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Director's Dealings - Appendix 3B
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
Rules 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
Coal of Africa Limited
ABN
98 008 905 388
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 issued or to Unlisted Options
be issued
2 Number of +securities issued or Total of 8,057,928
to be issued (if known) or
maximum number which may
be issued
3 Principal terms of the 3,932,928 Options exercisable on or before
+securities (e.g. if options, 30 June 2017 at an exercise price of ZAR1.75
exercise price and expiry date; if with two thirds vesting immediately and
partly paid +securities, the one third vesting on 1 July 2014.
amount outstanding and due 4,125,000 Options exercisable in three
dates for payment; if instalments of 1,375,000 options on each of 1
+convertible June 2014, 1 June 2015 and 1 June 2016 at an
securities, the exercise price of ZAR2.0. The expiry date for
conversion price and dates for the options is 1 June 2018.
conversion)
4 Do the +securities rank equally No
in all respects from the +issue
date with an existing +class of
quoted +securities?
If the additional +securities do Options over unissued shares may only be
not rank equally, please state: exercised in accordance with their terms
- the date from which they do and conditions. Upon conversion of the
- the extent to which they options to shares, the shares will rank with
participate for the next existing shares.
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 Nil
6 Purpose of the issue Options granted to employees pursuant to
(If issued as consideration for the Company's Employee Share Option Plan
the acquisition of assets, clearly approved by shareholders at the Company's
identify those assets) Annual General Meeting held on 22
November 2013.
6a Is the entity an +eligible entity No
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 N/A
resolution under rule 7.1A was
passed
6c Number of +securities issued N/A
without security holder
approval under rule 7.1
6d Number of +securities issued N/A
with security holder approval
under rule 7.1A
6e Number of +securities issued N/A
with security holder approval
under rule 7.3, or another
specific security holder approval
(specify date of meeting)
6f Number of +securities issued N/A
under an exception in rule 7.2
6g If +securities issued under rule N/A
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.
6h If +securities were issued under N/A
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 remaining N/A
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
7 +Issue dates 3 December 2013
Note: 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.
Number +Class
8 Number and +class of all 1,048,368,613 Fully paid ordinary
+securities quoted on ASX shares
(including the +securities in
section 2 if applicable)
Number +Class
9 Number and +class of all 818,500 Class K Options exercisable
securities not quoted on ASX at A$1.90 on or before 30
(including the +securities in June 2014
ection 2 if applicable)
1 Option to subscribe for 50
million ordinary shares for
60 pence each between 1
November 2010 and 1
November 2014, as
approved by shareholders
on 22 April 2010
3,000,000 Class J Options exercisable
at A$2.74 on or before 30
November 2014
1,441,061 ESOP Options exercisable
at A$1.40 on or before 30
September 2015
2,500,000 Class C Options exercisable
at A$1.20 on or before 9
November 2015
3,500,000 Class L Options exercisable
at 25 pence on or before 30
November 2015
2,670,000 ESOP Options exercisable
at ZAR7.60 on or before 14
February 2017
10 Dividend policy (in the case of a Not applicable
trust, distribution policy) on the
increased capital (interests)
Part 2 – Deleted Not Applicable
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) +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
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 N/A
+quotation is sought
39 +Class of +securities for which N/A
quotation is sought
40 Do the +securities rank equally in N/A
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 N/A
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
42 Number and +class of all N/A N/A
+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 is not available now, we 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: 3 December 2013
(Director/Company secretary)
Print name: Tony Bevan
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