FERRUM CRESCENT LIMITED - ASX notice under section 708AA(2)(F) of the Corporations Act

ASX  notice under section 708AA(2)(F) of the Corporations Act

          
          FERRUM CRESCENT LIMITED
          (Incorporated and registered in Australia
          and registered as an external company in
          the Republic of South Africa)
          (Registration number A.C.N. 097 532 137)
          (External company registration number 2011/116305/10)
          Share code on the ASX: FCR
          Share code on AIM: FCR
          Share code on the JSE: FCR ISIN: AU000000FCR2
          ("Ferrum Crescent" or "the company" or "the group")

          NOTICE UNDER SECTION 708AA(2)(F) OF THE CORPORATIONS ACT

          This notice is given by Ferrum Crescent Limited ABN 58 097 532 137 (ASX: FCR) (Company)
          under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (Corporations Act) as notionally
          modified by the ASIC Class Order [CO 08/35] Disclosure relief for rights issues (CO 08/35).

          The Company on 9 October 2014 has announced a non-renounceable, pro-rata issue of up to
          253,735,185 shares (New Shares) to eligible shareholders on the basis of 2 New Shares for every
          3 shares held by eligible shareholders on 20 October 2014 at 5.00pm (AWST) for eligible
          shareholders on the Australian register, 5.00pm (GMT) for eligible shareholders on the UK register,
          and 5.00pm (SAST) for eligible shareholders on the South African sub-register (Record Date) (the
          Rights Issue).

          For the purposes of section 708AA(7) of the Corporations Act, the Company advises that:

          (a)    the New Shares will be offered for issue without disclosure under Part 6D.2 of the
                 Corporations Act;

          (b)    this notice is being given under section 708AA(2)(f) of the Corporations Act as notionally
                 modified by CO 08/35;

          (c)    as at the date of this notice, the Company has complied with:

                 (i)     the provisions of Chapter 2M of the Corporations Act as the apply to the Company;
                         and

                 (ii)    section 674 of the Corporations Act,

          (d)    as at the date of this notice, there is no excluded information of the type referred to in
                 section 708AA(8) and 708AA(9) of the Corporations Act as notionally modified by CO 08/35
                 that is required to be set out in this notice;

          (e)    the potential effect that the Rights Issue will have on control of the Company and the
                 consequence of that effect, is as follows:

                 (i)     control will be affected by the level of applications under the Rights Issue, including
                         in respect of any shortfall;

                 (ii)    if all eligible shareholders take up their entitlement to the New Shares under the
                         Rights Issue, the Rights Issue will have no significant effect on the control of the
                         Company;

                 (iii)   the percentage shareholding interests of ineligible shareholders will be diluted as
                         those shareholders are not entitled to participate in the Rights Issue;
                (iv)    to the extent that any eligible shareholders do not take up their full entitlement under
                        the Rights Issue, the percentage shareholding interests of those eligible
                        shareholders will be diluted;

                (v)     based on current disclosures made by substantial shareholders, no existing
                        shareholders will increase their shareholding, and no new shareholder is expected
                        to acquire a shareholding, in the Company above 20% as a result of the Rights
                        Issue; and

                (vi)    the final percentage interests held by the substantial shareholders of the Company
                        is dependent upon the extent to which other shareholders take up their entitlements
                        and subscribe for any shortfall.

         Signed for and on behalf of Ferrum Crescent Limited




         Bob Hair
         Company Secretary

         10 October 2014



         Sponsor
         Sasfin Capital (a division of Sasfin Bank Limited)




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