Resolution 4 looks rather interesting!
APPROVAL OF ISSUE OF SHARES – EQUITY PLACEMENT (RESOLUTION 4)
5.1 General
Resolution 4 seeks Shareholder approval under ASX Listing Rule 7.1 for the issue and allotment of up to
150,000,000 Shares to sophisticated and/or professional investors under any proposed private placement
(Proposed Private Placement).
The net funds raised by any proposed issue of the Shares will contribute to cash reserves to enable Galan, where
warranted, to further evaluate and develop their projects in Argentina and Australia, including, if warranted, for
well drilling, bankable feasibility studies, camp accommodation, long lead equipment orders and a larger scale
pilot plant, and for working capital purposes.
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Broadly speaking, and subject to a number of exceptions, Listing Rule 7.1 limits the amount of equity securities
that a listed company can issue without the approval of its shareholders over any 12 month period to 15 % of
the fully paid ordinary securities it had on issue at the start of that period.
The Proposed Private Placement does not fall within any of these exceptions and exceeds the 15% limit in Listing
Rule 7.1. It therefore requires the approval of Shareholders under Listing Rule 7.1.
Resolution 4 seeks the required Shareholder approval to the Proposed Private Placement under and for the
purposes of Listing Rule 7.1.
If Resolution 4 is passed, Galan will be able to proceed with the Proposed Private Placement to sophisticated
and/or professional investors and raise funds for the purposes set out above. In addition, the Proposed Private
Placement will be excluded from the calculation of the number of equity securities that Galan can issue without
Shareholder approval under Listing Rule 7.1.
If Resolution 4 is not passed, and Galan has the requisite capacity under Listing Rule 7.1, the issue of up to
150,000,000 Shares under the Proposed Private Placement will reduce to that extent the Company’s capacity
to issue Equity Securities without Shareholder approval under Listing Rule 7.1 for 12 months following the issue of
up to 150,000,000 Shares under the Proposed Private Placement.
The following information is provided for Resolution 5 in accordance with ASX Listing Rule 7.3:
(a) The name of the persons to whom the entity will issue the securities or the basis on which those persons
were or will be identified or selected
The identity of the persons to whom the Shares will be issued and allotted is not yet known, however they
will be sophisticated and/or professional investors identified by the Directors and/or clients of any
nominated lead manager to the Proposed Private Placement, who will not be related parties of the
Company or their associates.
(b) Number and class of securities the entity will issue
A maximum of 150,000,000 Shares will be issued. The Shares issued will rank equally in all respects with all
other ordinary shares in the capital of the Company.
(c) The date or dates on or by which the entity will issue the securities.
The Shares will be issued by no later than 3 months after the date of this Meeting (or such later date as
may be approved by ASX (including such later date as permitted by any ASX waiver or modification of
the ASX Listing Rules). Allotment of the Shares may occur progressively.
(d) The price or other consideration the entity will receive for the securities
The issue price of the Shares will be no less than 80% of the volume weighted average price of Shares on
the ASX for the 5 Trading Days immediately before the date of issue of the Shares
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(20min delay)