Notification of issue, conversion or payment up of equity
+securities
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.
If you are an entity incorporated outside Australia and you are issuing a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.
Part 1 - Entity and announcement details
Question
Question
Answer
no
1.1
*Name of entity
St Barbara Limited
We (the entity here named) give notice of the issue,
conversion or payment up of the following unquoted
+securities.
1.2
*Registration type and number
ACN 009 165 066
Please supply your ABN, ARSN, ARBN, ACN or
another registration type and number (if you supply
another registration type, please specify both the type
of registration and the registration number).
1.3
*ASX issuer code
SBM
1.4
*This announcement is
☒A new announcement
Tick whichever is applicable.
☐An update/amendment to a previous
announcement
☐A cancellation of a previous
announcement
1.4a
*Reason for update
N/A
Mandatory only if "Update" ticked in Q1.4 above. A
reason must be provided for an update.
1.4b
*Date of previous announcement to this
N/A
update
Mandatory only if "Update" ticked in Q1.4 above.
1.4c
*Reason for cancellation
N/A
Mandatory only if "Cancellation" ticked in Q1.4 above.
1.4d
*Date of previous announcement to this
N/A
cancellation
Mandatory only if "Cancellation" ticked in Q1.4 above.
1.5
*Date of this announcement
27 November 2020
+ See chapter 19 for defined terms
Page 1
31 January 2020
Appendix 3G
Notification of issue, conversion or
payment up of equity +securities
Part 2 - Type of issue
Question
Question
Answer
No.
2.1
*The +securities the subject of this
☐+Securities issued as a result of options
notification are:
being exercised or other +convertible
Select whichever item is applicable.
+securities being converted and that are
If you wish to notify ASX of different types of issues of
not to be quoted on ASX
securities, please complete a separate Appendix 3G
☐Partly paid +securities that have been
for each type of issue.
fully paid up and that are not to be
quoted on ASX
☒+Securities issued under an +employee
incentive scheme that are not being
immediately quoted on ASX
☐Other [please specify]
If you have selected 'other' please provide the
circumstances of the issue here:
2.2a.1
Please state the number and type of
N/A
options that were exercised or other
+convertible securities that were converted
(including their ASX security code if
available)?
Answer this question if your response to Q2.1 is
"securities issued as a result of options being
exercised or other convertible securities being
converted and that are not to be quoted on ASX".
2.2a.2
And the date the options were exercised or
N/A
other +convertible securities were
converted:
Answer this question if your response to Q2.1 is
"securities issued as a result of options being
exercised or other convertible securities being
converted and that are not to be quoted on ASX".
Note: If this occurred over a range of dates, enter the
date the last of the options was exercised or
convertible securities was converted.
2.2b.1
Please state the number and type of partly
N/A
paid +securities that were fully paid up
(including their ASX security code if
available)?
Answer this question if your response to Q2.1 is
"partly paid securities that have been paid up and that
are not to be quoted on ASX".
2.2b.2
And the date the +securities were fully paid
N/A
up:
Answer this question if your response to Q2.1 is
"partly paid securities that have been paid up and that
are not to be quoted on ASX".
Note: If this occurred over a range of dates, enter the
date the last of the securities was fully paid up.
*Provide details of the recipients and the number of +securities issued to each of them.
Answer this question if your response to Q2.1 is "securities issued under an employee incentive scheme that are
not being immediately quoted on ASX" and your response to Q2.2c.3 is "Yes". Repeat the detail in the table
below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the
KMP or insert "Same" in "Name of registered holder". If the securities are being issued to an associate of a KMP,
insert the name of the associate in "Name of registered holder".
Name of KMP
Name of registered holder
Number of +securities
Mr Craig Jetson
Same
345,483
Mr Garth Campbell-Cowan
Same
105,367
Mr Rowan Cole
Same
84,036
+ See chapter 19 for defined terms
Page 3
31 January 2020
Appendix 3G
Notification of issue, conversion or
payment up of equity +securities
2.2d.1
*The purpose(s) for which the entity is
☐To raise additional working capital
issuing the +securities is:
☐To fund the retirement of debt
Answer this question if your response to Q2.1 is
☐To pay for the acquisition of an asset
"Other".
