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ORION MINERALS LIMITED - Share Issue - Notice Under Section 708A(5)(e)

Release Date: 23/04/2019 16:42
Code(s): ORN     PDF:  
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Share Issue - Notice Under Section 708A(5)(e)

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”)


Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) announced on 16 April 2019 a pivotal
$8M capital raising underpinned by a group of high-profile South African investors as part of a proposed
restructure of the Company’s Black Economic Empowerment equity participation at project level,
achieving accelerated compliance with the ownership aspects of South African Mining Charter 3.

The $8.0M capital raising will comprise the issue of 200.9M fully paid ordinary shares (Shares) at an issue
price of $0.04 per Share, together with one free attaching option for every two Shares issued (100.47M
options at an exercise price of $0.05 and an expiry date of 31 October 2019) (Options), to be conducted
via a placement to sophisticated and professional investors (Placement). The Options will not be
quoted on the ASX or the JSE.

It is proposed that the Placement will occur in two stages, being:
- Tranche 1 – 117.23M Shares and 58.61M Options, using the Company’s 15% placement capacity
  under ASX Listing Rule 7.1 to raise $4.685M; and
- Tranche 2 – 83.71M Shares and 41.85M Options, to raise $3.34M (subject to shareholder approval, to
  be sought at a general meeting of Orion shareholders planned to be held in early June 2019).

Orion has today issued 50,625,000 Shares in the Company at $0.04 per Share and 25,312,500 Options
from investors for Tranche 1 commitments (Placement Shares and Options). The Company has received
commitments for the balance of Tranche 1 (being $2.66M) and these Shares and Options are expected
to be issued shortly.

Orion has also today issued 10,384,615 Shares, to satisfy the Company’s obligation to issue shares
following the conversion of Convertible Notes that were issued on 17 March 2017 (Convertible Note
Shares) and 2,000,000 Shares upon exercise of unlisted options, exercisable at $0.02 and expiring
30 November 2020 (together with the Placement Shares and Options, and Convertible Note Shares,
New Securities).

In accordance with section 708A(5)(e) of the Corporations Act 2001 (Act), the Company advises as
1.   this notice is being given under paragraph 708A(5)(e) of the Act;
2.   the Company issued the New Securities without disclosure to investors under Part 6D.2 of the Act;
3.   as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the
     Act as they apply to the Company;
4.   as at the date of this notice, the Company has complied with section 674 of the Act; and
5.   all information of the kind that would be required to be disclosed to the market for the purposes of
     section 708A(6)(e) of the Act has been disclosed to ASX Limited.
Denis Waddell

23 April 2019

Investors                       Media                                                         JSE Sponsor
Errol Smart – Managing          Nicholas Read                      Barnaby Hayward            Rick Irving
Director & CEO
Denis Waddell – Chairman        Read Corporate, Australia          Tavistock, UK              Merchantec Capital
T: +61 (0) 3 8080 7170          T: +61 (0) 419 929 046             T: +44 (0) 787 955 1355    T: +27 (0) 11 325 6363
E:    E:   E:   E:

Suite 617, 530 Little Collins Street
Melbourne, VIC, 300

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