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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Danakali Limited | LSE:DNK | London | Ordinary Share | AU000000DNK9 | ORDS NPV |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 20.00 | 19.00 | 21.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMDNK
RNS Number : 4626V
Danakali Limited
03 December 2019
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 DANAKALI LTD ABN 56 097 904 302
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 Ordinary shares issued or to be issued 2 Number of +securities 123,001,231 shares issued or to be issued in total have been (if known) or maximum agreed to be issued number which may be pursuant to the issued Placement announced 3 December 2019. The issue of Placement shares will be undertaken in two tranches, as follows: (a) Tranche 1 - 52,958,908 shares (b) Tranche 2 - 70,042,323 shares (subject to receipt of shareholder approval and conditions as set out in the ASX Announcement dated 3 December 2019) 3 Principal terms of Fully paid ordinary the +securities (e.g. shares 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 Yes - fully paid ordinary rank equally in all shares 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 5 Issue price or consideration $0.60 per share 6 Purpose of the issue The majority of proceeds from (If issued as consideration AFC's equity investment will for the acquisition be used to commence project of assets, clearly execution for the Colluli Sulphate identify those assets) of Potash Project. A portion of the proceeds will be used to cover the costs of the associated transaction and to top up Danakali's working capital. 6a Is the entity an +eligible Yes entity 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 27 May 2019 holder resolution under rule 7.1A was passed 6c Number of +securities (a) 26,364,563 of the Tranche issued without security 1 shares holder approval under rule 7.1 6d Number of +securities (a) 26,594,345 of the Tranche issued with security 1 shares holder approval under rule 7.1A 6e Number of +securities (b) 70,042,323 Tranche 2 shares issued with security (subject to receipt of shareholder holder approval under approval and conditions as set rule 7.3, or another out in the ASX Announcement specific security dated 3 December 2019) holder approval (specify date of meeting) 6f Number of +securities N/A issued under an exception in rule 7.2 6g If +securities issued Yes. The $0.60 issue price is under rule 7.1A, was 94% of the Company's 15-day issue price at least VWAP as of the date the shares 75% of 15 day VWAP were agreed to be issued (3 as calculated under December 2019) of $0.6378 (Listing rule 7.1A.3? Include Rule 7.1A.3(a)). the +issue date and both values. Include VWAP source data: Yahoo Finance the source of the VWAP calculation. 6h If +securities were N/A 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 Capacity under L.R.7.1 - 8,763,882 remaining issue capacity Capacity under LR7.1A - Nil under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates (a) Tranche 1 shares are anticipated Note: The issue date to be issued on or about 9 December may be prescribed 2019 by ASX (refer to the (b) Tranche 2 shares are anticipated definition of issue to be issued early March 2020 date in rule 19.12). (subject to receipt of shareholder For example, the issue approval and conditions as set date for a pro rata out in the ASX Announcement entitlement issue dated 3 December 2019) must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B.
Number +Class 8 Number and +class Current shares on Ordinary Shares of all +securities issue: quoted on ASX (including 265,587,398 the +securities in section 2 if applicable) Shares on issue after issue and quotation of the 52,958,908 Tranche 1 shares: 318,546,306 Shares on issue after further issue and quotation of the 70,042,323 Tranche 2 shares: 388,588,629 --------------------------------- Number +Class 9 Number and +class of all +securities 500,000 Unlisted Options not quoted on ASX exercisable (including the +securities at $0.912 each, in section 2 if applicable) expiring 1,440,000 11 May 2020 (Remuneration Options) 1,168,272 Unlisted Options exercisable at $0.94 each, expiring 301,040 19 May 2020 (Remuneration Options) 583,000 Unlisted Options exercisable at $1.031 each, expiring 561,800 24 January 2022 (Remuneration Options) 1,450,000 Unlisted Options exercisable at $1.031 each, expiring 280,000 24 January 2022 (Remuneration 800,000 Options) 100,000 Unlisted Options exercisable 25,000 at $1.108 each, expiring 15,000 13 March 2022 (Remuneration 65,000 Options) 1,000,000 Unlisted Options exercisable at $1.119 each, expiring 28 March 2022 (Remuneration Options) Unlisted Options exercisable at $1.114 each, expiring 30 May 2022 (Remuneration Options) Performance Rights - Class 1 Performance Rights - Class 4 Performance Rights - Class 5 Performance Rights - Class 6 Performance Rights - Class 7 Performance Rights - Class 8 Performance Rights
- Class 9 ----------------------------------- 10 Dividend policy (in N/A the case of a trust, 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 N/A fee 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 N/A 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 N/A 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) Number +Class 42 Number and +class of N/A N/A all +securities quoted on ASX (including the +securities in clause 38) ---------
Quotation agreement
1 +Quotation of our additional +securities are 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.