You may select one or more of the items in the list.
[provide details below]
☐To pay for services rendered
[provide details below]
☐Other [provide details below]
Additional details:
N/A
2.2d.2
Please provide any further information
N/A
needed to understand the circumstances in
which you are notifying the issue of these
+securities to ASX, including (if applicable)
why the issue of the +securities has not
been previously announced to the market
in an Appendix 3B
You must answer this question if your response to
Q2.1 is "Other". If there is no other information to
provide, please answer "Not applicable" or "N/A".
2.3
*The +securities being issued are:
☒Additional +securities in an existing
Tick whichever is applicable
unquoted class that is already recorded
by ASX ("existing class")
☐New +securities in an unquoted class
that is not yet recorded by ASX ("new
class")
Part 3A - number and type of +securities being issued (existing class)
Answer the questions in this part if your response to Q2.3 is "existing class".
Question
Question
Answer
No.
3A.1
*ASX security code & description
SBMAK Performance Rights
3A.2
*Number of +securities being issued
1,995,257
3A.3a
*Will the +securities being issued rank
Yes
equally in all respects from their issue date
with the existing issued +securities in that
class?
3A.3b
*Is the actual date from which the
N/A
+securities will rank equally (non-ranking
end date) known?
Answer this question if your response to Q3A.3a is
"No".
3A.3c
*Provide the actual non-ranking end date
N/A
Answer this question if your response to Q3A.3a is
"No" and your response to Q3A.3b is "Yes".
3A.3d
*Provide the estimated non-ranking end
N/A
period
Answer this question if your response to Q3A.3a is
"No" and your response to Q3A.3b is "No".
+ See chapter 19 for defined terms
Page 4
31 January 2020
Appendix 3G Notification of issue, conversion or payment up of equity +securities
3A.3e
*Please state the extent to which the
N/A
+securities do not rank equally:
•
in relation to the next dividend,
distribution or interest payment; or
•
for any other reason
Answer this question if your response to Q3A.3a is "No".
For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue.
Part 3B - number and type of +securities being issued (new class)
Answer the questions in this part if your response to Q2.3 is "new class".
Question
Question
Answer
No.
3B.1
*Security description
N/A
3B.2
*Security type
☐Ordinary fully or partly paid shares/units
Select one item from the list that best describes the
☐Options
securities the subject of this form. This will determine
more detailed questions to be asked about the security
☐+Convertible debt securities
later in this section. Select "ordinary fully or partly paid
☐Non-convertible +debt securities
shares/units" for stapled securities or CDIs. For interest
rate securities, please select the appropriate choice
☐Redeemable preference shares/units
from either "Convertible debt securities" or "Non-
convertible debt securities". Select "Other" for
☐Other
performance shares/units and performance
N/A
options/rights or if the selections available in the list do
not appropriately describe the security being issued.
3B.3
ISIN code
N/A
Answer this question if you are an entity incorporated
outside Australia and you are issuing a new class of
securities other than CDIs. See also the note at the top
of this form.
3B.4
*Number of +securities being issued
N/A
3B.5a
*Will all the +securities issued in this class
N/A
rank equally in all respects from the issue
date?
3B.5b
*Is the actual date from which the
N/A
+securities will rank equally (non-ranking
end date) known?
Answer this question if your response to Q3B.5a is
"No".
3B.5c
*Provide the actual non-ranking end date
N/A
Answer this question if your response to Q3B.5a is
"No" and your response to Q3B.5b is "Yes".
3B.5d
*Provide the estimated non-ranking end
N/A
period
Answer this question if your response to Q3B.5a is
"No" and your response to Q3B.5b is "No".
+ See chapter 19 for defined terms
Page 5
31 January 2020
Appendix 3G Notification of issue, conversion or payment up of equity +securities
3B.5e
*Please state the extent to which the
N/A
+securities do not rank equally:
•in relation to the next dividend,
distribution or interest payment; or
•for any other reason
Answer this question if your response to Q3B.5a is
"No".
For example, the securities may not rank at all, or may
rank proportionately based on the percentage of the
period in question they have been on issue, for the
next dividend, distribution or interest payment; or they
may not be entitled to participate in some other event,
such as an entitlement issue.
