MANTLE MINING CORPORATION LIMITED ASX ANNOUNCEMENT 28 SEPTEMBER 2015
Mantle Mining Corporation Limited (ASX: MNM) gives this notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Cth) ('Act').
The Company is pleased to advise that it has issued ordinary fully paid shares in the capital of the Company and options to acquire fully paid ordinary shares in the capital of the Company ('Securities') as per the Appendix 3B lodged with the ASX today.
The Company raised $250,000 under the placement to an existing shareholder who is both a sophisticated investor and a long term supporter of the Company ('Placement'). The new capital raised will be used to fund the Company's ongoing development of its Norton Gold Project, costs relating to the Company's proposed acquisition of Morning Star Gold N.L. and for general working capital purposes.
The Company advises that the Securities were issued without disclosure to investors under Part 6D.2 of the Act. The Company, as at the date of this notice, has complied with:
the provisions of Chapter 2M of the Act as they apply to the Company; and
section 674 of the Act.
As at the date of this notice there is no information that is excluded information for the purposes of sections 708A(7) and (8) of the Act other than as noted below.
For further information please contact: Ian Kraemer
Managing Director
Mantle Mining Corporation Limited ikraemer@mantlemining.com
P: +61 7 3310 8932
About Mantle Mining Corporation Limited
Mantle Mining (ASX: MNM) is an Australian based minerals exploration company that is focussed on a range of in high demand commodities. Mantle's principal activities are to acquire exploration tenements and locate economically developable deposits of coal and gold. It is Mantle's intention to progress mineral deposits through feasibility and into mining operations, to the benefit of all stakeholders. www.mantlemining.com Page 1 of 1
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
MANTLE MINING CORPORATION LIMITED
ABN
70 107 180 441
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).
Fully Paid Ordinary Shares Options (1.5c, 30 Nov 2017)
1 +Class of +securities issued or to be issued
20,833,333 Fully Paid Ordinary Shares 15,625,000 Options (1.5c, 30 Nov 2017)
Number of +securities issued or to be issued (if known) or maximum number which may be issued
Fully Paid Ordinary Shares
Unlisted options exercisable at 1.5 cents each on or before 30 November 2017.
Principal terms of the
+securities (eg, 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)
Fully paid ordinary shares - Yes
Unlisted Options - No. These options represent a new class of security.
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
Dates of entering +securities into uncertificated holdings or despatch of certificates
Number
+Class
518,271,956
52,884,471
Ordinary Fully Paid Shares MNMOB Options (1.8c, 30 June 2016)
Number and +class of all
+securities quoted on ASX (including the securities in section 2 if applicable)
Number
+Class
15,625,000
Unlisted Options (1.5c, 30 Nov 2017)
Number and +class of all
+securities not quoted on ASX (including the securities in section 2 if applicable)
Unchanged
Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)
Part 2 - Bonus issue or pro rata issueIs security holder approval required?
Is the issue renounceable or non-renounceable?
Ratio in which the +securities will be offered
Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
Policy for deciding entitlements in relation to fractions
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.
Closing date for receipt of acceptances or renunciations
Names of any underwriters
Amount of any underwriting fee or commission
Names of any brokers to the issue
Fee or commission payable to the broker to the issue
Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders
If the issue is contingent on
+security holders' approval, the date of the meeting
Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
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
Date rights trading will begin (if applicable)
Date rights trading will end (if applicable)
How do +security holders sell their entitlements in full through a broker?
How do +security holders sell part of their entitlements through a broker and accept for the balance?
How do +security holders dispose of their entitlements (except by sale through a broker)?
Number of securities for which
+quotation is sought
Class of +securities for which quotation is sought
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
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)
Number
+Class
Number and +class of all
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.
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.
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
Number of fully paid +ordinary securities
Number of fully paid +ordinary securities
Number of partly paid +ordinary
Include only ordinary securities here -
Include here (if applicable) the securities
It may be useful to set out issues of
Under an exception in rule 7.2
Under rule 7.1A
With security holder approval under rule
This applies to equity securities, unless
Include here (if applicable) the securities
It may be useful to set out issues of
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
5 | Issue price or consideration | 20,833,333 Shares were issued at $0.012 per |
Share together with 1.5 free attaching unlisted | ||
options (1.5c, 30 Nov 2016) for every 2 shares | ||
issued. |
The new capital raised will be used to fund the ongoing development of the Company's Norton Gold Project and for general working capital purposes.
6 Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)
Yes
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
13 November 2014
6b The date the security holder resolution under rule 7.1A was passed
20,833,333 Fully Paid Ordinary Shares 15,625,000 Options (1.5c, 30 Nov 2017)
6c Number of +securities issued without security holder approval under rule 7.1
Nil
6d Number of +securities issued with security holder approval under rule 7.1A
Nil
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
6,490,793 under rule 7.1 48,077,196 under rule 7.1A
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
28 September 2015
14 +Class of +securities to which the offer relates
15 +Record date to determine entitlements
33 +Despatch date
Part 3 - Quotation of securitiesYou 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 Shares only
(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
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
+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.
+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: 28 September 2015
Joint Company Secretary
Erlyn Dale
Print name: …......................................................
== == == == ==
Appendix 3B - Annexure 1 Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entitiesIntroduced 01/08/12 Amended 04/03/13
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 | 384,739,457 | |
Add the following: | 28/11/2014 | 7,473,272 |
issued in that 12 month period under an | ||
exception in rule 7.2 | 3/02/2015 | 2,139,161 |
11/03/2015 | 60,768,834 | |
issued in that 12 month period with | ||
shareholder approval | 15/05/2015 | 20,000,000 |
7/09/2015 | 5,651,232 | |
securities that became fully paid in that | ||
12 month period | ||
Note: | ||
other classes of equity securities cannot | ||
be added | ||
the subject of the Appendix 3B to which | ||
this form is annexed | ||
securities on different dates as separate | ||
line items | ||
Subtract the number of fully paid +ordinary securities cancelled during that 12 month period | ||
'A' | 480,771,956 | |
Step 2: Calculate 15% of 'A' | ||
'B' | 0.15 [Note: this value cannot be changed] | |
Multiply 'A' by 0.15 | 72,115,793 | |
Step 3: Calculate 'C', the amount of placement capacity under rule 7.1 that has already been used | ||
Insert number of +equity securities issued | 8/01/2015 | 29,166,667 |
or agreed to be issued in that 12 month | ||
period not counting those issued: | ||
28/09/2015 | 36,458,333 | |
7.1 or rule 7.4 | ||
Note: | ||
specifically excluded - not just ordinary | ||
securities | ||
the subject of the Appendix 3B to which | ||
this form is annexed | ||
securities on different dates as separate | ||
line items | ||
'C' | 65,625,000 | |
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 | 72,115,793 | |
Subtract 'C' Note: number must be same as shown in Step 3 | 65,625,000 | |
Total ['A' x 0.15] - 'C' | 6,490,793 [Note: this is the remaining placement capacity under rule 7.1] | |
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 | 480,771,956 |
Step 2: Calculate 10% of 'A' | |
'D' | 0.10 Note: this value cannot be changed |
Multiply 'A' by 0.10 | 48,077,196 |
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: | - |
'E' | - |
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distributed by
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