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MOD Mod Resources Limited

22.50
0.00 (0.00%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Mod Resources Limited LSE:MOD London Ordinary Share AU000000MOD3 ORD NPV (DI)
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 22.50 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

MOD Resources Limited Appendix 3B (6285P)

11/10/2019 10:47am

UK Regulatory


Mod Resources (LSE:MOD)
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From Apr 2019 to Apr 2024

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TIDMMOD

RNS Number : 6285P

MOD Resources Limited

11 October 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 
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 issued                              (i) Fully Paid Ordinary Shares 
          or to be issued                                           (ii) Fully Paid Ordinary Shares 
                                                                    (iii) Fully Paid Ordinary Shares 
 
  2      Number of +securities issued                              (i) 2,875,000 Fully Paid Ordinary Shares 
          or to be issued (if known)                                (ii) 22,322,222 Fully Paid Ordinary 
          or maximum number which may                               Shares 
          be issued                                                 (iii) 4,825,168 Fully Paid Ordinary 
                                                                    Shares 
 
  3      Principal terms of the +securities                        (i) Fully Paid Ordinary Shares 
          (e.g. if options, exercise                                (ii) Fully Paid Ordinary Shares 
          price and expiry date; if                                 (iii) Fully Paid Ordinary Shares 
          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 equally                                (i) Yes, the shares will rank equally 
         in all respects from the                                        with ordinary shares currently on 
         +issue date with an existing                                    issue. 
         +class of quoted +securities?                                   (ii) Yes, the shares will rank equally 
                                                                         with ordinary shares currently on 
         If the additional +securities                                   issue. 
         do not rank equally, please                                     (iii) Yes, the shares will rank 
         state:                                                          equally with ordinary shares currently 
          *    the date from which they do                               on issue. 
 
 
          *    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                              (i) Nil 
                                                                    (ii) Nil 
                                                                    (iii) Nil 
 
         Purpose of the issue                                                (i) Issue of shares following exercise 
          (If issued as consideration                                         of vested Performance Rights. 
    6     for the acquisition of assets,                                      (ii) Issue of shares pursuant to 
          clearly identify those assets)                                      the JV Consolidation Option exercised 
                                                                              on 10 October 2019 and approved 
                                                                              by shareholders at the General Meeting 
                                                                              held 1 October 2019. 
                                                                              (iii) Issue of shares following 
                                                                              exercise of Consideration Options 
                                                                              following Court approval of the 
                                                                              Scheme and as approved by shareholders 
                                                                              at the General Meeting held 1 October 
                                                                              2019. 
 
         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 holder                              29 May 2019 
          resolution under rule 7.1A 
    6b    was passed 
 
         Number of +securities issued                              N/A 
          without security holder approval 
    6c    under rule 7.1 
 
         Number of +securities issued                              N/A 
          with security holder approval 
    6d    under rule 7.1A 
 
         Number of +securities issued                              (i) 2,875,000 Fully Paid Ordinary 
          with security holder approval                             Shares following the exercise of 
   6e     under rule 7.3, or another                                vested Performance Rights in accordance 
          specific security holder approval                         with the Company's Performance Rights 
          (specify date of meeting)                                 Plan approved at the General Meeting 
                                                                    held 20 February 2017. 
                                                                    (ii) 22,322,222 Fully Paid Ordinary 
                                                                    Shares following approval by shareholders 
                                                                    at the General Meeting held 1 October 
                                                                    2019. 
                                                                    (iii) 4,825,168 Fully Paid Ordinary 
                                                                    Shares following exercise of Consideration 
                                                                    Options following Court approval 
                                                                    of the Scheme and as approved by 
                                                                    shareholders at the General Meeting 
                                                                    held 1 October 2019. 
 
         Number of +securities issued                                    N/A 
          under an exception in rule 
   6f     7.2 
 
         If +securities issued under                                            N/A 
          rule 7.1A, was issue price 
   6g     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 remaining                          Refer Annexure 1 
          issue capacity under rule 
   6i     7.1 and rule 7.1A - complete 
          Annexure 1 and release to 
          ASX Market Announcements 
 
 7                    +Issue dates                                              11 October 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                                                                        Fully Paid 
          (including the +securities                                                                       Ordinary 
  8       in section 2 if applicable)                                           370,157,018                shares 
                                                                                             ------------------------- 
                                                                                                           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 the 
                                                                                                           date of 
                                                                                                           issue and 
                                                                                                           subject to 
                                                                                                           a 
                                                                                                           restriction 
                                                                                                           period to 
                                                                                                           30 January 
                                                                                                           2022; 
 
                                                                                                           Performance 
                                                                                                           Rights 
                                                                                                           vesting in 
                                                                                                           various 
                                                                                                           tranches 
                                                                                                           expiring 
                                                                                                           21 February 
                                                                                                           2022; 
 
