ABN 90 118 710 508
Ground Floor
1 Havelock Street West Perth WA 6005 t: +61 8 9488 5220
f: +61 8 9324 2400
www.citation.net.au info@citation.net.au
7 April 2014
Company Announcements Office Australian Securities Exchange Level 6, 20 Bridge Street
SYDNEY NSW 2000
Via E Lodgement
Issue of Shares On Repayment of Working Capital Loans and Appendix 3BCitation Resources Limited (ASX:CTR) ("Company" or "Citation") confirms that following its most recent announcement on 14 February 2014 relating to the extension of a working capital loan facility, the Company has issued 45,226,132 fully paid ordinary shares to settle in full the conversion of $450,000 working capital loans which matured on 31 March 2014. These loans were provided to the Company prior to its August 2013 capital raising and have been converted to ordinary shares at the election of the Lender on the 31 March maturity date, under the terms of the loan agreements.
All loan funds under this facility have either been repaid in full as previously announced, or converted to ordinary shares as set out above.
An Appendix 3B is attached.
NOTICE UNDER SECTION 708A(5)(e) OF THE CORPORATIONS ACT
The Company advises that the Act restricts the on-sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A. By the Company giving this notice, a sale of the securities will fall within the exemption in section 708A(5) of the Act.
The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that:
1. the Company issued the securities without disclosure to investors under Part 6D.2 of the
Act;
2. as at the date of this notice, the Company has complied with the provisions of Chapter 2M
of the Act as they apply to the Company, and section 674 of the Act; and
3. as at the date of this notice, there is no information that is excluded information under section 708A(7) and (8) of the Act that has not already been disclosed to investors generally.
Brett Mitchell
Executive Director
Citation Resources Ltd
Ground Floor | 1 Havelock Street | West Perth WA 6005
Phone: +61 8 9488 5220| Fax: +61 8 9324 2400
Appendix 3B New issue announcement
Appendix 3BRule 2.7, 3.10.3, 3.10.4, 3.10.5
New issue announcement, application for quotation of additional securities and agreementInformation 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
Name of entity
Citation Resources Ltd
ABN
90 118 710 508
We (the entity) give ASX the following information.
Part 1 - All issuesYou must complete the relevant sections (attach sheets if there is not enough space).
1 +Class of +securities issued or to be issued
Fully Paid Ordinary Shares
2 Number of +securities issued or to be issued (if known) or maximum number which may be issued
45,226,132 Fully Paid Ordinary Shares
3 Principal terms of the
+securities (eg, if options,
exercise price and expiry date; if partly paid +securities, the amount and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
Fully Paid Ordinary Shares
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 1
4 Do the +securities rank equally in all respects from the date of allotment 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
Yes
5 Issue price or consideration $0.01 per Share
6 Purpose of the issue
(If issued as consideration for
the acquisition of assets, clearly
identify those assets)
Conversion for full repayment of $450,000 working capital loan facilities provided to the Company as originally announced in July 2013, and as detailed in the Company's
31 December 2013 half year accounts
6a Is the entity an +eligible 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
Yes
6b The date the security holder resolution under rule 7.1A was passed
28 November 2013
6c Number of +securities issued without security holder approval under rule 7.1
45,226,132
6d Number of +securities issued with security holder approval under rule 7.1A
Nil
+ See chapter 19 for defined terms.
Appendix 3B Page 2 01/08/2012
6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
Nil
6f Number of securities issued under an exception in rule 7.2
Not applicable
6g If securities issued under rule
7.1A, was 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.
Not applicable
6h If securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
Not applicable
6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
See Annexure 1
7 Dates of entering +securities into uncertificated holdings or despatch of certificates
4 April 2014
8 Number and +class of all
+securities quoted on ASX
(including the securities in
section 2 if applicable)
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 3
9 Number and +class of all
+securities not quoted on ASX
(including the securities in
section 2 if applicable)
10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)
The Company does not have a dividend policy
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval required?
Not applicable
12 Is the issue renounceable or non- renounceable?
Not applicable
13 Ratio in which the +securities will be offered
Not applicable
14 +Class of +securities to which the offer relates
Not applicable
15 +Record date to determine entitlements
Not applicable
16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
Not applicable
17 Policy for deciding entitlements in relation to fractions
Not applicable
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.
Not applicable
19 Closing date for receipt of acceptances or renunciations
+ See chapter 19 for defined terms.
Not applicable
Appendix 3B Page 4 01/08/2012
20 Names of any underwriters Not applicable
21 Amount of any underwriting fee or commission
Not applicable
22 Names of any brokers to the issue
Not applicable
23 Fee or commission payable to the broker to the issue
Not applicable
24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders
Not applicable
25 If the issue is contingent on
+security holders' approval, the
date of the meeting
Not applicable
26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
Not applicable
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
Not applicable
28 Date rights trading will begin (if applicable)
Not applicable
29 Date rights trading will end (if applicable)
Not applicable
30 How do +security holders sell their entitlements in full through a broker?
Not applicable
31 How do +security holders sell part of their entitlements through a broker and accept for the balance?
Not applicable
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 5
32 How do +security holders dispose of their entitlements (except by sale through a broker)?
Not applicable
33 +Despatch date Not applicable
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
+ See chapter 19 for defined terms.
Appendix 3B Page 6 01/08/2012
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.
Sign here: ............................................................ Date: 7 April 2014
Executive Director
Print name: BRETT MITCHELL
== == == == ==
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 7
Appendix 3B - Annexure 1 Calculation of placement capacity under rule 7.1 and rule 7.1A for+eligible entities
Introduced 01/08/12
Part 1Rule 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 | 406,278,448 |
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 • 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 | 38,777,778 Ordinary Shares (issued 16 April 2013) 187,222,222 Ordinary Shares (issued 31 July 2013) 99,000,000 Ordinary Shares (issued 31 July 2013, ratified by shareholders on 25 September 2013) 300,000,000 Ordinary Shares (issued 19 August 2013, the issue of 50,000,000 shares ratified by shareholders on 25 September 2013) 158,160,487 Ordinary Shares (issued 17 October 2013, approved by shareholders on 25 September 2013) |
Subtract the number of fully paid ordinary securities cancelled during that 12 month period | Nil |
"A" | 1,189,438,935 |
+ See chapter 19 for defined terms.
Appendix 3B Page 8 01/08/2012
Step 2: Calculate 15% of "A" | |
"B" | 0.15 [Note: this value cannot be changed] |
Multiply "A" by 0.15 | 178,415,840 |
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 | 41,964,750 Listed Options (issued on 13 February 2014) 45,226,132Ordinary Shares (issued on 4 April 2014 and the subject of this Appendix 3B) |
"C" | 87,190,882 |
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 | 178,415,840 |
Subtract "C" Note: number must be same as shown in Step 3 | 87,190,882 |
Total ["A" x 0.15] - "C" | 91,224,958 [Note: this is the remaining placement capacity under rule 7.1] |
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 9
Part 2Rule 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 | 1,189,438,935 |
Step 2: Calculate 10% of "A" | |
"D" | 0.10 Note: this value cannot be changed |
Multiply "A" by 0.10 | 118,943,893 |
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 | Nil |
"E" | Nil |
+ See chapter 19 for defined terms.
Appendix 3B Page 10 01/08/2012
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 | 118,943,893 |
Subtract "E" Note: number must be same as shown in Step 3 | Nil |
Total ["A" x 0.10] - "E" | 118,943,893 [Note: this is the remaining placement capacity under rule 7.1A] |
+ See chapter 19 for defined terms.
01/08/2012 Appendix 3B Page 11
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