DDH1 : Proposed issue of securities - DDH

Proposed issue of securities

Announcement Summary

For personal use only

Entity name

DDH1 LIMITED

Announcement Type

New announcement

Date of this announcement 28/1/2022

The Proposed issue is:

A placement or other type of issue
Total number of +securities proposed to be issued for a placement or other type of issue
		Maximum Number of
ASX +security code	+Security description	+securities to be issued
DDH	ORDINARY FULLY PAID	83,954,453

Proposed +issue date

16/2/2022

Refer to next page for full details of the announcement

Proposed issue of securities

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Proposed issue of securities

Part 1 - Entity and announcement details

For personal use only

1.1 Name of +Entity

DDH1 LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2	Registered Number Type	Registration Number
ABN	48636677088
1.3	ASX issuer code
DDH

1. The announcement is New announcement
2. Date of this announcement

28/1/2022

1.6 The Proposed issue is:

A placement or other type of issue

Proposed issue of securities

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Proposed issue of securities

Part 7 - Details of proposed placement or other issue

only
	Part 7A - Conditions
		7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other
		type of issue can proceed on an unconditional basis?
		Yes
use	7A.1a Conditions
Approval/Condition	Date for determination	Is the date estimated or	** Approval
		Court approval	7/2/2022	actual?	received/condition met?
		Estimated
					No
		Comments
personal
Approval/Condition	Date for determination	Is the date estimated or	** Approval
		Lodgement of court order	7/2/2022	actual?	received/condition met?
		Estimated
		with +ASIC		No
		Comments
		Approval/Condition	Date for determination	Is the date estimated or	** Approval
		Other (please specify in	7/2/2022	actual?	received/condition met?
		Estimated
		comment section)		No
		Comments
		Pursuant to clause 3 of the Scheme Implementation Agreement lodged with ASX on 22 Oct 21 the following outstanding
		conditions must be satisfied for DDH1 to issue the new DDH1 shares as consideration for the acquisition of Swick Mining
For	Services. 3.1(f) no liability becomes payable by Swick under the Demerger Agreement between Orexplore and Swick
which is in excess of the maximum recovery amount under the Demerger Agreement. 3.1(g) all regulatory approvals,
waivers and consents must be in effect. 3.1(h) no legal or regulatory restraints must be in effect. 3.1(j) Swick has received
		a copy of each of the consents or waivers required under each contract in the Agreed Form List. 3.1(k) no MAC. 3.1(l) no
		Prescribed Occurrence. 3.1(m) Target Warranties true and correct. 3.1(n) Bidder Warranties true and correct. 3.1(o) no
		Bidder MAC occurs. 3.1(p) no Bidder Prescribed Occurrence. 3.1(q) ASX approval for quotation of New Shares.
	Part 7B - Issue details

Proposed issue of securities

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Proposed issue of securities

Is the proposed security a 'New	Will the proposed issue of this
class' (+securities in a class that is	+security include an offer of
not yet quoted or recorded by ASX)	attaching +securities?
or an 'Existing class' (additional	No
securities in a class that is already
quoted or recorded by ASX)?
Existing class

only
	Details of +securities proposed to be issued
			ASX +security code and description
			DDH : ORDINARY FULLY PAID
			Number of +securities proposed to be issued
use	83,954,453
	Offer price details
			Are the +securities proposed to be issued being issued for a cash
			consideration?
			No
personal		Please describe the consideration being provided for the +securities
	Acquisition of Swick Mining Services Limited under Scheme of Arrangement.
			Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
		86,892,858.000000
			Will these +securities rank equally in all respects from their issue date with
			the existing issued +securities in that class?
			Yes
	Part 7C - Timetable
		7C.1 Proposed +issue date
		16/2/2022
ForPart 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15%

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Proposed issue of securities

placement capacity under listing rule 7.1?

		No
		7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's
		additional 10% placement capacity under listing rule 7.1A (if applicable)?
only	No
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?
		No
		7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
		No
		7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
use	No
	Part 7E - Fees and expenses
		7E.1 Will there be a lead manager or broker to the proposed issue?
personal	No
7E.2 Is the proposed issue to be underwritten?

No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Not Applicable

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

For	The New DDH1 Shares are being issued as consideration for the acquisition of Swick Mining Services Limited via a
scheme of arrangement as announced to ASX on 12 October 2021.
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
No
7F.2 Any other information the entity wishes to provide about the proposed issue
For every 1 Swick share on issue at the record date being 7 February 2022, 0.2970 New DDH1 Shares will be issued.
	Therefore, the figure provided in question 7B is based on the following formula:

The total number of Swick shares on issue as at 24 January 2022, being 281 740 622, plus 934,303 Swick shares to be issued in respect of performance rights, less total number of Swick shares held by ineligible foreign shareholders as at 24 January 2022, multiplied by 0.2970.

Proposed issue of securities

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