3B.6
Please attach a document or provide a URL
N/A
link for a document lodged with ASX setting
out the material terms of the +securities
being issued
You may cross reference a disclosure document, PDS,
information memorandum, investor presentation or
other announcement with this information provided it
has been released to the ASX Market Announcements
Platform.
3B.7
*Have you received confirmation from ASX
N/A
that the terms of the +securities are
appropriate and equitable under listing rule
6.1?
Answer this question only if you are an ASX Listing.
(ASX Foreign Exempt Listings and ASX Debt Listings
do not have to answer this question).
If your response is "No" and the securities have any
unusual terms, you should approach ASX as soon as
possible for confirmation under listing rule 6.1 that the
terms are appropriate and equitable.
3B.8a
Ordinary fully or partly paid shares/units details
Answer the questions in this section if you selected this security type in your response to Question 3B.2.
*+Security currency
N/A
This is the currency in which the face amount of an
issue is denominated. It will also typically be the
currency in which distributions are declared.
*Will there be CDIs issued over the
N/A
+securities?
*CDI ratio
N/A
Answer this question if you answered "Yes" to the
previous question. This is the ratio at which CDIs can
be transmuted into the underlying security (e.g. 4:1
means 4 CDIs represent 1 underlying security
whereas 1:4 means 1 CDI represents 4 underlying
securities).
*Is it a partly paid class of +security?
N/A
*Paid up amount: unpaid amount
N/A
Answer this question if answered "Yes" to the
previous question.
The paid up amount represents the amount of
application money and/or calls which have been paid
on any security considered 'partly paid'
The unpaid amount represents the unpaid or yet to be
called amount on any security considered 'partly
paid'.
The amounts should be provided per the security
currency (e.g. if the security currency is AUD, then the
paid up and unpaid amount per security in AUD).
+ See chapter 19 for defined terms
Page 6
31 January 2020
Appendix 3G Notification of issue, conversion or payment up of equity +securities
*Is it a stapled +security?
N/A
This is a security class that comprises a number of
ordinary shares and/or ordinary units issued by
separate entities that are stapled together for the
purposes of trading.
3B.8b
Option details
Answer the questions in this section if you selected this security type in your response to Question 3B.2.
*+Security currency
N/A
This is the currency in which the exercise price is
payable.
*Exercise price
N/A
The price at which each option can be exercised and
convert into the underlying security. If there is no
exercise price please answer as $0.00.
The exercise price should be provided per the
security currency (i.e. if the security currency is AUD,
the exercise price should be expressed in AUD).
*Expiry date
N/A
The date on which the options expire or terminate.
*Details of the number and type of
N/A
+security (including its ASX security code if
the +security is quoted on or recorded by
ASX) that will be issued if an option is
exercised
For example, if the option can be exercised to receive
one fully paid ordinary share with ASX security code
ABC, please insert "One fully paid ordinary share
(ASX:ABC)".
3B.8c
Details of non-convertible +debt securities, +convertible debt securities, or
redeemable preference shares/units
Answer the questions in this section if you selected one of these security types in your response to Question
Appendix 3G Notification of issue, conversion or payment up of equity +securities
Part 4 - Issue details
Question
Question
Answer
No.
4.1
*Have the +securities been issued yet?
Yes
4.1a
*What was their date of issue?
27 November 2020
Answer this question if your response to Q4.1 is
"Yes".
4.1b
*What is their proposed date of issue?
N/A
Answer this question if your response to Q4.1 is "No".
4.2
*Are the +securities being issued for a
No
cash consideration?
If the securities are being issued for nil cash
consideration, answer this question "No".
4.2a
*In what currency is the cash consideration
N/A
being paid
For example, if the consideration is being paid in
Australian Dollars, state AUD.
Answer this question if your response to Q4.2 is
"Yes".
4.2b
*What is the issue price per +security
N/A
Answer this question if your response to Q4.2 is "Yes"
and by reference to the issue currency provided in
your response to Q4.2a.
Note: you cannot enter a nil amount here. If the
securities are being issued for nil cash consideration,
answer Q4.2 as "No" and complete Q4.2c.
