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VOLT GROUP LIMITED — Capital/Financing Update 2014
Feb 12, 2014
66016_rns_2014-02-12_840a5616-019d-4efb-a7bc-f8ae054e3431.pdf
Capital/Financing Update
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13 February 2014
Ground Floor, 10 Ord Street WEST PERTH Western Australia 6005 PO BOX 1933 WEST PERTH Western Australia 6872 T: +61 8 9268 3800 F: +61 8 9226 2018 E: [email protected] W www.enerji.com.au
Dear Shareholder
ENERJI LIMITED ABN 62 009 423 189
On 11 February 2014 Enerji Ltd ( Company ) lodged a prospectus ( Prospectus ) with the Australian Securities and Investments Commission ( ASIC ) in relation to a pro rata nonrenounceable offer of one (1) New Share for every one (1) Share held by those Shareholders registered at the Record Date[1] at an issue price of $0.005 per Share, to raise approximately $1,362,578 ( Offer ). The Prospectus was also released to the ASX Ltd ( ASX ) on the same date. A Supplementary Prospectus was also lodged with the ASIC and the ASX on 13 February 2014 that provided additional detail in relation to how the proceeds of the Offer are planned to be used, and revised key dates.
A full copy of the Prospectus and Supplementary Prospectus will be mailed to all eligible shareholders[1] who hold Shares on the Record Date ( Shareholder ).
The Prospectus will not constitute an offer to any Shareholder whose registered address at the Record Date is not situated within Australia, New Zealand, Sweden or Monaco. The Prospectus is sent to shareholders outside those jurisdictions for information only and for those shareholders seeking further information regarding the Offer, please contact the Company on (+61 8) 9268 3800 between 8:30am to 5:00pm (WST) Monday to Friday.
Availability of Prospectus
This Prospectus will be available in electronic form on the ASX website at http://www.asx.com.au or the Company’s website http://www.enerji.com.au.
Proceeds of the Offer
The proceeds of the Offer are planned to be used in accordance with the table set out below:
| Proceeds of the Offer | $ | % | |
|---|---|---|---|
| 1. Carnarvon pilot plant legacy costs | 418,888 | 30.7 | |
| 2. Repay and purchase convertible notes | 300,000 | 22.0 | |
| 3. Budgeted development and operating expenses | 514,690 | 37.8 | |
| 4. Working capital | 80,000 | 5.9 | |
| 5. Expenses of Offer | 24,000 | 1.8 | |
| 6. Underwriting Fees (Frollo) | 25,000 | 1.8 | |
| Total | 1,362,578 |
1 With a registered address in Australia, New Zealand, Sweden or Monaco.
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Notes: Budgeted development and operating expenses include; statutory fees and charges, interest, insurance, audit and accounting fees, rent, ASX fees and charges, and operating wages and salaries. Refer to Section 6.8 of this Prospectus for further details relating to the estimated expenses of the Offer. The above table is a statement of current intentions as of the date of this Prospectus. As with any budget, intervening events and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way funds are applied on this basis.
Optionholders
In order to participate in the Offer in relation to the underlying Shares that are the subject of existing options, holders of existing options already on issue are required to exercise their options prior to the Record Date.
Assuming no Options are exercised before the Record Date then up to 272,515,576 New Shares will be issued under the Offer.
Application for quotation
The Company has applied to ASX for quotation of the New Shares pursuant to the Prospectus. If approval is not obtained from ASX before the expiration of 3 months after the date of issue of the Prospectus (or such period as varied by the ASIC) the Company will not issue any New Shares and will repay all application monies for the New Shares within the time prescribed under the Corporations Act, without interest.
Key Dates
The key dates for the Offer are as set out below:
| Ex Date | 20 February 2014 |
|---|---|
| Record Date for determining Entitlements | 26 February 2014 |
| Prospectus sent out to Shareholders | 3 March 2014 |
| Closing Date of Offer | 18 March 2014 |
| Securities quoted on a deferred settlement basis | 19 March 2014 |
| ASX notified of under-subscriptions | 21 March 2014 |
| Issue Date/Shares entered into Shareholders’ security holding | 26 March 2014 |
| Commence trading of New Shares | 27 March 2014 |
Note: These dates are indicative only and subject to change. The Company reserves the right, subject to the Corporations Act, the ASX Listing Rules and other applicable laws, to vary the dates of the Offer, including extending the Closing Date or accepting late applications, either generally or in particular cases, without notifying you. You are encouraged to submit your Entitlement and Acceptance Form and Shortfall Application Form as soon as possible. Any extension of the Closing Date will have a consequential effect on the date of the issue of the Shares. The Offer does not require the approval of Shareholders.
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Capital Structure
A table of changes in the capital structure of the Company as a consequence of the Offer is set out below, assuming that the Offer is fully subscribed.
| Shares on issue at date of Prospectus New Shares offered under the Offer (including 5,625,800 shares as fees for underwriting) Total Shares on issue after completion of the Offer Quoted Options exercisable at $2.00 on or before 31 December 2016 (ERJO) Quoted Options exercisable at $0.30 on or before 30 June 2015 (ERJOA) Total Options on issue after completion of the Offer |
272,515,576 278,141,376 550,656,952 6,473,770 133,147,546 139,621,296 |
|
|---|---|---|
Enquiries
For further information regarding the Offer, please contact the Company on (+61 8) 9268 3800 between 8:30am to 5:00pm (WST) Monday to Friday.
For and on behalf of
ENERJI LIMITED
Colin Stonehouse Chairman and Chief Executive Officer ENERJI LIMITED ABN 62 009 423 189
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