TIDMMOD
RNS Number : 1070G
MOD Resources Limited
19 July 2019
19 July 2019
MOD Resources Limited
("MOD" or the "Company")
Section 708A Notice
MOD Resources Ltd (ASX: MOD) (the Company) advises that it has
issued 287,187 fully paid ordinary shares to employees in
accordance with the Company's Employee Incentive Plan (Plan) (STI
Shares). The Plan was approved by shareholders at the meeting held
30 May 2018.
In accordance with section 708A(5)(e) of the Corporations Act
2001 (Cth) (Corporations Act), the Company gives notice that;
(i) the STI Shares were issued without disclosure under Part 6D.2 of the Corporations Act;
(ii) this notice is being given under paragraph 5(e) of section 708A of the Corporations Act;
(iii) as at the date of this notice, the Company has complied
with the provisions of the Chapter 2M of the Corporations Act (as
they apply to the Company) and section 674 of the Corporations
Act;
(iv) as at the date of this notice, there is no excluded
information with respect to the Company for the purposes of
sections 708A(7) and (8) of the Corporations Act.
An Appendix 3B reflecting the revised capital structure
following the issue of the above securities has been released with
this announcement
-S-
For and on behalf of the MOD Board.
Julian Hanna Mark Clements
Managing Director Executive Chairman and
Company Secretary
Jeff Sansom Jos Simson / Emily Fenton (UK PR & IR)
Investor Relations Tavistock
+618 9322 8233 +44 207 920 3150
IR@modresources.com.au MOD@tavistock.co.uk
Subscribe at: www.modresources.com.au
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement,
application for quotation of additional securities
and agreement
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.
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
MOD Resources Limited
ABN
78 003 103 544
We (the entity) give ASX the following information.
Part 1 -- All issues
You must complete the relevant sections (attach sheets if there
is not enough space).
1 +Class of +securities Fully Paid Ordinary Shares
issued or to be issued
2 Number of +securities 287,187 Fully Paid Ordinary
issued or to be issued Shares
(if known) or maximum
number which may be
issued
3 Principal terms of the Fully Paid Ordinary Shares
+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)
4 Do the +securities rank Yes, the shares will rank
equally in all respects equally with ordinary shares
from the +issue date currently on issue.
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, oth
er
than in relation to the next dividend, distributi
on
or interest payment
5 Issue price or consideration $0.4274
Purpose of the issue Issue of shares to employees
(If issued as consideration pursuant to Company's Employee
6 for the acquisition Incentive Plan approved by
of assets, clearly identify shareholders at the meeting
those assets) held 30 May 2018.
Is the entity an +eligible Yes
entity that has obtained
6a 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
The date the security 30 May 2018
holder resolution under
6b rule 7.1A was passed
Number of +securities N/A
issued without security
6c holder approval under
rule 7.1
Number of +securities N/A
issued with security
6d holder approval under
rule 7.1A
Number of +securities N/A
issued with security
6e holder approval under
rule 7.3, or another
specific security holder
approval (specify date
of meeting)
Number of +securities 287,187 Fully Paid Ordinary
issued under an exception Shares
6f in rule 7.2
If +securities issued N/A
under rule 7.1A, was
6g 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.
If +securities were issued N/A
under rule 7.1A for non-cash
6h consideration, state
date on which valuation
of consideration was
released to ASX Market
Announcements
Calculate the entity's Refer Annexure 1
remaining issue capacity
6i under rule 7.1 and rule
7.1A - complete Annexure
1 and release to ASX
Market Announcements
7 +Issue dates 18 July 2019
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.
Number +Class
Number and +class of
all +securities quoted
on ASX (including the Fully Paid
+securities in section Ordinary
8 2 if applicable) 304,286,230 shares
------------------------------
Unlisted options
with a nil
exercise
price and
expiring
on 16 November
2021
Unlisted options
exercisable at
$0.457 on or
before 30
January
2023, vesting
12 months from
the date of
issue
and subject to
a restriction
period to 30
January 2022;
Unlisted options
exercisable at
$0.707 on or
before 30
January
2023 vesting
24 months from
the date of
issue
and subject to
a restriction
period to 30
January 2022;
Unlisted options
exercisable at
$0.907 on or
before 30
January
2023 vesting
36 months from
40,673,566 the date of
issue
and subject to
a restriction
3,015,000 period to 30
January 2022;
Performance
Rights
vesting in
various
tranches
3,015,000 expiring
21 February
2022;
Unlisted options
exercisable at
$0.522 on or
before 12 April
3,015,000 2023 vesting
36 months from
the date of
issue
and subject to
a restriction
period to 12
April 2022;
3,050,000
Unlisted options
exercisable at
$0.435 on or
5,030,000 before 29 May
2023 vesting
36 months from
the date of
Number and +class of issue
all +securities not and subject to
quoted on ASX (including a restriction
the +securities in period to 29
9 section 2 if applicable) 3,630,000 May 2022;
------------------------------
10 Dividend policy (in The Company does not have
the case of a trust, a dividend policy.
distribution policy)
on the increased capital
(interests)
Part 2 -- Pro rata issue
11 Is security holder approval N/A
required?
