TIDMOEX
RNS Number : 4087A
Oilex Ltd
24 March 2017
ASX Announcement
24 March 2017
ASX: OEX
AIM: OEX
Issue of Tranche 1 Placement Shares and Section 708A(5)(e)
Notice
Oilex Ltd (the Company) is pleased to advise that it has issued
271,230,456 of the Tranche 1 shares pursuant to the GBP1.1 million
(approximately A$1.78 million) capital raising announced on 16
March 2017 (Placement). The Placement, to investors in the EU, is
to support the Company's planned 2017 work programme and working
capital requirements.
The Tranche 1 issue of 271,230,456 fully paid ordinary shares at
an average price of 0.225 pence (A$0.0036) for gross proceeds of
GBP0.61 million (A$0.98 million) is pursuant to ASX Listing Rule
7.1 and 7.1A. The Company intends to issue a total of 298,353,502
Tranche 1 shares, with the balance of the 27,123,046 Tranche 1
shares expected to be issued by 31 March 2017.
Subject to shareholder approval at a general meeting to be held
on or about 3 May 2017, the Company will issue a further
190,353,386 shares at 0.225 pence each pursuant to Tranche 2. Each
Tranche 2 Share shall be issued with an attached unlisted option
which will be exercisable at 0.35 pence (A$0.0056) at any time
within six months from the date of issue.
Oilex gives notice under section 708A(5)(e) of the Corporations
Act 2001 (Cth) (Act) that:
1. Oilex issued the Shares without disclosure to investors under
Part 6D.2 of the Act;
2. as at the date of this notice, Oilex has complied with:
(a) the provisions of Chapter 2M of the Act as they apply to Oilex; and
(b) section 674 of the Act; and
3. as at the date of this notice, there is no information that
is 'excluded information' within the meaning of sections 708A(7)
and 708A(8) of the Act.
Details of issue of 10% Placement Facility under ASX LR 7.1A
The shares issued under Tranche 1 of the Placement pursuant to
the Company's 15% placement capacity under ASX Listing Rule 7.1 and
10% placement capacity under ASX Listing Rule 7.1A. The Company
provides the following information as required under ASX LR 3.10.5A
in respect of the shares issued under the Placement:
-- The dilutive effect of the Placement on existing shareholders is as follows:
Number of shares on issue
prior to the Placement 1,195,414,012
------------------------------- --------------
Placement issue under LR 7.1 11.10
of 162,738,273 shares %
------------------------------- --------------
Placement issue under LR 7.1A
of 108,492,183 shares 7.40 %
------------------------------- --------------
Total dilution as a result 18.50
of the Placement %
------------------------------- --------------
Number of shares on issue
following the Placement 1,466,644,468
------------------------------- --------------
-- The 108,492,183 shares under LR 7.1A were issued to several
sophisticated and professional investors as it was considered to be
the most efficient and expedient mechanism for raising the funds
required to achieve its stated objectives.
-- The Company confirms there was no underwriting arrangements
entered into in respect of the Placement.
-- Average broking fees of 8.6% are payable on the amount
raised. As part of its remuneration, the UK broker Cornhill Capital
Limited will also receive 88,888,888 warrants to subscribe for new
Ordinary Shares at an exercise price of 0.225 pence per share on
completion of Tranche 2. Such warrants shall be valid for a period
of three years from receipt of shareholder approval, if
required.
Oilex confirms that the source of the data for determining the
placement issue price, which was at least 75% of the 15 Day VWAP as
calculated under LR 7.1A.3, was the trading price-volume data
available on the ASX market for Oilex shares.
The Company advises that application has also been made for the
admission to trading on AIM and it expects the shares to be
admitted to trading on AIM on 27 March 2017.
Attached is an Appendix 3B.
