Last checked at 21 May 2018 07:00
21 May 2018
Ferrum Crescent Limited
("FCR", the "Company" or the "Group") (ASX, AIM, JSE: FCR)
Results of General Meeting
In accordance with ASX Listing Rule 3.13.2 and section 251AA of the Corporations Act 2001, the following information is provided in respect of each resolution considered and voted upon at the General Meeting of Shareholders of Ferrum Crescent Limited held today.
The total number of proxy votes exercisable by all proxies validly appointed was in respect of 278,485,882 shares from the validly appointed proxies of 25 shareholders. All resolutions were duly passed on a show of hands.
Details of the proxy votes in respect of each of the resolutions, as set out in the Notice of General Meeting dated 17 April 2018, are as follows:
Resolution 1: Approval to Issue Shares Under the Placement
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,211,957 | 2,622,091 | 2,651,834 | - | |
98.11% | 0.94% | 0.95% | - | |
Resolution 2: Ratification of prior issue of Shares
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,211,957 | 2,622,091 | 2,651,834 | - | |
98.11% | 0.94% | 0.95% | - | |
Resolution 3: Approval to issue the Placing Options
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,211,957 | 2,622,091 | 2,651,834 | - | |
98.11% | 0.94% | 0.95% | - | |
Resolution 4: Approval to issue Placing Options to Related Parties
Manner in which security holder directed the proxy vote (at proxy close date) | |||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN |
273,211,957 | 2,836,609 | 2,651,834 | - |
98.03% | 1.02% | 0.95% | - |
Resolution 5: Approval to issue Broker Options to Beaufort Securities Limited
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
272,997,439 | 2,836,609 | 2,651,834 | - | |
98.03% | 1.02% | 0.95% | - | |
Resolution 6: Approval to issue Options to HD Capital Partners Ltd
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
272,997,439 | 2,836,609 | 2,651,834 | - | |
98.03% | 1.02% | 0.95% | - | |
Resolution 7: Ratification of prior issue of Shares
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,211,957 | 2,622,091 | 2,651,834 | - | |
98.11% | 0.94% | 0.95% | - | |
Resolution 8: Issue of Shares in Lieu of Director's Fees due to Myles Campion
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,175,290 | 2,658,758 | 2,651,834 | - | |
98.10% | 0.95% | 0.95% | - | |
Resolution 9: Issue of Shares in Lieu of Director's fees due to Evan Kirby
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,175,290 | 2,658,758 | 2,651,834 | - | |
98.10% | 0.95% | 0.95% | - | |
Resolution 10: Issue of Shares in Lieu of Director's Fees due to Laurence Read
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,175,290 | 2,658,758 | 2,651,834 | - | |
98.10% | 0.95% | 0.95% | - | |
Resolution 11: Grant of Incentive Options to Laurence Read under the Incentive Plan
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,120,790 | 2,658,758 | 2,651,834 | - | |
98.08% | 0.97% | 0.95% | - | |
Resolution 12: Grant of Incentive Options to Myles Campion under the Incentive Plan
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,120,790 | 2,658,758 | 2,651,834 | - | |
98.08% | 0.97% | 0.95% | - | |
Resolution 13: Grant of Incentive Options to Colin Bird under the Incentive Plan
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,120,790 | 2,658,758 | 2,651,834 | - | |
98.08% | 0.97% | 0.95% | - | |
Resolution 14: Grant of Incentive Options to Evan Kirby under the Incentive Plan
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,120,790 | 2,658,758 | 2,651,834 | - | |
98.08% | 0.97% | 0.95% | - | |
Resolution 15: Grant of Incentive Options to Daniel Smith under the Incentive Plan
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,120,790 | 2,658,758 | 2,651,834 | - | |
98.08% | 0.97% | 0.95% | - | |
Resolution 16: Issue of Options to Grant Button
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
267,764,490 | 2,713,258 | 2,651,834 | - | |
98.04% | 0.99% | 0.97% | - | |
Resolution 17: Approval of Change of Company's Name
Manner in which security holder directed the proxy vote (at proxy close date) | ||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | |
273,618,144 | 715,904 | 2,901,834 | - | |
98.69% | 0.26% | 1.05% | - | |
Issue of Equity and Application to Trading
Further to the approval of resolution 1 and resolutions 8 to 10, the Company will now proceed to issue 1,739,130,435 new ordinary shares at an issue price of 0.0575 pence (A$0.00104; R0.00967) (the "Placing and Subscription Shares") pursuant to the fundraising announced on 21 March 2018 and, in aggregate, a further 55,345,793 new ordinary shares at the same issue price (the "Director Fee Shares") to certain of the Company's directors in lieu of outstanding fees, further details of which were set out in the notice of general meeting and explanatory statement announced on 17 April 2018.
Accordingly, application has been made for quotation of the Placing and Subscription Shares and Director Fee Shares on the Australian Securities Exchange and the JSE Limited, and to the London Stock Exchange plc for admission to trading on AIM ("Admission"). It is expected that Admission will become effective and that dealings in the Placing and Subscription Shares and the Director Fee Shares will commence on AIM at 8.00 a.m. on 22 May 2018. The Placing and Subscription Shares and Director Fee Shares will be fully paid and will rank pari passu in all respects with the Company's existing ordinary shares.
Following Admission, the total issued ordinary share capital of the Company will comprise 4,849,757,667 ordinary shares.
Proposed Change of Company's Name
Further to the approval of resolution 17, a separate announcement will be made in due course regarding the timetable for effecting the change of the Company's name to Europa Metals Limited under a new ticker code of EUZ across the three exchanges (ASX, AIM and JSE) on which the Company's shares are traded.
For further information on the Company, please visit www.fcrexploration.com or www.ferrumcrescent.com or contact:
Ferrum Crescent Limited
Daniel Smith, Non-Executive Director and Company Secretary (Australia)
T: +61 8 9486 4036
Laurence Read, Executive Director (UK)
T: +44 (0)20 3289 9923
Strand Hanson Limited (Nominated Adviser)
Rory Murphy/Matthew Chandler
T: +44 (0)20 7409 3494
Turner Pope Investments (TPI) Limited (Joint Broker)
Andy Thacker
T: +44 (0)20 3621 4120
Peterhouse Corporate Finance Limited (Joint Broker)
Lucy Williams / Duncan Vasey / Heena Karani
T: +44 (0)20 7469 0930
Sasfin Capital Proprietary Limited (a member of the Sasfin group) (JSE Sponsor)
Sharon OwensT (direct): +27 11 809 7762
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014.