Wrap Text
Completion of Tranche 2 Share Issue and Lodgement of Appendix 3B
Orion Minerals Limited
Incorporated in the Commonwealth of Australia
Australian Company Number 098 939 274
ASX share code: ORN
JSE share code: ORN
ISIN: AU000000ORN1
COMPLETION OF TRANCHE 2 SHARE ISSUE AND LODGEMENT OF APPENDIX 3B
Orion Minerals Ltd (ASX/JSE: ORN) (Company or Orion) announced on 25 June 2018 an $11M capital
raising at an issue price of $0.037 per fully paid ordinary share (Share) via a placement, to be conducted in
two tranches. As announced on 29 June 2018, one of the members of Orion’s Black Economic Empowerment
Partner in South Africa also subscribed for an additional $0.25M in Shares at an issue price of $0.037 per
Share, which was added to Tranche 2 of the placement (together the Placement).
The Placement was made up of $3.39M in Tranche 1 and, subject to shareholder approval which was obtained
at a general meeting on 3 August 2018 (Meeting) an additional $7.86M in Tranche 2. Tranche 1 Shares were
issued on 29 June 2018 using the Company's 15% placement capacity under ASX Listing Rule 7.1. The issue
of Tranche 1 Shares was subsequently ratified by shareholders pursuant to ASX Listing Rule 7.4 at the
Meeting.
Orion has today issued Tranche 2 Shares, being 212,454,055 Shares in the Company at $0.037 cents per
Share, to raise $7.86M.
Proceeds from the Placement will be used principally to progress the bankable feasibility study on the
Company’s flagship Prieska Zinc-Copper Project, which is scheduled to be completed in early 2019. Funds
will also be used to continue exploration programs on the Company’s tenements located in the Northern Cape,
South Africa and for general working capital purposes.
Please find attached an Appendix 3B relating to the issue of those Shares.
15 August 2018
Dennis Waddell
Chairman
ENQUIRIES
Investors JSE Sponsor
Errol Smart – Managing Director & CEO Rick Irving
Denis Waddell – Chairman Merchantec Capital
T: +61 (0) 3 8080 7170 T: +27 (0) 11 325 6363
E: info@orionminerals.com.au E: rick@merchantec.co.za
Media
Michael Vaughan Barnaby Hayward
Fivemark Partners, Australia Tavistock, UK
T: +61 (0) 422 602 720 T: +44 (0) 207 920 3150
E: michael.vaughan@fivemark.com.au E: orion@tavistock.co.uk
Suite 617, 530 Little Collins Street
Melbourne, VIC, 3000
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
Orion Minerals Ltd
ABN
76 098 939 274
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 1. Fully paid ordinary shares.
be issued 2. Options.
2 Number of +securities issued or 1. 212,454,055.
to be issued (if known) or 2. 3,040,540.
maximum number which may be
issued
3 Principal terms of the +securities 1. Fully paid ordinary shares.
(e.g. if options, exercise price 2. Unlisted options exercisable at 3.7 cents
and expiry date; if partly paid expiring 15 August 2019.
+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 1. Shares rank equally with all other fully paid
all respects from the +issue date ordinary shares on issue.
with an existing +class of quoted
+securities? 2. No. The options will not be quoted. Shares
If the additional +securities do to be issued upon exercise of options will
not rank equally, please state: rank equally with all other fully paid ordinary
? the date from which they do shares on issue.
? 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
5 Issue price or consideration 1. 3.7 cents per fully paid ordinary share.
2. Nil issue price as the options are being
issued as part consideration for services as
further detailed in Item 6.
6 Purpose of the issue 1. Fully paid ordinary shares
(If issued as consideration for the 212,454,055 fully paid ordinary shares
acquisition of assets, clearly issued at an issue price of 3.7 cents per
identify those assets) share as approved by shareholders at the
Company's General Meeting on 3 August
2018. Funds raised will be used principally
to progress the Company’s Prieska Zinc-
Copper Project bankable feasibility study,
continue exploration programs on the
Company’s Northern Cape South African
tenements and for general working capital
purposes.
2. Options
The Company appointed Petra Capital Pty
Ltd (Petra) and Euroz Securities Limited
(Euroz) as corporate advisors. As part of the
fee payable to Petra and Euroz, the
Company is issuing a total of 3,040,540
options to Petra and Euroz.
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 Not applicable.
resolution under rule 7.1A was
passed
6c Number of +securities issued Not applicable.
without security holder approval
under rule 7.1
6d Number of +securities issued with Not applicable.
security holder approval under
rule 7.1A
6e Number of +securities issued with Not applicable.
security holder approval under
rule 7.3, or another specific
security holder approval (specify
date of meeting)
6f Number of +securities issued Not applicable.
under an exception in rule 7.2
6g If +securities issued under rule Not applicable.
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 Not applicable.
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 Not applicable.
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
7 +Issue dates 15 August 2018.
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 1,694,057,823 Fully paid ordinary
+securities quoted on ASX shares
(including the +securities in
section 2 if applicable)
9 Number and +class of all 232,692,294 Convertible notes.
+securities not quoted on
94,321,464 Unlisted options exercisable at
ASX (including the
$0.0462 expiring 29 March 2019.
+securities in section 2 if
applicable) 18,333,333 Unlisted options exercisable at
$0.02 expiring 30 November 2020.
18,333,333 Unlisted options exercisable at
$0.035 expiring 30 November 2020.
18,333,334 Unlisted options exercisable at
$0.05 expiring 30 November 2020.
12,300,000 Unlisted options exercisable at
$0.03 expiring 31 May 2022.
12,300,000 Unlisted options exercisable at
$0.045 expiring 31 May 2022.
12,300,000 Unlisted options exercisable at
$0.06 expiring 31 May 2022.
250,000 Unlisted options exercisable at
$0.045 expiring 30 November 2019.
250,000 Unlisted options exercisable at $0.06
expiring 30 November 2019.
2,200,000 Unlisted options exercisable at $0.05
expiring 30 June 2020.
1,900,000 Unlisted options exercisable at
$0.035 expiring 30 June 2020.
3,040,540 Unlisted options exercisable at
$0.037 expiring 15 August 2019.
10 Dividend policy (in the case of Not applicable.
a trust, distribution policy) on
the increased capital (interests)
Part 2 - Pro rata issue
Questions 11 to 33 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
securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Questions 35 to 37 - Not Applicable
Entities that have ticked box 34(b)
Questions 38 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.
- 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: Martin Bouwmeester
Company Secretary
Date: 15 August 2018
Date: 15/08/2018 09:13:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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