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ORION MINERALS LIMITED - Share Purchase Plan Closed

Release Date: 11/12/2019 08:54
Code(s): ORN     PDF:  
Wrap Text
Share Purchase Plan Closed

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 Purchase Plan Closed

Strong take-up by shareholders sees $1.75M raised, increasing total capital raising to $9.5M

Orion Minerals Limited (ASX/JSE: ORN) (Orion or the Company) is pleased to advise that its Share Purchase Plan
(SPP) announced on 24 October 2019 closed on Friday 6 December 2019.

Under the SPP, the Company provided each eligible shareholder with the opportunity to subscribe for new ordinary
fully paid shares (Shares) in parcels starting from $2,000 (ZAR20,000), up to a maximum of $30,000 (ZAR300,000) at
an issue price of $0.025 per Share, without incurring brokerage or transaction costs. The issue price of $0.025 per
Share is the same price as the Shares issued under the recently completed $7.7 million placement (refer ASX
release 22 November 2019).

The Company is pleased to advise that the SPP attracted strong support from eligible shareholders, with
applications totalling $1.75 million received. The issue date for Shares subscribed for under the SPP is expected to
be 12 December 2019, with quotation of new Shares and dispatch of holding statements expected to take place
on 13 December 2019.

This outstanding result increases the total amount raised through the recently completed capital raising process
to ~$9.5 million, putting the Company in an excellent position to deliver on its growth strategy at the Prieska
Copper-Zinc Project in South Africa in 2020.

Orion’s Managing Director and CEO Errol Smart, commented:
“This caps off what has been an outstanding year which has seen us achieve numerous milestones including, the
delivery of a substantial Mineral Resource and Ore Reserve, a high-quality Bankable Feasibility Study, substantially
completing our permitting, securing new BEE investors and making excellent progress with post-BFS optimisation
and project funding.
The outstanding success of the SPP clearly demonstrates the continued strong support from our shareholders for
our strategy to transform Orion into a substantial international base metals producer, and I would like to thank
shareholders for their continued support. The proceeds of the SPP will be used to complete optimisation studies
and early stage works for the Prieska Project, as well as to progress our funding strategy with the advantage of a
strengthened balance sheet.
Orion shareholders also have exposure to two world-class geological provinces in the Areachap Belt of the
Northern Cape and in the geologically similar Fraser Range Province in Western Australia, through our joint venture
with Independence Group. In that regard, we have exposure to an ongoing, well-funded exploration program in
close proximity to the recently announced Rockford discovery by Legend Mining.”

Please find attached an Appendix 3B relating to the issue of the SPP Shares.

For and on behalf of the Board.
Errol Smart
Managing Director and CEO

11 December 2019


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


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

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,

Name of entity
Orion Minerals Ltd

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               Fully paid ordinary shares.
            be issued

   2        Number of +securities issued or                  70,047,920.
            to be issued (if known) or
            maximum number which may be

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

  4         Do the +securities rank equally in               Shares rank equally with all other fully paid
            all respects from the +issue date                ordinary shares on issue.
            with an existing +class of quoted

            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
            - 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                     $0.025 per fully paid ordinary share.

  6         Purpose of the issue                             The fully paid ordinary shares were issued
            (If issued as consideration for the              pursuant to the Company’s Share Purchase Plan
            acquisition of assets, clearly                   offer.
            identify those assets)                           Share Purchase Plan proceeds will be used by
                                                             the Company principally to complete
                                                             optimisation studies and early stage works for
                                                             the Prieska Copper-Zinc Project, exploration on
                                                             the Company’s tenements in the Northern Cape
                                                             of South Africa and for general working capital

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

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

  6d        Number of +securities issued                     Not applicable.
            with security holder approval
            under rule 7.1A

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

  6f        Number of +securities issued                     Not applicable.
            under 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

  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

  6i        Calculate the entity’s remaining                 Rule 7.1 – 79,924,287.
            issue capacity under rule 7.1 and
                                                             Rule 7.1A – Not applicable.
            rule 7.1A – complete Annexure 1
            and release to ASX Market

  7         +Issue    dates                                  12 December 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                 2,899,560,397            Fully paid ordinary
            +securities    quoted on ASX                                              shares
            (including the +securities in
            section 2 if applicable)

                                                             Number             +Class

  9         Number and +class of all                         2,200,000          Unlisted options exercisable at $0.05
            +securities not quoted on ASX                                       expiring 30 June 2020.

            (including the +securities in                    1,900,000          Unlisted options exercisable at $0.035
            section 2 if applicable)                                            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
                      Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this

             -        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
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:         11 December 2019

Date: 11-12-2019 08:54:00
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