For and on behalf of Oilex Ltd
Mark Bolton
Chief Financial Officer Company Secretary
For further information, please contact:
Investor Nominated Media Enquires Media Enquiries
Enquiries Adviser (UK) (Aus)
Oilex Ltd Strand Hanson Vigo Communications Citadel-MAGNUS
Joe Salomon Limited Public Relations Public Relations
Managing Nominated Patrick d'Ancona/Chris Michael Weir
Director Adviser McMahon Email:
Email: oilex@oilex.com.au Rory Murphy/Ritchie Email: mweir@citadelmagnus.com
Tel: +61 Balmer patrick.dancona@vigocomms.c Tel: +618 6160
8 9485 3200 Email: om 4900
Australia oilex@strandhanson.co.uk chris.mcmahon@vigocomms.com Australia
Tel: +44 20 Tel: +44 20
7409 3494 7830 9700
UK UK
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
OILEX LTD
--------------
ABN
50 078 652 632
---------------
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
issued or to be issued Shares
2 Number of +securities 271,230,456 Tranche
issued or to be issued 1 Ordinary Shares:
(if known) or maximum a) 162,738,273 - Tranche
number which may be 1 (a) - LR7.1
issued b) 108,492,183 - Tranche
1 (b) - LR7.1A
3 Principal terms of Fully Paid Ordinary
the +securities (eg, 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
rank equally in all The New Shares will rank
respects from the pari passu with existing
date of allotment Shares in the Company
with an existing from the date of allotment.
+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 Average price of GBP0.00225
($0.0036) per share:
a) Tranche 1(a) - GBP0.00196
($0.00313)
b) Tranche 1(b) - GBP0.00269
($0.00430)
---------------------------------
6 Purpose of the issue The net proceeds will
(If issued as consideration be applied towards the
for the acquisition analysis of the Cambay-23z
of assets, clearly core sample, subsurface
identify those assets) studies and associated
Cambay field operations
in India, as well as working
capital.
---------------------------------
6a Is the entity an
(+) eligible entity Yes
that has obtained
security holder approval
under rule 7.1A?
If Yes, complete
sections 6b - 6h
in relation to the
+securities the subject
of this Appendix
3B, and comply with
section 6i
---------------------------------
6b The date the security
holder resolution 23 November 2016
under rule 7.1A was
passed
---------------------------------
Number of (+) securities
issued without security
holder approval under
6c rule 7.1 162,738,273
---------------------------------
Number of (+) securities
issued with security
holder approval under
6d rule 7.1A 108,492,183
---------------------------------
6e Number of +securities Not applicable
issued with security
holder approval under
rule 7.3, or another
specific security
holder approval (specify
date of meeting)
---------------------------------
6f Number of (+) securities Not applicable
issued under an exception
in rule 7.2
---------------------------------
6g If (+) securities Yes. Issue price of $0.0043
issued under rule was greater than 75% of
7.1A was issue price the 15 day VWAP to 23
at least 75% of 15 March 2017 of $0.0042
day VWAP as calculated (as calculated per 7.1A.3).
under rule 7.1A.3? VWAP was calculated based
Include the (+) issue on data sourced from Patersons
date and both values. Securities Limited. Shares
Include the source issued 24 March 2017.
of the VWAP calculation.
---------------------------------
6h If (+) securities were Not applicable
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 Listing Rule 7.1: 16,573,828
remaining issue capacity Listing Rule 7.1A: 11,049,218
under rule 7.1 and rule
7.1A - complete Annexure
1 and release to ASX
Market Announcements
-------------------------------------------------------------
7 (+) Issue dates 24 March 2017
Notes: 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.
-------------------------------------------------------------
8 Number and +class of Number (+) Class
all +securities quoted
on ASX (including the
(+) securities in section
2 if applicable)
-------------------------------- ---------------------------
1,466,644,468 Fully Paid Ordinary
Shares
-------------------------------- ---------------------------
9 Number and +class of Number +Class
all +securities not
quoted on ASX (including
the securities in section
2 if applicable)
-------------------------------- ---------------------------
275,000 $0.25 Options
due 05/08/2017
2,000,000 $0.25 Options
due 11/11/2017
5,000,000 $0.10 Options
due 22/12/2017
275,000 $0.35 Options
due 05/08/2018
-------------------------------- ---------------------------
10 Dividend policy (in
the case of a trust, The Company's dividend
distribution policy) policy will apply to
on the increased capital the new shares in the
(interests) same way it applies to
existing shares in the
Company.
-------------------------------------------------------------
Part 2 -- Pro rata issue
11 Is security holder Not applicable
approval required?
---------------
12 Is the issue renounceable
or non-renounceable?
---------------
13 Ratio in which
the +securities
will be offered
14 +Class of +securities
to which the offer
relates
---------------
15 +Record date to
determine entitlements
---------------
16 Will holdings on
different registers
(or subregisters)
be aggregated for
calculating entitlements?
