conversion of $750k of convertible notes

Extract Resources Limited (ABN 61 057 337 952)
Ground Floor, Unit 1 / 47 Kishorn Road Applecross WA 6153 • P.O. Box 1246 Canning Bridge WA 6153
Telephone: +61 (08) 9316 1214 • Facsimile: +61 (08) 9316 1270 • [email protected]
ASX RELEASE
7 February 2006
Company Announcements Office
Australian Stock Exchange Limited
20 Bridge Street
SYDNEY NSW 2000
Dear Sir / Madam,
CONVERSION OF $750K OF CONVERTIBLE NOTES
The company is pleased to advise that the holders of a further $750K of convertible notes have applied
for the notes to be converted to ordinary shares. Details of this conversion are contained within the
attached Appendix 3B.
Yours sincerely
Extract Resources Limited
……………………………..
Rance Dorrington
Company Secretary
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
1/1/2003 Appendix 3B Page 1
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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.
Name of entity
Extract Resources Limited
ABN
61 057 337 952
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 be
issued
Ordinary fully paid shares
2 Number of +securities issued or to
be issued (if known) or maximum
number which may be issued
25,267,379 (Conversion)
3 Principal terms of the +securities
(eg, 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)
Fully paid
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
Appendix 3B Page 2 1/1/2003
4 Do the +securities rank equally in all
respects from the date of allotment
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
Shares rank equally with all other ordinary fully
paid shares from date of allotment
5 Issue price or consideration
3.4 cents (Conversion of $550,000 of Notes)
2.2 cents (Conversion of $200,000 of Notes)
6 Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
Conversion of $750K of Convertible Notes.
7 Dates of entering +securities into
uncertificated holdings or despatch
of certificates
7 February 2006
Number +Class
8 Number and +class of all +securities
quoted on ASX (including the
securities in clause 2 if applicable)
729,252,959 Ordinary fully paid
shares
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
1/1/2003 Appendix 3B Page 3
Number +Class
9 Number and +class of all
+securities not quoted on ASX
(including the securities in clause
2 if applicable)
4,000,000
100,000,000
$1,025,000
$950,000
Employee Options expiring
14 March 2008
Performance Shares
Convertible Notes $1 face
value ($1,025,000) (2.2 cents
per share conversion)
Convertible Notes $1 face
value ($950,000) (3.4 cents
per share conversion)
10 Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
N/A
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval
required?
N/A
12 Is the issue renounceable or nonrenounceable?
N/A
13 Ratio in which the +securities will
be offered
N/A
14 +Class of +securities to which the
offer relates
N/A
15 +Record date to determine
entitlements
N/A
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
N/A
17 Policy for deciding entitlements in
relation to fractions
N/A
18 Names of countries in which the
entity has +security holders who
will not be sent new issue
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
N/A
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
Appendix 3B Page 4 1/1/2003
19 Closing date for receipt of
acceptances or renunciations
N/A
20 Names of any underwriters
N/A
21 Amount of any underwriting fee or
commission
N/A
22 Names of any brokers to the issue
N/A
23 Fee or commission payable to the
broker to the issue
N/A
24 Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of +security holders
N/A
25 If the issue is contingent on
+security holders’ approval, the
date of the meeting
N/A
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
N/A
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
N/A
28 Date rights trading will begin (if
applicable)
N/A
29 Date rights trading will end (if
applicable)
N/A
30 How do +security holders sell their
entitlements in full through a
broker?
N/A
31 How do +security holders sell part
of their entitlements through a
broker and accept for the balance?
N/A
32 How do +security holders dispose N/A
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
1/1/2003 Appendix 3B Page 5
of their entitlements (except by sale
through a broker)?
33 +Despatch date
N/A
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 (Conversion)
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
Tick to indicate you are providing the information or
documents
35 If the +securities are +equity securities, the names of the 20 largest holders of the
additional +securities, and the number and percentage of additional +securities held by
those holders
36 If the +securities are +equity securities, a distribution schedule of the additional
+securities setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37 A copy of any trust deed for the additional +securities
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
Appendix 3B Page 6 1/1/2003
Entities that have ticked box 34(b)
38 Number of securities for which
+quotation is sought
25,267,379
39 Class of +securities for which
quotation is sought
Ordinary fully paid shares
40 Do the +securities rank equally in all
respects from the date of allotment
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
Yes
41 Reason for request for quotation
now
Example: In the case of restricted securities, end of
restriction period
(if issued upon conversion of
another security, clearly identify that
other security)
Conversion from Convertible Notes $200K @
2.2 cents per share & $550K @ 3.4 cents per
share
Number +Class
42 Number and +class of all +securities
quoted on ASX (including the
securities in clause 38)
729,252,959 Ordinary fully paid
shares
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
1/1/2003 Appendix 3B Page 7
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.
• We warrant that if confirmation is required under section 1017F of the
Corporations Act in relation to the +securities to be quoted, it has been
provided 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.
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
Appendix 3B Page 8 1/1/2003
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 not available now, 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: Date: 7 February 2006
(Company secretary)
Print name: Rance Dorrington
== == == == ==
Issue of Shares – Notification Pursuant to Section 708A(5)(e) of the Corporations Act 2001
Extract advises that, on 7 February 2006, it issued 25,267,379 fully paid ordinary shares (Shares)
at the request of the holders of $750K of convertible notes who have requested that the notes be
converted to fully paid Ordinary Shares in the Company under the terms of the notes. The
conversion extinguishes $750,000 of debt by the conversion to equity.
The Shares have been issued without disclosure to investors under Part 6D.2 of the Corporations
Act 2001. Extract provides this notice in accordance with section 708A(5)(e) of the Corporations
Act 2001.
Extract notifies ASX (as operator of the prescribed financial market on which the Shares are or
are to be quoted) that, as at the date of this notice, Extract has complied with the provisions of
Chapter 2M of the Corporations Act 2001, as they apply to Extract, and section 674 of the
Corporations Act 2001.
The Company is not in possession of any excluded information that would be required to be
disclosed under section 708A(6)(e) of the Corporations Act 2001, being information that
a) has been excluded from a continuous disclosure notice in accordance with the ASX
Listing Rules; and
b) that investors and their professional advisers would reasonably require for the purpose of
making an informed assessment of:
(i) the assets and liabilities, financial position and performance, profits and losses and
prospects of the body; or
(ii) the rights and liabilities attaching to the relevant securities.