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CZA - Coal of Africa Limited - Appendix 3b - new issue announcement,
application for quotation of additional securities and agreement
Coal of Africa Limited
(Incorporated and registered in Australia)
(Registration number ABN 008 905 388)
ISIN AU000000CZA6
JSE/ASX/AIM share code: CZA
("CoAL or the "Company" or the "Group")
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 1/7/96.
Origin: Appendix 5.
Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.
Name of entity
Coal of Africa Limited
ABN
98 008 905 388
We (the entity) give ASX the following information.
Part 1 All issues
1 +Class of +securities issued or to Options
be issued
2 Number of +securities issued or 2,670,000
to be issued (if known) or maximum
number which may be issued
3 Principal terms of the +securities Options exercisable on or before 14
(eg, if options, exercise price February 2017 at an exercise price
and expiry date; if partly paid of ZAR7.60
+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 in No
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
Options over unissued shares may
- the extent to which they do not only be exercised in accordance with
rank equally, other than in their terms and conditions. Upon
relation to the next dividend, conversion of the options to shares,
distribution or interest payment the shares will rank equally with
existing shares.
5 Issue price or consideration Nil
6 Purpose of the issue Options granted to employees
(If issued as consideration for pursuant to the Company`s Share
the acquisition of assets, clearly Option Plan, approved by
identify those assets) shareholders at the Company`s Annual
General Meeting held on 30 November
2009.
7 Dates of entering +securities 14 February 2012
into uncertificated holdings
or despatch of certificates
Number +Class
8 Number and +class of all 662,484,573 Fully paid ordinary shares
+securities quoted on ASX
(including the securities in
clause 2 if applicable)
Number +Class
9 Number and +class of all 250,000 Class B Options
+securities not quoted on ASX exercisable at $2.05 each
(including the securities in on or before 1 May 2012.
clause 2 if applicable)
Class D Options
exercisable at $1.25 each
on or before 30 September
7,000,000 2012.
Class G Options
exercisable at $1.90 each
on or before 30 September
2012.
Class H Options
1,000,000 exercisable at $1.25 on or
before 1 May 2012.
Class I Options
exercisable at $3.25 on or
before 31 July 2012.
Class J Options
600,000 exercisable at $2.74 on or
before 30 November 2014.
Class K Options
exercisable at $1.90 on or
before 30 June 2014.
1,650,000 Class C Options
exercisable at $1.20 on or
before 9 November 2015
ESOP Options exercisable
at $1.40 on or before 30
September 2015
5,000,000
ESOP Options exercisable
at ZAR7.60 on or before 14
February 2017
Option to subscribe for 50
million ordinary shares
818,500 for 60 pence each between
1 November 2010 and 1
November 2014, as approved
by shareholders on 22
April 2010.
2,500,000
1,441,061
2,670,000
10 Dividend policy (in the case Not applicable
of a trust, distribution
policy) on the increased
capital (interests)
Part 2 Bonus issue or pro rata issue
Questions 11 to 33 - Not Applicable
Part 3 Quotation of securities
34 Type of securities
(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
Questions 35 to 42 - Not Applicable
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.
- We warrant that if confirmation is required under section
1017F of the Corporations Act in relation to the +securities
to be quoted, it has been provided 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.
Signed by
SHANNON COATES
Company secretary
Johannesburg
14 February 2012
Sponsor:
J.P. Morgan Equities Limited
Date: 14/02/2012 07:08:01 Supplied by www.sharenet.co.za
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