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Share Issue – Notice Under Section 708A(5)(E)
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
SHARE ISSUE – NOTICE UNDER SECTION 708A(5)(E)
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
and Tranche 2 Shares were issued on 15 August 2018.
In addition to the Placement, the Company also obtained shareholder approval at the Meeting pursuant to ASX
Listing Rule 10.11 to enable the Chairman, Denis Waddell, to subscribe for 6.8M Shares at the same issue
price as the Shares being offered under the Placement to raise $0.25M and for Tembo Capital Mining Fund II
LP (or nominee) (Tembo Capital) to subscribe for 172.9M Shares at the same issue price as the Shares being
offered under the Placement. The Shares issued to Tembo Capital are issued in consideration for reducing
the amount re-payable to Tembo Capital under the Loan Facility between the Company and Tembo, pursuant
to which Tembo Capital has advanced $6M in funds to Orion (excluding capitalised interest and fees) (Loan
Facility). Refer to Orion's announcement on 18 August 2017 for further details regarding the Loan Facility.
Today, Orion has issued:
- 6,756,756 Shares at $0.037 per Share to Mr Denis Waddell (or nominee) as approved by shareholders
at the Meeting; and
- 172,918,918 Shares at a deemed issue price of $0.037 per Share to Tembo Capital as approved by
shareholders at the Meeting.
In accordance with section 708A(5)(e) of the Corporations Act 2001 (Act), the Company advises as follows:
1. this notice is being given under paragraph 708A(5)(e) of the Act;
2. the Company issued the Shares the subject of this notice without disclosure to investors under Part 6D.2
of the Act;
3. as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act as
they apply to the Company;
4. as at the date of this notice, the Company has complied with section 674 of the Act; and
5. all information of the kind that would be required to be disclosed to the market for the purposes of section
708A(6)(e) of the Act has been disclosed to ASX Limited.
23 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
Date: 23/08/2018 09:19:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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