                                                                                3,015,000                  Unlisted 
                                                                                                           options 
                                                                                                           exercisable 
                                                                                                           at $0.522 
                                                                                                           on or 
                                                                                                           before 12 
                                                                                                           April 2023 
                                                                                                           vesting 
                                                                                 3,015,000                 36 months 
                                                                                                           from the 
                                                                                                           date of 
                                                                                                           issue and 
                                                                                                           subject to 
                                                                                                           a 
                                                                                                           restriction 
                                                                                                           period to 
                                                                                 3,015,000                 12 April 
                                                                                                           2022; 
 
                                                                                                           Unlisted 
                                                                                                           options 
                                                                                                           exercisable 
                                                                                                           at $0.435 
                                                                                                           on or 
                                                                                 3,050,000                 before 29 
                                                                                                           May 2023 
                                                                                                           vesting 
                                                                                                           36 months 
                                                                                 5,030,000                 from the 
                                                                                                           date of 
                                                                                                           issue and 
                                                                                                           subject to 
                                                                                                           a 
         Number and +class of all                                                                          restriction 
          +securities not quoted on                                                                        period to 
          ASX (including the +securities                                                                   29 May 
  9       in section 2 if applicable)                                            3,630,000                 2022; 
                                                                                             ------------------------- 
 
  10     Dividend policy (in the                                   The Company does not have a dividend 
          case of a trust, distribution                             policy. 
          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 to                                       N/A 
                    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 which                         N/A 
                                 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 fee                                            N/A 
           or commission 
 
 22       Names of any brokers to the                                               N/A 
           issue 
 
 23       Fee or commission payable to                                              N/A 
           the broker to the issue 
 
 24       Amount of any handling fee payable                                        N/A 
           to brokers who lodge acceptances 
           or renunciations on behalf of 
           security holders 
 
 25       If the issue is contingent on                                N/A 
           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 options,                            N/A 
           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                               N/A 
           (if applicable) 
 
 29       Date rights trading will end                                 N/A 
           (if applicable) 
 
 30         How do security holders sell                                 N/A 
             their entitlements in full 
             through a broker? 
 
 31         How do security holders sell                               N/A 
             part of their entitlements 
             through a broker and accept 
             for the balance? 
 
 32         How do security holders dispose                            N/A 
             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)     +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 all                                           N/A 
       +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

11 October 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 
 
                  (ix) 13 September 2019 Issue 
                  of Shares following exercise 
                  of Options 
 
                  (x) 11 October 2019 Issue of 
                  Shares following vesting Performance 
                  Rights 
 
 
                  (xi) 11 October 2019 Issue of 
                  Shares 
 
                  (xii) 11 October 2019 Issue of 
                  Shares following exercise of 
                  Options                                                                       17,090,000 
                                                                                                 423,069 
 
                   *    Number of partly paid +ordinary securities that                         21,353,317 
                        became fully paid in that 12-month period 
 
 
                  Note:                                                                           53,971 
                   *    Include only ordinary securities here - other classes                      766 
                        of equity securities cannot be added 
                                                                                                 194,428 
                                                                                                  67,539 
                   *    Include here (if applicable) the securities the                          287,187 
                        subject of the Appendix 3B to which this form is                        35,848,398 
                        annexed 
                                                                                                2,875,000 
 
                   *    It may be useful to set out issues of securities on                     22,322,222 
                        different dates as separate line items                                  4,825,168 
                                                                                -------------------------- 
              Subtract the number of fully                                                        Nil 
               paid +ordinary securities cancelled 
               during that 12-month period 
                                                                                -------------------------- 
              "A"                                                                             370,157,018 
                                                                                -------------------------- 
 
 
              Step 2: Calculate 15% of "A" 
              "B"                                                                               0.15 
                                                                                     [Note: this value cannot be 
                                                                                               changed] 
                                                                              ---------------------------------------- 
              Multiply "A" by 0.15                                                                  55,523,553 
                                                                              ---------------------------------------- 
              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                                                                      55,523,553 
                                                                              ---------------------------------------- 
              Subtract "C"                                                                              - 
               Note: number must be same as 
               shown in Step 3 
                                                                              ---------------------------------------- 
              Total ["A" x 0.15] - "C"                                                              55,523,553 
                                                                                                [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                                                               370,157,018 
                                                                             -------------------------------------- 
              Step 2: Calculate 10% of "A" 
              "D"                                                                                    0.10 
                                                                                            Note: this value cannot 
                                                                                                  be changed 
                                                                             -------------------------------------- 
              Multiply "A" by 0.10                                                         37,015,702 
                                                                             -------------------------------------- 
              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                                                   37,015,702 
                                                    ------------------------------------------ 
              Subtract "E"                                                     - 
               Note: number must be same as shown 
               in Step 3 
                                                    ------------------------------------------ 
              Total ["A" x 0.10] - "E"                                     37,015,702 
                                                                   Note: this is the remaining 
                                                                    placement capacity under 
                                                                            rule 7.1A 
                                                    ------------------------------------------ 
 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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