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

Release Date: 12/08/2019 07:44
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                 1.    Fully paid ordinary shares.
          be issued                                           2.    Options.

2         Number of +securities issued or to                  1.    33,706,695
          be issued (if known) or maximum                     2.    16,853,347
          number which may be issued

3         Principal terms of the +securities                  1.    Fully paid ordinary shares.
          (e.g. if options, exercise price and                2.    Unlisted options exercisable at 5.0 cents
          expiry date; if partly paid                               expiring 31 October 2019.
          -securities, the amount outstanding
           and due dates for payment; if
          -convertible securities, the
           conversion price and dates for
           conversion)

4         Do the +securities rank equally in 1.               Shares rank equally with all other fully paid
          all respects from the +issue date                   ordinary shares on issue.
          with an existing +class of quoted 2.                No. The Options will not be quoted. Shares
          -securities-                                        to be issued upon exercise will rank equally
                                                              with all other fully paid ordinary shares on
                                                              issue.
         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.    4.0 cents per fully paid ordinary share.
                                                              2.    Nil issue price.

6    Purpose of the issue                                     Funds will be used primarily to continue
     (If issued as consideration for the                      exploration and development programs at the
     acquisition of assets, clearly                           Company’s Northern Cape South African
     identify those assets)                                   tenements and for general working capital.

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

6c   Number of +securities issued                             Not applicable.
     without 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                         Not applicable.
     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.

6h   If +securities were issued under                         Not applicable.
     rule     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                         Rule 7.1 – 321,692,854.
     issue capacity under rule 7.1 and
     rule 7.1A – complete Annexure 1                          Rule 7.1A – Not applicable.
     and release to ASX Market
     Announcements

7    -Issue    dates                                          9 August 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                      2,144,619,024       Fully paid ordinary
     -securities quoted on ASX                                         shares
     (including the +securities in section
     2 if applicable)
                                                   Number              +Class


 9   Number and +class of all                        222,307,679       Convertible notes.
     +securities not quoted on ASX
                                                       3,040,540       Unlisted options exercisable at $0.037
     (including the +securities in                                     expiring 15 August 2019.
     section 2 if applicable)
                                                      90,466,749       Unlisted options exercisable at $0.05
                                                                       expiring 31 October 2019.

                                                         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.

                                                      16,333,333       Unlisted options exercisable at $0.02
                                                                       expiring 30 November 2020.

                                                      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.

                                                       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.

                                                      30,500,000       Unlisted options exercisable at $0.04
                                                                       expiring 30 April 2024.

                                                      30,500,000       Unlisted options exercisable at $0.05
                                                                       expiring 30 April 2024.

                                                      30,500,000       Unlisted options exercisable at $0.06
                                                                       expiring 30 April 2024.

                                                      11,000,000       Unlisted options exercisable at $0.03
                                                                       expiring 17 June 2024.


 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

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:             12 August 2019

ENQUIRIES

Investors                         Media                                                         JSE Sponsor
Errol Smart – Managing Director   Nicholas Read                      Barnaby Hayward            Rick Irving
              & 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

Date: 12/08/2019 07:44:00
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