4.2c
Please describe the consideration being
Unlisted employee rights issued for nil
provided for the +securities
consideration to eligible employees as
Answer this question if your response to Q4.2 is "No".
performance-linkedlong-term incentives in
respect of the 2020 and 2021 financial
years under the St Barbara Ltd Rights Plan.
4.3
Any other information the entity wishes to
N/A
provide about the issue
Part 5 - Unquoted +securities on issue
Following the issue of the +securities the subject of this application, the unquoted issued +securities of the entity will comprise:
Note: the figures provided in the table in section 5.1 below are used to calculate part of the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the table each class of unquoted securities issued by the entity.
Restricted securities should be included in table 5.1.
5.1
*ASX security code and description
*Total number of +securities on issue
SBMAK Performance Rights
•On issue prior to this announcement
2,189,017
•New issues this announcement
+1,995,257
•Lapsed this announcement
-212,278
•On issue at the date of this announcement
3,971,996
+ See chapter 19 for defined terms
Page 10
31 January 2020
Appendix 3G Notification of issue, conversion or payment up of equity +securities
Part 6 - Other Listing Rule requirements
The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:
your response to Q2.1 is "+securities issued under an +employee incentive scheme that are not being immediately quoted on ASX"; or
your response to Q2.1 is "Other"
Question
Question
Answer
No.
6.1
*Are the securities being issued under
No
Listing Rule 7.2 exception 131and therefore
the issue does not need any security holder
approval under Listing Rule 7.1?
Answer this question if your response to Q2.1 is
"securities issued under an employee incentive
scheme that are not being immediately quoted on
ASX".
6.2
*Has the entity obtained, or is it obtaining,
No
+security holder approval for the issue
under listing rule 7.1?
Answer this question if the response to Q6.1 is "No".
6.2a
*Date of meeting or proposed meeting to
N/A
approve the issue under listing rule 7.1
Answer this question if the response to Q6.1 is "No"
and the response to Q6.2 is "Yes".
6.2b
*Are any of the +securities being issued
Yes
without +security holder approval using the
entity's 15% placement capacity under
listing rule 7.1?
Answer this question if the response to Q6.1 is "No"
and the response to Q6.2 is "No".
1Exception 13An issue of securities under an employee incentive scheme if within 3 years before the issue date:
in the case of a scheme established before the entity was listed - a summary of the terms of the scheme and the maximum number of equity securities proposed to be issued under the scheme were set out in the prospectus, PDS or information memorandum lodged with ASX under rule 1.1 condition 3; or
the holders of the entity's ordinary securities have approved the issue of equity securities under the scheme as an exception to this rule. The notice of meeting must have included:
a summary of the terms of the scheme.
the number of securities issued under the scheme since the entity was listed or the date of the last approval under this rule;
the maximum number of +equity securities proposed to be issued under the scheme following the approval; and
a voting exclusion statement.
Exception 13 is only available if and to the extent that the number of +equity securities issued under the scheme does not exceed the maximum number set out in the entity's prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the case of (b) above).
Exception 13 ceases to be available if there is a material change to the terms of the scheme from those set out in the entity's prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the case of (b) above).
+ See chapter 19 for defined terms
Page 11
31 January 2020
Appendix 3G
Notification of issue, conversion or
payment up of equity +securities
6.2b.1
*How many +securities are being issued
1,649,774 Performance Rights
without +security holder approval using the
entity's 15% placement capacity under
listing rule 7.1?
Answer this question if the response to Q6.1 is "No",
the response to Q6.2 is "No" and the response to
Q6.2b is "Yes".
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to issue
that number of securities.
6.2c
*Are any of the +securities being issued
No
without +security holder approval using the
entity's additional 10% placement capacity
under listing rule 7.1A (if applicable)?
Answer this question if the response to Q6.1 is "No"
and the response to Q6.2 is "No".
6.2c.1
*How many +securities are being issued
N/A
without +security holder approval using the
entity's additional 10% placement capacity
under listing rule 7.1A?
Answer this question if the response to Q6.1 is "No",
the response to Q6.2 is "No" and the response to
Q6.2c is "Yes".
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure C to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1A to
St. Barbara Limited published this content on 27 November 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 November 2020 22:04:05 UTC
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