3 December 2019
Sign here: ............................................................ Date: .........................
(Director/Company secretary)
Catherine Grant-Edwards
Print name: .........................................................
== == == == ==
Appendix 3B - Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for (+) eligible entities
Introduced 01/08/12
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 date of issue or agreement to issue 264,413,827 ------------------------------------------------------------------------- Add the following: 356,049 fully paid ordinary shares issued * Number of fully paid ordinary securities issued in 24 July 2018 (ratified by shareholders that 12 month period under an exception in rule 7.2 27 May 2019) 8,571 fully paid ordinary shares issued 20 December 2018 (ratified by shareholders * Number of fully paid ordinary securities issued in 27 May 2019) that 12 month period with shareholder approval 900,000 (fully paid ordinary shares issued 9 August 2019 on exercise of options) * Number of partly paid ordinary securities that became 250,000 (fully paid ordinary shares fully paid in that 12 month period issued 8 October 2019 on exercise of options) 15,000 (fully paid ordinary shares issued Note: 8 October 2019 on vesting of performance * Include only ordinary securities here - other classes rights) 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 ------------------------------------------------------------------------- Subtract the number of fully N/A paid ordinary securities cancelled during that 12 month period ------------------------------------------------------------------------- "A" 265,943,447 ------------------------------------------------------------------------- Step 2: Calculate 15% of "A" "B" 0.15 [Note: this value cannot be changed] ------------------------------------------------------------------ Multiply "A" by 0.15 39,891,517 ------------------------------------------------------------------ Step 3: Calculate "C", the amount of placement capacity under rule 7.1 that has already been used Insert number of equity securities 1,168,272 unlisted options issued or agreed to be issued (27 February 2019) (being 1,724,015 in that 12 month period not unlisted options initially counting those issued: issued, less 455,800 unlisted * Under an exception in rule 7.2 options cancelled 7 June 2019, less 99,943 unlisted options cancelled 11 October 2019) * Under rule 7.1A 583,000 unlisted options (26 March 2019) 561,800 unlisted options (18 * With security holder approval under rule 7.1 or rule April 2019) 7.4 1,000,000 performance rights (14 June 2019) (Class 9) 1,450,000 unlisted options Note: (14 June 2019) * This applies to equity securities, unless 26,364,563 fully paid ordinary specifically excluded - not just ordinary securities shares (agreed to be issued pursuant to the Placement announced 3 December 2019) (the subject * Include here (if applicable ) the securities the of this Appendix 3B) 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" 31,127,635 ------------------------------------------------------------------ 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 39,891,517 ------------------------------------------------------------------ Subtract "C" Note: number must be same as shown in Step 3 31,127,635 ------------------------------------------------------------------ Total ["A" x 0.15] - "C" 8,763,882 ------------------------------------------------------------------
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 1 265,943,447 --------------------------------------- Step 2: Calculate 10% of "A" "D" 0.10 Note: this value cannot be changed --------------------------------------- Multiply "A" by 0.10 26,594,345 --------------------------------------- Step 3: Calculate "E", the amount of placement capacity under rule 7.1A that has already been used Insert number of equity securities 26,594,345 fully paid ordinary issued or agreed to be issued in shares (agreed to be issued pursuant that 12 month period under rule to the Placement announced 3 7.1A December 2019) (the subject of Notes: this Appendix 3B) -- 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" 26,594,345 --------------------------------------- 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 26,594,345 --------------------------------------- Subtract "E" Note: number must be same as shown in Step 3 26,594,345 --------------------------------------- Total ["A" x 0.10] - "E" Nil ---------------------------------------
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END
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December 03, 2019 02:05 ET (07:05 GMT)
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