placement

RENISON CONSOLIDATED MINES NL
ACN 003 049 714
Mail Address
GPO Box 5268
Brisbane Qld 4001
Level 5
60 Edward St
Brisbane Qld 4000
Phone: (07) 3303 0630
Fax: (07) 3303 0601
Email: [email protected]
1
ASX ANNOUNCEMENT - 9 May 2008
CAPITAL RAISING TO ACCELERATE EXPLORATION PROGRAMS
The Directors of Renison Consolidated Mines NL are pleased to advise that the Company has completed a capital raising that will result in $3 million being raised by the company before issue costs.
The placement raising is being undertaken by way of the issue to institutional and sophisticated investors who are existing shareholders of the Company of 120,000,000 ordinary shares at an issue price of 2.5 cents per share. The issue of 20,000,000 shares is proposed to an entity related to a director of the company and will be subject to the obtaining of the necessary shareholder approval for their issue.
This capital raising will enable the immediate forward programs on Agate Creek gold, Arrawatta coal and other coal projects to be funded in the period until the scheduled receipt of the next instalment of the Tom’s Gully mine sale proceeds in July. The proceeds from this raising together with the balance of the Tom’s Gully Mine sale proceeds to be received from GBS Gold International Inc will provide a solid financial foundation to enable the Company to aggressively pursue the further advancement of the Company’s mining assets including funding:
• ongoing exploration programs at the Agate Creek gold project including a drilling program to commence shortly;
• feasibility studies for the Agate Creek project’s development;
• further exploration of Renison’s coal assets;
• new project opportunities; and
• general working capital purposes.
Details of the placement are contained in the attached Appendix 3B – New Issue Announcement.
Share Purchase Plan
In order to provide other existing shareholders with the opportunity to participate in the Company’s capital raising, the Company will be undertaking a Share Purchase Plan offer to shareholders to raise up to a maximum of a further $2 million at 2.5 cents per share. Subscriptions for shares under the Share Purchase Plan will be accepted on a ‘first come first served’ basis. The Share Purchase Plan documentation will be provided to shareholders shortly.
For and on behalf of the Board
JPK Marshall
Company Secretary
For further information contact:
Stephen Bizzell or Kevin Grice
Phone: (07) 3303 0630
Fax: (07) 3303 0601
E-Mail: [email protected]
2
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
RENISON CONSOLIDATED MINES NL
ABN
75 003 049 714
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 Shares
2
Number of +securities issued or to be issued (if known) or maximum number which may be issued
a) 100,000,000
b) 45,501
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)
Ordinary Shares
3
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
Yes – Ordinary Shares (RSN)
5
Issue price or consideration
a) $0.025 per share and
b) $0.04046 per share
6
Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)
a) The proceeds from this raising together with the balance of the Tom’s Gully Mine sale proceeds to be received from GBS Gold International Inc will provide a solid financial foundation to enable the Company to aggressively pursue the further advancement of the Company’s mining assets including funding:
• ongoing exploration programs at the Agate Creek gold project including a drilling program to commence in May;
• feasibility studies for the Agate Creek project’s development;
• further exploration of Renison’s coal assets;
• new project opportunities
• general working capital purposes.
b) Correction of an error in relation to the issue of shares following the conversion of the RSNGC notes in October 2007.
7
Dates of entering +securities into uncertificated holdings or despatch of certificates
9 May 2008
4
Number
+Class
8
Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)
885,003,596
152,500,000
35,909,090
Ordinary Shares fully paid (RSN)
Ordinary Shares partly paid to 7.5 cents (RSNCH)
March 2009 Convertible Notes ($0.33) (RSNGB)
Number
+Class
9
Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable)
2,625,000
30/6/08 17.5 cent Options
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?
12
Is the issue renounceable or non-renounceable?
13
Ratio in which the +securities will be offered
14
+Class of +securities to which the offer relates
15
+Record date to determine entitlements
16
Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
17
Policy for deciding entitlements in relation to fractions
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.
5
19
Closing date for receipt of acceptances or renunciations
20
Names of any underwriters
21
Amount of any underwriting fee or commission
22
Names of any brokers to the issue
23
Fee or commission payable to the broker to the issue
24
Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders
25
If the issue is contingent on +security holders’ approval, the date of the meeting
26
Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
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
28
Date rights trading will begin (if applicable)
29
Date rights trading will end (if applicable)
30
How do +security holders sell their entitlements in full through a broker?
31
How do +security holders sell part of their entitlements through a broker and accept for the balance?
32
How do +security holders dispose of their entitlements (except by sale through a broker)?
33
+Despatch date
6
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)
X
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
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
Entities that have ticked box 34(b)
38
Number of securities for which +quotation is sought
39
Class of +securities for which quotation is sought
7
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
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)
Number
+Class
42
Number and +class of all +securities quoted on ASX (including the securities in clause 38)
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.
8
• 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 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: JPK Marshall Date: 9 May 2008
(Company Secretary)