---------------
17 Policy for deciding
entitlements in
relation to fractions
---------------
18 Names of countries
in which the entity
has security holders
who will not be
sent new issue
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 of acceptances
or renunciations
---------------
20 Names of any underwriters
---------------
21 Amount of any underwriting
fee or commission
---------------
22 Names of any brokers
to the issue
---------------
23 Fee or commission
payable to the
broker to the issue
---------------
24 Amount of any handling
fee payable to brokers
who lodge acceptances
or renunciations
on behalf of security
holders
25 If the issue is contingent
on security holders'
approval, the date
of the meeting
26 Date entitlement
and acceptance form
and offer documents
will be sent to persons
entitled
27 If the entity has
issued options, and
the terms entitle
option holders to
participate on exercise,
the date on which
notices will be sent
to option holders
28 Date rights trading
will begin (if applicable)
29 Date rights trading
will end (if applicable)
30 How do security holders
sell their entitlements
in full through a
broker?
31 How do security holders
sell part of their
entitlements through
a broker and accept
for the balance?
32 How do security holders
dispose of their
entitlements (except
by sale through a
broker)?
33 +Issue date
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) ΓΌ (+) Securities described in Part 1
(b) o 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 for which +quotation Not applicable
is sought
-------------------
39 +Class of +securities for which quotation
is sought
-------------------
40 Do the +securities rank equally in
all respects from the +issue date with
an existing +class of quoted +securities?
If the additional +securities do not
rank equally, please state:
* the date from which they do
* the extent to which they participate for the next
dividend, (in the case of a trust, distribution) or
interest payment
* the extent to which they do not rank equally, other
than in relation to the next dividend, distribution
or interest payment
-------------------
41 Reason for request for quotation now
Example: In the case of restricted
securities, end of restriction period
(if issued upon conversion of another
(+) security, clearly identify that
other (+) security)
-------------------
42 Number and +class of Number (+) Class
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 not available now, 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 Bolton
Company Secretary
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 1,180,426,999
-------------------------------------------------------------- ---------------------------------
Add the following:
* Number of fully paid (+) ordinary securities issued 12,987,013 (issued 23/11/2016)
in that 12 month period under an exception in rule 2,000,000 (issued 17/03/2017)
7.2
-------------------------------------------------------------- ---------------------------------
* Number of fully paid (+) ordinary securities issued
in that 12 month period with shareholder approval
-------------------------------------------------------------- ---------------------------------
* Number of partly paid (+) ordinary securities that
became fully paid in that 12 month period
-------------------------------------------------------------- ---------------------------------
Note:
* Include only ordinary securities here - other classes
of equity securities cannot be added
* Include here (if applicable) the securities the
subject of the Appendix 3B to which this form is
annexed
* It may be useful to set out issues of securities on
different dates as separate line items
-------------------------------------------------------------- ---------------------------------
Subtract the number Nil
of fully paid (+) ordinary
securities cancelled
during that 12 month
period
-------------------------------------------------------------- ---------------------------------
"A" 1,195,414,012
-------------------------------------------------------------- ---------------------------------
Step 2: Calculate 15% of "A"
----------------------------------------------------------------------------------------------
"B" 0.15
[Note: this value cannot
be changed]
------------------------------------------------------------- -------------------------------
Multiply "A" by 0.15 179,312,101
------------------------------------------------------------- -------------------------------
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 162,738,273
------------------------------------------------------------- -------------------------------
"C" 162,738,273
------------------------------------------------------------- -------------------------------
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 2 179,312,101
------------------------------------------------------------- -------------------------------
Subtract "C"
Note: number must
be same as shown
in Step 3 162,738,273
------------------------------------------------------------- -------------------------------
Total ["A" x 0.15] 16,573,828
- "C" [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 1,195,414,012
-------------------------------------------------------------- ------------------------------
Step 2: Calculate 10% of "A"
----------------------------------------------------------------------------------------------
"D" 0.10
Note: this value cannot
be changed
-------------------------------------------------------------- ------------------------------
Multiply "A" by 0.10 119,541,401
-------------------------------------------------------------- ------------------------------
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 108,492,183
-------------------------------------------------------------- ------------------------------
"E" 108,492,183
-------------------------------------------------------------- ------------------------------
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
2 119,541,401
-------------------------------------------------------------- ------------------------------
Subtract "E"
Note: number must be
same as shown in Step
3 108,492,183
-------------------------------------------------------------- ------------------------------
Total ["A" x 0.10] 11,049,218
- "E" Note: this is the remaining
placement capacity under
rule 7.1A
-------------------------------------------------------------- ------------------------------
This information is provided by RNS
The company news service from the London Stock Exchange
END
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