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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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