METALIKO RESOURCES LIMITED Appendix 3B New issue announcement
Appendix 3BRule 2.7, 3.10.3, 3.10.4, 3.10.5
New issue announcement, application for quotation of additional securities and agreementInformation 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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12,
04/03/13
Name of entity
METALIKO RESOURCES LTDABN
120 974 567
We (the entity) give ASX the following information.
Part 1 - All issuesYou must complete the relevant sections (attach sheets if there is not enough space).
1 +Class of +securities issued or to be issued
Fully Paid Ordinary Shares (New Shares)
2 Number of +securities issued or to be issued (if known) or maximum number which may be issued
88,322,865 New Shares
3 Principal terms of the +securities (e.g. 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 ranking equally with existing ordinary shares
+ See chapter 19 for defined terms.
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4 Do the +securities rank equally in all respects from the +issue date 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
Yes
5 Issue price or consideration $0.03 per New Share
6 Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)
for exploration and development activities at the Bronzewing and other gold projects;
for plant maintenance and improvements at the Bronzewing Gold Project;
to repay a loan to Dr Ruane (an executive Director of the Company) that was made to assist the Company in completing the acquisition of the Bronzewing Gold Project;
to pay the costs of the rights issue process;
and
to provide general working capital.
6a Is the entity an +eligible entity No that has obtained security holder approval under rule 7.1A?
If Yes, complete sections 6b - 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i
6b The date the security holder - resolution under rule 7.1A was passed
+ See chapter 19 for defined terms.
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6c Number of +securities issued - without security holder approval under rule 7.1
6d Number of +securities issued - with security holder approval under rule 7.1A
6e Number of +securities issued - with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
6f Number of +securities issued under an exception in rule 7.2
88,322,865 New Shares
6g If +securities issued under rule -
7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the
+issue date and both values. Include the source of the VWAP
calculation.
6h If +securities were issued under - rule 7.1A for non-cash consideration, state date on which valuation of consideration
was released to ASX Market
Announcements
6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
See Annexure 1
7 +Issue dates
Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule
19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.
Cross reference: item 33 of Appendix 3B.
19 October 2015
+ See chapter 19 for defined terms.
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8 Number and +class of all
+securities quoted on ASX (including the +securities in section 2 if applicable)
9 Number and +class of all
+securities not quoted on ASX (including the +securities in section 2 if applicable)
10 Dividend policy (in the case of a - trust, distribution policy) on the increased capital (interests)
11 Is security holder approval No
required?
12 Is the issue renounceable or non- renounceable?
Non Renounceable
13 Ratio in which the +securities will be offered
1 New Share for every 4 Shares held
14 +Class of +securities to which the offer relates
Fully Paid Ordinary Shares
15 +Record date to determine entitlements
25 September 2015
16 Will holdings on different - registers (or subregisters) be aggregated for calculating entitlements?
17 Policy for deciding entitlements in relation to fractions
Fractional entitlements to New Shares will be rounded up to the nearest whole number.
18 Names of countries in which the entity has security holders who will not be sent new offer documents
Note: Security holders must be told how their entitlements are to be dealt with.
Cross reference: rule 7.7.
United Kingdom
and any countries other than Australia, New
Zealand and Hong Kong
19 Closing date for receipt of acceptances or renunciations
5:00pm WST 12 October 2015
+ See chapter 19 for defined terms.
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20 Names of any underwriters Kesli Chemicals Pty Ltd
21 Amount of any underwriting fee or commission
No fee is payable to the Underwriter
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 offer documents will be sent to persons entitled
30 September 2015
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 -
applicable)
30 How do security holders sell their - entitlements in full through a broker?
31 How do security holders sell part - of their entitlements through a broker and accept for the balance?
32 How do security holders dispose -
of their entitlements (except by
sale through a broker)?
33 +Issue date 19 October 2015
+ See chapter 19 for defined terms.
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Part 3 - Quotation of securitiesYou 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
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
+ See chapter 19 for defined terms.
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Entities that have ticked box 34(b)Appendix 3B New issue announcement
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 +issue date 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)
42 Number and +class of all
+securities quoted on ASX (including the +securities in clause
38)
+ See chapter 19 for defined terms.
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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 is not available now, we 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.
Bianca Taveira
Sign here: ............................................................ Date: 18 September 2015
(Company Secretary) Print name: Bianca Taveira
== == == == ==
+ See chapter 19 for defined terms.
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Appendix 3B - Annexure 1 Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entitiesIntroduced 01/08/12 Amended 04/03/13
Part 1Rule 7.1 - Issues exceeding 15% of capital | |
Step 1: Calculate "A", the base figure from which the placement capacity is calculated | |
Insert number of fully paid +ordinary securities on issue 12 months before the +issue date or date of agreement to issue | 307,209,994 |
Add the following: • Number of fully paid +ordinary securities issued in that 12 month period under an exception in rule 7.2 • Number of fully paid +ordinary securities issued in that 12 month period with shareholder approval • Number of partly paid +ordinary securities that became fully paid in that 12 month period Note: • Include only ordinary securities here - other classes of equity securities cannot be added • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items | 19 Mar 2015 Placement 33,333,333 10 Jul 2015 Placement 12,748,133 19 Oct 2015 Rights Issue 88,322,865 |
Subtract the number of fully paid +ordinary securities cancelled during that 12 month period | Nil |
"A" | 441,614,325 |
+ See chapter 19 for defined terms.
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Step 2: Calculate 15% of "A" | |
"B" | 0.15 [Note: this value cannot be changed] |
Multiply "A" by 0.15 | 66,242,148 |
Step 3: Calculate "C", the amount of placement capacity under rule 7.1 that has already been used | |
Insert number of +equity securities issued or agreed to be issued in that 12 month period not counting those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded - not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items | Nil |
"C" | Nil |
Step 4: Subtract "C" from ["A" x "B"] to calculate remaining placement capacity under rule 7.1 | |
"A" x 0.15 Note: number must be same as shown in Step 2 | 66,242,148 |
Subtract "C" Note: number must be same as shown in Step 3 | Nil |
Total ["A" x 0.15] - "C" | 66,242,148 [Note: this is the remaining placement capacity under rule 7.1] |
+ See chapter 19 for defined terms.
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Part 2Appendix 3B New issue announcement
Rule 7.1A - Additional placement capacity for eligible entities | |
Step 1: Calculate "A", the base figure from which the placement capacity is calculated | |
"A" Note: number must be same as shown in Step 1 of Part 1 | N/A |
Step 2: Calculate 10% of "A" | |
"D" | 0.10 Note: this value cannot be changed |
Multiply "A" by 0.10 | N/A |
Step 3: Calculate "E", the amount of placement capacity under rule 7.1A that has already been used | |
Insert number of +equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities - not just ordinary securities • Include here - if applicable - the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items | |
"E" | N/A |
+ See chapter 19 for defined terms.
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Step 4: Subtract "E" from ["A" x "D"] to calculate remaining placement capacity under rule 7.1A | |
"A" x 0.10 Note: number must be same as shown in Step 2 | N/A |
Subtract "E" Note: number must be same as shown in Step 3 | N/A |
Total ["A" x 0.10] - "E" | N/A Note: this is the remaining placement capacity under rule 7.1A |
+ See chapter 19 for defined terms.
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