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ORION MINERALS LIMITED - Share Issue - Notice under Section 708A(5)(E)

Release Date: 30/04/2019 12:30
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”)

SHARE ISSUE – NOTICE UNDER SECTION 708A(5)(E)

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 66,601,805 Shares in the Company at $0.04 per Share and 33,300,902 Options,
to raise $2.66M, resulting from a receipt of funds from investors for Tranche 1 commitments
(Placement Shares and Options). Today’s issue of the Placement Shares and Options, which follows
the Company’s issue of 50,625,000 Shares at $0.04 per Share and 25,312,500 Options, to raise $2.03M,
on 23 April 2019, finalises Tranche 1 of the Placement.

Orion has also today issued 37,500,000 unlisted options which have been granted to employees and
consultants of the Company, pursuant to the Orion Minerals Ltd Option & Performance Rights Plan
(together with the Placement Shares and Options, New Securities).

In accordance with section 708A(5)(e) of the Corporations Act 2001 (Act), the Company advises as
follows:
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
Chairman

30 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: info@orionminerals.com.au      E: nicholas@readcorporate.com.au           E: orion@tavistock.co.uk     E: rick@merchantec.co.za


Disclaimer

This release may include forward-looking statements. Such forward-looking statements may
include, among other things, statements regarding targets, estimates and assumptions in respect
of metal production and prices, operating costs and results, capital expenditures, mineral reserves
and mineral resources and anticipated grades and recovery rates, and are or may be based on
assumptions and estimates related to future technical, economic, market, political, social and
other conditions. These forward-looking statements are based on management’s expectations
and beliefs concerning future events. Forward-looking statements inherently involve subjective
judgement and analysis and are necessarily subject to risks, uncertainties and other factors, many
of which are outside the control of Orion. Actual results and developments may vary materially
from those expressed in this release. Given these uncertainties, readers are cautioned not to place
undue reliance on such forward-looking statements. Orion makes no undertaking to subsequently
update or revise the forward-looking statements made in this release to reflect events or
circumstances after the date of this release. All information in respect of Exploration Results and
other technical information should be read in conjunction with Competent Person Statements in
this release (where applicable). To the maximum extent permitted by law, Orion and any of its
related bodies corporate and affiliates and their officers, employees, agents, associates and
advisers:
       -     disclaim any obligations or undertaking to release any updates or revisions to the information to reflect any
             change in expectations or assumptions;
       -     do not make any representation or warranty, express or implied, as to the accuracy, reliability or completeness
             of the information in this release, or likelihood of fulfilment of any forward-looking statement or any event or
             results expressed or implied in any forward-looking statement; and
       -     disclaim all responsibility and liability for these forward-looking statements (including, without limitation,
             liability for negligence).

Date: 30/04/2019 12:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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