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XREF LIMITED Capital/Financing Update 2014

Oct 19, 2014

66097_rns_2014-10-19_f2d39af5-97f7-4008-afc8-5d77405d18ea.pdf

Capital/Financing Update

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King Solomon Mines Limited

ARBN 122 404 666 242 Marine Parade Otaki 5512, New Zealand Office (within Australia): 1 800 061 569 (outside Australia): +64 6 364 8462 Fax: +64 6 364 8497 [email protected] www.kingsolomonmines.com

20 October 2014

RIGHTS ISSUE CLEANSING NOTICE

King Solomon Mines Limited (King Solomon Mines or the Company) has today released an Offer Document for a three-for-two, Renounceable Rights Issue to eligible shareholders pursuant to which a maximum of 459,594,209 fully paid ordinary shares may be issued at a price of $0.002 per share.

Accordingly, King Solomon Mines gives notice under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (Corporations Act) that:

  1. the abovementioned ordinary shares will be issued without disclosure to investors under Part 6D.2 of the Corporations Act ; and

  2. as at the date of this notice, King Solomon Mines has complied with:

  3. (a) the provisions of Chapter 2M of the Corporations Act as they apply to King Solomon Mines;

  4. (b) Section 674 of the Corporations Act ; and

  5. (c) no information that:

    • (i) has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

    • (ii) investors and their professional advisors would reasonably require for the purpose of making an informed assessment of:

      • the assets and liabilities, financial position and performance, profits and losses and prospects of King Solomon Mines; or

      • the rights and liabilities attaching to the new shares.

The following sets out the potential effect the issue of new shares under the Rights Issue will have on the control of the Company and the consequences of that effect:

  • (A) If all shareholders take up their entitlement under the Rights Issue, the Rights Issue will have no effect on the control of King Solomon Mines.

  • (B) If an eligible shareholder does not take up their entitlement in full, that shareholder’s proportionate shareholding will be diluted.

  • (C) The proportionate shareholdings of shareholders who are not residents in Australia or New Zealand will be diluted as those shareholders are not entitled to participate in the Rights Issue.

  • (D) The Rights Issue is underwritten by Taylor Collison Limited. In the event that there is a shortfall in the take up of entitlements by eligible shareholders under the Rights Issue, the shortfall will be placed by the Underwriter.

Yours sincerely King Solomon Mines Limited

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Stephen McPhail

Managing Director