TASMAN RESOURCES LTD 5 October 2015
Address 4
A.C.N. 009 253 187Tasman Resources Ltd (the Company) has announced to ASX Limited (ASX) a non-renounceable pro-rata rights offer to the Company's shareholders (the Offer).
OverviewUnder the Offer the Company will issue to each eligible shareholder, at a price of $0.042 per share, one (1) new fully paid ordinary Company shares for every nine (9) fully paid ordinary Company shares held by the eligible shareholder as at 5.00pm WST on 9 October 2015 (the Record Date). In addition, one (1) free TASO option will attach to every two (2) new fully paid ordinary Company shares issued under the Offer, exercisable at $0.05 at any time on or before 5.00pm WST on 31 March 2018 (the Options). In calculating entitlements under the Offer, fractions will be rounded up to the nearest whole number.
If fully subscribed (and assuming none of the Company options currently on issue are exercised before the Record Date), the Offer will result in the issue of approximately 35,730,762 ordinary shares in the Company and 17,865,381 Options. All of the shares issued under the Offer will rank equally with the Company's existing quoted shares (ASX Code: TAS). All of the Options issued under the Offer will rank equally with the Company's existing quoted options (ASX Code: TASO).
The funds raised under this Rights Issue are to augment the existing funds held to enable the Company to:
Firstly, fund the costs of the Offer;
Secondly, provide the Company with sufficient working capital for the next 4 - 6 months; and
Thirdly, enable the Company to continue to support Eden Energy by way of loan or subscription to further equity issues if and when this may be required.
The Offer is not underwritten. However, all of the directors of the Company have indicated to the Company that they each intend to apply for all of the Shares to which they (and their associated companies) are entitled under this Offer. It is therefore anticipated that at least $533,433 will be raised under this Offer.
EligibilityOnly shareholders whose registered addresses are in Australia or New Zealand as at the Record Date are eligible to participate in the Offer (Eligible Shareholders). The Company has determined, in accordance with the Corporations Act 2001 (the Act) and ASX Listing Rule 7.7, that it would be unreasonable to make the Offer to shareholders whose registered addresses are outside of Australia and New Zealand (Non-Resident Shareholders) having regard to the number of Non- Resident Shareholders in each country other than Australia or New Zealand, the number and value of Company shares (and accompanying Options) that would be offered to them and the cost of complying with the legal requirements in other countries.
Non-Resident Shareholders will therefore not be entitled to participate in the Offer. Non-Resident Shareholders should contact the Company Secretary should they have any queries.
Details of the Offer will be contained in a prospectus, which will be mailed to all Eligible Shareholders. Eligible Shareholders should read the prospectus carefully.
A copy of the prospectus has been lodged with the ASX and is available on the ASX website, www.asx.com.au, and on the Company's website at www.tasmanresources.com.au. DisclosureThe Offer is being made in accordance with section 713 of the Act. This means that the prospectus that will be mailed to Eligible Shareholders will not be required to, and will not, contain all of the information that is generally required to be set out in a prospectus, including general information in relation to the assets and liabilities, financial position, profits and losses or prospects of the Company. The prospectus will generally only contain information in relation to the effect of the Offer on the Company and the rights and liabilities attaching to the shares and Options offered to Eligible Shareholders under the Offer.
Effect on capital structureThe capital structure of the Company on completion of the Offer will be as follows*:
Shares (ASX Code: TAS) Shares currently on issue | 321,576,851 |
Shares offered under the Offer (est) | 35,730,762 |
Total shares on issue on completion of the Offer (est) | 357,307,613 |
Options Options currently on issue** | 80,905,205 |
Options offered under the Offer (est) | 17,865,381 |
Total Options on issue on completion of the Offer (est) | 98,770,586 |
** This includes both Existing TASO Options and existing unlisted options issued under the Company's ESOP.
The Directors of the Company reserve the power of placement of any under subscriptions.
Offer timetableThe timetable and important dates of the Offer are set out below:
Offer announcement 21 September 2015
Lodgement of Prospectus at ASIC, and Prospectus and Appendix 3B with ASX 1 October 2015 Notice sent to shareholders 5 October 2015
Ex date 7 October 2015
Record Date for determining entitlements 9 October 2015
Offer document despatched to Qualifying Shareholders 14 October 2015
Closing date of the Offer 28 October 2015
Securities quoted on a deferred settlement basis 29 October 2015
Company notifies ASX of under subscriptions 2 November 2015
Issue Date and Despatch of holding statements 4 November 2015
Further informationIf you require further information about the Offer, you should contact the Company Secretary. Yours faithfully
Gregory H Solomon Chairman
Level 15, 197 St Georges Terrace, Perth, Western Australia 6000 Telephone: (08) 9282 5889 Facsimile: (08) 9282 5866
Email: mailroom@tasmanresources.com.au
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