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ORION MINERALS LIMITED - Appendix 3B New Issue Announcement, Application for Quotation of Additional Securities and Agreement

Release Date: 23/04/2019 16:39
Code(s): ORN     PDF:  
 
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Appendix 3B – New Issue Announcement, Application for Quotation of Additional Securities and Agreement

Orion Minerals Limited
Incorporated in the Commonwealth of Australia
Australian Company Number 098 939 274
ASX share code: ORN
JSE share code: ORN
ISIN: AU000000ORN1
(“Orion” or “the Company”)

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
 Orion Minerals Ltd


 ABN
 76 098 939 274


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        Fully paid ordinary shares.
          issued


  2       Number of +securities issued or to be          1.   10,384,615.
          issued (if known) or maximum number            2.   2,000,000.
          which may be issued

  3       Principal terms of the +securities (e.g.       Fully paid ordinary shares.
          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)

  + See chapter 19 for defined terms

  4       Do the +securities rank equally in all         Shares to be issued will rank equally with fully paid
          respects from the +issue date with an          ordinary shares.
          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

  5       Issue price or consideration                   1.    10,384,615 fully paid ordinary shares issued at an
                                                               issue price of $0.026 per fully paid ordinary
                                                               share.
                                                         2.    2,000,000 fully paid ordinary shares issued at an
                                                               issue price of $0.02 per fully paid ordinary share.

  6        Purpose of the issue                          1.    To satisfy the Company’s obligation to issue
           (If issued as consideration for the                 shares following the conversion of Convertible
           acquisition of assets, clearly identify             Notes issued on 17 March 2017, as approved at
           those assets)                                       a general meeting of Shareholders held on 13
                                                               March 2017.
                                                         2.    Fully paid ordinary shares issued upon exercise
                                                               of unlisted options exercisable at $0.02 and
                                                               expiring 30 November 2020. Funds will be used
                                                               to finalise the Company’s Prieska Zinc-Copper
                                                               Project bankable feasibility study, continue
                                                               exploration programs on the Company’s
                                                               Northern Cape South African tenements and
                                                               for general working capital purposes.


  6a       Is the entity an +eligible entity that        No.
           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

  6b       The date the security holder                  Not applicable.
           resolution under rule 7.1A was passed

  + See chapter 19 for defined terms

  6c       Number of +securities issued without          Not applicable.
           security holder approval under rule
           7.1
  6d       Number of +securities issued with             Not applicable.
           security holder approval under rule
           7.1A

  6e       Number of +securities issued with             Not applicable.
           security holder approval under rule
           7.3, or another specific security
           holder approval (specify date of
           meeting)

  6f       Number of +securities issued under            Not applicable.
           an exception in rule 7.2

  6g       If +securities issued under rule 7.1A,        Not applicable.
           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.

  6h       If +securities were issued under rule         Not applicable.
           7.1A for non-cash consideration, state
           date on which valuation of
           consideration was released to ASX
           Market Announcements

  6i       Calculate the entity’s remaining issue        Rule 7.1 – 206,980,217
           capacity under rule 7.1 and rule 7.1A –
           complete Annexure 1 and release to            Rule 7.1A – Not applicable.
           ASX Market Announcements                                              
     

  7        +Issue   dates                                23 April 2019.
           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.

                                                      Number           +Class

  8   Number and +class of all +securities      1,936,743,11      Fully paid ordinary shares
      quoted on ASX (including the                     2
      +securities in section 2 if applicable)
      
  + See chapter 19 for defined terms                                       
                                             Number        +Class

9    Number and  +class of all +securities   222,307,679   Convertible notes.
     not quoted on ASX (including the         16,333,333   Unlisted options exercisable at $0.02
     +securities in section 2 if                           expiring 30 November 2020.
     applicable)
                                              18,333,333   Unlisted options exercisable at $0.035
                                                           expiring 30 November 2020.

                                              18,333,334   Unlisted options exercisable at $0.05
                                                           expiring 30 November 2020.

                                              12,100,000   Unlisted options exercisable at $0.03
                                                           expiring 31 May 2022.

                                              12,100,000   Unlisted options exercisable at $0.045
                                                           expiring 31 May 2022.

                                              12,100,000   Unlisted options exercisable at $0.06
                                                           expiring 31 May 2022.

                                                 250,000   Unlisted options exercisable at $0.045
                                                           expiring 30 November 2019.

                                                 250,000   Unlisted options exercisable at $0.06
                                                           expiring 30 November 2019.

                                               2,200,000   Unlisted options exercisable at $0.05
                                                           expiring 30 June 2020.

                                               1,900,000   Unlisted options exercisable at $0.035
                                                           expiring 30 June 2020.

                                               3,040,540   Unlisted options exercisable at $0.037
                                                           expiring 15 August 2019.

                                               5,100,000   Unlisted options exercisable at $0.05
                                                           expiring 31 March 2023.

                                               5,100,000   Unlisted options exercisable at $0.06
                                                           expiring 31 March 2023.

                                               5,100,000   Unlisted options exercisable at $0.07
                                                           expiring 31 March 2023.

                                              25,312,500   Unlisted options exercisable at $0.05
                                                           expiring 31 October 2019.

10     Dividend policy (in the case of a     Not applicable.
       trust, distribution policy) on the
       increased capital (interests)
     
     Part 2 - Pro rata issue
     Questions 11 to 33 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

        + See chapter 19 for defined terms

Entities that have ticked box 34(a)

Additional securities forming a new class of securities
Questions 35 to 37 - Not Applicable

Entities that have ticked box 34(b)
Questions 38 to 42 - Not Applicable

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: Martin Bouwmeester

Company Secretary

Date:    23 April 2019

+ See chapter 19 for defined terms
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