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Appendix 3B

3 Dec 2013 14:00

RNS Number : 5824U
Coal of Africa Limited
03 December 2013
 

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

Coal of Africa Limited

 

ABN

98 008 905 388

 

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

 

Unlisted Options

 

 

2

Number of +securities issued or to be issued (if known) or maximum number which may be issued

 

Total of 8,057,928

 

 

 

3

Principal terms of the +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)

3,932,928 Options exercisable on or before 30 June 2017 at an exercise price of ZAR1.75 with two thirds vesting immediately and one third vesting on 1 July 2014.

 

4,125,000 Options exercisable in three instalments of 1,375,000 options on each of 1 June 2014, 1 June 2015 and 1 June 2016 at an exercise price of ZAR2.0. The expiry date for the options is 1 June 2018.

 

 

4

Do the +securities rank equally in all respects from the +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

No

 

 

 

 

Options over unissued shares may only be exercised in accordance with their terms and conditions. Upon conversion of the options to shares, the shares will rank with existing shares.

 

 

 

5

Issue price or consideration

 

Nil

 

 

 

6

Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

 

 

 

 

 

 

Options granted to employees pursuant to the Company's Employee Share Option Plan approved by shareholders at the Company's Annual General Meeting held on 22 November 2013.

 

 

 

 

6a

Is the entity an +eligible entity 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

No

 

 

 

 

6b

The date the security holder resolution under rule 7.1A was passed

N/A

 

 

 

 

6c

Number of +securities issued without security holder approval under rule 7.1

N/A

 

 

 

 

6d

Number of +securities issued with security holder approval under rule 7.1A

N/A

 

 

 

 

6e

Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

 

N/A

 

 

 

 

6f

Number of +securities issued under an exception in rule 7.2

N/A

 

 

 

 

6g

If +securities issued under rule 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.

N/A

 

 

 

 

6h

If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

N/A

 

 

 

 

6i

Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements

N/A

 

 

 

7

+Issue dates

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.

3 December 2013

 

Number

+Class

8

Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)

 

 

 

1,048,368,613

Fully paid ordinary shares

 

 

 

 

Number

+Class

 

9

Number and +class of all +securities not quoted on ASX (including the +securities in section 2 if applicable)

 

 

 

818,500

 

 

 

1

 

 

 

 

 

 

 

3,000,000

 

 

 

1,441,061

 

 

 

2,500,000

 

 

 

3,500,000

 

 

 

2,670,000

 

 

Class K Options exercisable at A$1.90 on or before 30 June 2014

 

Option to subscribe for 50 million ordinary shares for 60 pence each between 1 November 2010 and 1 November 2014, as approved by shareholders on 22 April 2010

 

Class J Options exercisable at A$2.74 on or before 30 November 2014

 

ESOP Options exercisable at A$1.40 on or before 30 September 2015

 

Class C Options exercisable at A$1.20 on or before 9 November 2015

 

Class L Options exercisable at 25 pence on or before 30 November 2015

 

ESOP Options exercisable at ZAR7.60 on or before 14 February 2017

 

 

10

Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Not applicable

 

 

Part 2 - Deleted 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

 

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

 

N/A

 

 

 

39

+Class of +securities for which quotation is sought

 

N/A

 

 

 

40

Do the +securities rank equally in all respects from the +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

N/A

 

 

 

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)

 

N/A

 

 

 

Number

+Class

42

Number and +class of all +securities quoted on ASX (including the +securities in clause 38)

 

 

 

N/A

N/A

 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: ............................................................ Date: 3 December 2013

(Director/Company secretary)

 

 

Print name: Tony Bevan

 

== == == == ==

 

 

 

Appendix 3B - Annexure 1

 

DELETED - NOT APPLICABLE

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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