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VINYL GROUP LTD Share Issue/Capital Change 2011

Mar 31, 2011

66014_rns_2011-03-31_3906cff6-abbb-4ba6-a91d-6b4cd84f1f30.pdf

Share Issue/Capital Change

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Appendix
3B New
issue
announcement

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
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,
24/10/2005.

Name
of
entity

MOBILARM
LIMITED ABN

15
106
513
580

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



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)
Fully paid ordinary shares

Up to 64,292,852

As for existing fully paid
  • See
    chapter
    19
    for
    defined
    terms.

24/10/2005

Appendix
3B
Page
1

Appendix
3B New
issue
announcement

4 Do
the[+] securities
rank
equally
in all
respects
from
the
date
of Yes.
Fully
paid
ordinary 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, distribution or interest payment 5 Issue
price
or
consideration 5
cents
per
share 6 Purpose
of
the
issue (If
issued
as
consideration
for
the Entitlements
issue
on
the
basis
of
1
New acquisition of assets, clearly Share
for
every
2.55
Shares
held. identify
those
assets) 7 Dates
of
entering[+] securities
into uncertificated holdings or 11
May
2011 despatch
of
certificates Number +Class 8 Number and +class of all +securities quoted on ASX Up
to
211,735,854 Fully
paid
ordinary ( including the securities in clause
2
if
applicable)

  • See
    chapter
    19
    for
    defined
    terms.

Appendix
3B
Page
2

Appendix
3B New
issue
announcement



9
Number
and
+class
of
all
+securities not quoted on ASX
(including
the
securities
in
clause 2 if applicable)


Number +Class

16,170,438


333,333


3,348,000



3,168,000



100,000



2,833,333


2,833,333


333,333

333,333

Ordinary Shares Escrowed
to 21/09/2012.

Ordinary Shares Escrowed
to 30/08/2011.

Options Exerciseable at
20 cents by 28/02/2013
Escrowed to 14/03/2011.

Options Exerciseable at
20 cents by 21/09/2013
Escrowed to 21/09/2012.

Options Exerciseable at
20 cents by 28/02/2013
Escrowed to 21/09/2012.

Performance B Shares
Escrowed to 21/09/2012.

Performance C Shares
Escrowed to 21/09/2012.

Performance B Shares.

Performance C Shares.

  • 10 Dividend
    policy
    (in
    the
    case
    of
    a As
    for
    existing
    fully
    paid
    ordinary
    shares. trust,
    distribution
    policy)
    on
    the increased
    capital
    (interests)

Part 2 - Bonus issue or pro rata issue

11
Is
security
holder
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
date
to
determine
entitlements


16
Will
holdings
on
different
registers (or subregisters) be
aggregated
for
calculating
entitlements?
No.
Non- renounceable
1:2.55
Fully paid ordinary shares
13 April 2011
Yes.
  • See
    chapter
    19
    for
    defined
    terms.

24/10/2005

Appendix
3B
Page
3

Appendix
3B New
issue
announcement

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
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 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
Rounded up.
Only issued in Australia and New Zealand
4 May 2011
Dutch Ink Pty Ltd
6%
N/A
N/A
N/A
N/A
15 April 2011
4 April 2011
N/A
N/A
  • See
    chapter
    19
    for
    defined
    terms.

Appendix
3B
Page
4

Appendix
3B New
issue
announcement

  • applicable)

  • 30 How
    do[+] security
    holders
    sell N/A their
    entitlements in
    full
    through a
    broker?

  • 31 How
    do[+] security
    holders
    sell N/A part of
    their
    entitlements
    through a
    broker
    and
    accept
    for
    the balance?

  • 32 How
    do[+] security
    holders
    dispose N/A of
    their
    entitlements
    (except
    by sale
    through
    a
    broker)?

  • 33 +Despatch
    date 11
    May
    2011

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

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

  • See
    chapter
    19
    for
    defined
    terms.

24/10/2005

Appendix
3B
Page
5

Appendix
3B New
issue
announcement

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

Entities that have ticked box 34(b)

==> picture [408 x 465] intentionally omitted <==

----- Start of picture text -----

38
Number
of
securities
for
which
+quotation
is
sought
39
Class
of
+securities
for
which
quotation
is
sought
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

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
41
Reason
for
request
for
quotation
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
+Class
----- End of picture text -----

  • See
    chapter
    19
    for
    defined
    terms.

Appendix
3B
Page
6

Appendix
3B New
issue
announcement

42 Number and +class of all +securities quoted on ASX ( including the
securities
in
clause 38)

**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.

  • See
    chapter
    19
    for
    defined
    terms.

24/10/2005

Appendix
3B
Page
7

Appendix
3B New
issue
announcement

Sign
here: Date:
1
April
2011 (Company
Secretary)

Print
name:
David
McArthur

  • See
    chapter
    19
    for
    defined
    terms.

Appendix
3B
Page
8

Appendix
3B New
issue
announcement

  • See
    chapter
    19
    for
    defined
    terms.

24/10/2005

Appendix
3B
Page
9