
| TASOB options currently on issue | 20,587,791 |
| TASOB options offered under the Offer (est) | 4,227,277 |
| Total TASOB options on issue on completion of the Offer (est) | 24,815,068 |
* Assuming the Offer is fully subscribed and none of the Company options currently on issue are exercised before the Record Date. In addition to the Company options shown above, there are a further 7,976,410 unlisted Company options on issue to directors of the Company and under the Company's Employee Share Option Plan. These unlisted Company options are exercisable at prices ranging from $0.10 to $0.16875 per share.
The Directors of the Company reserve the power of placement of any under subscriptions.
Offer timetable
The timetable and important dates of the Offer are set out below:
| etable and important dates of the Offer are set out below: | |
|---|---|
| Offer announcement | 7 April 2011 |
| Lodgement of offer document, cleansing notice and Appendix 3B with ASX | 15 April 2011 |
| Notice sent to shareholders | 18 April 2011 |
| Ex date | 29 April 2011 |
| Record Date for determining entitlements | 5 May 2011 |
| Offer document despatched to eligible shareholders | 6 May 2011 |
| Closing date of the Offer | 20 May 2011 |
| Securities quoted on a deferred settlement basis | 23 May 2011 |
| Company notifies ASX of under subscriptions | 25 May 2011 |
| Despatch of holding statements | 27 May 2011 |
Further information
If you require further information about the Offer, you should contact the Company Secretary.
Yours faithfully
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Gregory H Solomon Chairman
Level 40, Exchange Plaza 2 The Esplanade, Perth, Western Australia 6000 Telephone: (08) 9282 5889 Facsimile: (08) 9282 5866 Email: [email protected]