12 Is the issue renounceable N/A
or non-renounceable?
13 Ratio in which the +securities N/A
will be offered
14 +Class of +securities N/A
to which the offer relates
15 +Record date to determine N/A
entitlements
16 Will holdings on different N/A
registers (or subregisters)
be aggregated for calculating
entitlements?
17 Policy for deciding entitlements N/A
in relation to fractions
18 Names of countries in N/A
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.
19 Closing date for receipt N/A
of acceptances or renunciations
20 Names of any underwriters N/A
21 Amount of any underwriting N/A
fee or commission
22 Names of any brokers to N/A
the issue
23 Fee or commission payable N/A
to the broker to the issue
24 Amount of any handling fee N/A
payable to brokers who lodge
acceptances or renunciations
on behalf of security holders
25 If the issue is contingent N/A
on security holders' approval,
the date of the meeting
26 Date entitlement and acceptance N/A
form and offer documents
will be sent to persons
entitled
27 If the entity has issued N/A
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 N/A
begin (if applicable)
29 Date rights trading will N/A
end (if applicable)
30 How do security holders N/A
sell their entitlements
in full through a broker?
31 How do security holders N/A
sell part of their entitlements
through a broker and accept
for the balance?
32 How do security holders N/A
dispose of their entitlements
(except by sale through
a broker)?
33 +Issue date N/A
Part 3 -- Quotation of securities
You need only complete this section if you are applying for
quotation of securities
34 Type of +securities
(tick one)
(a) X +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
Entities that have ticked box 34(b)
38 Number of +securities N/A
for which +quotation
is sought
39 +Class of +securities N/A
for which quotation
is sought
40 Do the +securities rank N/A
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 N/A
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)
Number +Class
42 Number and +class of N/A
all +securities quoted
on ASX (including the
+securities in clause
38)
-----------------
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.
MARK CLEMENTS
Company Secretary
19 July 2019
== == == == ==
Appendix 3B - Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A
for eligible entities
Introduced 01/08/12 Amended 04/03/13
Part 1
Rule 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 264,815,953
--------------------------
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
(i) 16 November 2018 Issue
of Shares
(ii) 30 January 2019 Issue
of Shares
(iii) 27 February 2019 Issue
of Shares pursuant to non-renounceable
entitlement offer
(iv) 12 April 2019 Issue of
Shares
(v) 12 April 2019 Issue of
Shares following exercise of
options
(vi) 26 June 2019 Issue of
Shares
(vii) 26 June 2019 Issue of
Shares
(viii) 18 July 2019 Issue of
Shares
* Number of partly paid +ordinary securities that
became fully paid in that 12-month period
Note:
* Include only ordinary securities here - other classes 17,090,000
of equity securities cannot be added 423,069
21,353,317
* Include here (if applicable) the securities the
subject of the Appendix 3B to which this form is 53,971
annexed 766
194,428
* It may be useful to set out issues of securities on 67,539
different dates as separate line items 287,187
--------------------------
Subtract the number of fully Nil
paid +ordinary securities cancelled
during that 12-month period
--------------------------
"A" 304,286,230
--------------------------
Step 2: Calculate 15% of "A"
"B" 0.15
[Note: this value cannot be
changed]
--------------------------------------------
Multiply "A" by 0.15 45,642,935
--------------------------------------------
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
--------------------------------------------
"C" -
--------------------------------------------
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 45,642,935
--------------------------------------------
Subtract "C" -
Note: number must be same as
shown in Step 3
--------------------------------------------
Total ["A" x 0.15] - "C" 45,642,935
[Note: this is the remaining
placement capacity under rule
7.1]
--------------------------------------------
Part 2
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 1 304,286,230
--------------------------------------
Step 2: Calculate 10% of "A"
"D" 0.10
Note: this value cannot
be changed
--------------------------------------
Multiply "A" by 0.10 30,428,623
--------------------------------------
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" -
--------------------------------------
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 30,428,623
------------------------------------------
Subtract "E" -
Note: number must be same as shown
in Step 3
------------------------------------------
Total ["A" x 0.10] - "E" 30,428,623
Note: this is the remaining
placement capacity under
rule 7.1A
------------------------------------------
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END
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