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ORION MINERALS LIMITED - Share Issue and Lodgement of Appendix 3B

Release Date: 01/11/2019 10:00
Code(s): ORN     PDF:  
Wrap Text
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
(“Orion” or “the Company”)


Share Issue and lodgement of Appendix 3B


Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) announced on 25 October 2019 that it has
received commitments from sophisticated and professional investors for a capital raising totalling $6.4 million,
comprising a placement of 255M fully paid ordinary shares (Shares) at $0.025 per Share (Placement).

Orion has today issued 235,399,983 Shares in the Company at $0.025 per Share, to raise $5.9M, following the
receipt of funds from investors for Placement commitments. The Company has received commitments for the
balance of the Placement and these Shares are expected to be issued shortly.

The issue of the Placement Shares falls within the 15% capacity for issues of equity securities without shareholder
approval afforded by ASX Listing Rule 7.1.

Please find attached an Appendix 3B relating to the issue of the Placement Shares.


Denis Waddell
Chairman

1 November 2019


 ENQUIRIES

  Investors                              Media                                                           JSE Sponsor
  Errol Smart – Managing                 Nicholas Read                        Barnaby Hayward            Rick Irving
  Director & CEO
  Denis Waddell – Chairman               Read Corporate, Australia            Tavistock, UK              Merchantec Capital
  T: +61 (0) 3 8080 7170                 T: +61 (0) 419 929 046               T: +44 (0) 787 955 1355    T: +27 (0) 11 325 6363
  E: info@orionminerals.com.au           E: nicholas@readcorporate.com.au     E: orion@tavistock.co.uk   E: rick@merchantec.co.za

  Suite 617, 530 Little Collins Street
  Melbourne, VIC, 3000

                                                                                                                     


                                                                                                                   Rule 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
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                Fully paid ordinary shares.
          be issued


 2        Number of +securities issued or                   235,399,983
          to be issued (if known) or
          maximum number which may
          be issued

 3        Principal terms of the                  Fully paid ordinary shares.
          +securities (e.g. if options,
          exercise price and expiry date; if
          partly paid +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      Shares rank equally with all other fully paid
        in all respects from the +issue      ordinary shares on 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

 5      Issue price or consideration         2.5 cents per fully paid ordinary share.



 6      Purpose of the issue                 Funds will be used primarily for Bankable
        (If issued as consideration for      Feasibility Study optimisation studies and early
        the acquisition of assets, clearly   works at the Prieska Project, exploration on the
        identify those assets)               Company’s tenements in the Northern Cape of
                                             South Africa and for working capital.


 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                     Not applicable.
        with security holder approval
        under rule 7.1A

 6e     Number of +securities issued                     Not applicable.
        with 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                 Rule 7.1 – 135,547,426.
        issue capacity under rule 7.1 and
                                                         Rule 7.1A – Not applicable.
        rule 7.1A – complete Annexure 1
        and release to ASX Market
        Announcements

 7      +Issue   dates                                   1 November 2019.
        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                  2,708,382,708             Fully paid ordinary
        +securities    quoted on ASX                                               shares
        (including the +securities in
        section 2 if applicable)



    
                                                 Number       +Class


 9      Number and +class of all
        +securities not quoted on
                                                 250,000      Unlisted options exercisable at $0.045
                                                              expiring 30 November 2019.
        ASX (including the +securities
                                                 250,000      Unlisted options exercisable at $0.06
        in section 2 if applicable)                           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.

                                              16,333,333      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.

                                              12,100,000      Unlisted options exercisable at $0.03
                                                              expiring 31 May 2022.

                                              12,100,000      Unlisted options exercisable at $0.045
                                                              expiring 31 May 2022.

                                              12,100,000      Unlisted options exercisable at $0.06
                                                              expiring 31 May 2022.

                                               5,100,000      Unlisted options exercisable at $0.05
                                                              expiring 31 March 2023.

                                               5,100,000      Unlisted options exercisable at $0.06
                                                              expiring 31 March 2023.

                                               5,100,000      Unlisted options exercisable at $0.07
                                                              expiring 31 March 2023.

                                              30,500,000      Unlisted options exercisable at $0.04
                                                              expiring 30 April 2024.

                                              30,500,000      Unlisted options exercisable at $0.05
                                                              expiring 30 April 2024.

                                              30,500,000      Unlisted options exercisable at $0.06
                                                              expiring 30 April 2024.

                                              11,000,000      Unlisted options exercisable at $0.03
                                                              expiring 17 June 2024.


 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:         1 November 2019

Date: 01/11/2019 10:00:00
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