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Issue of Securities and Capital Raising Amendment

RNS Announcement

RNS Number : 9812A

Oilex Ltd

17 September 2018

ASX Announcement

17 September 2018

ASX: OEX

AIM: OEX

Re: Issue of Securities and Capital Raising Amendment

Oilex Ltd (the Company) is pleased to advise that it has issued today the first tranche of 157,894,737 shares to the clients of Novum Securities Ltd (Novum) pursuant to the capital raising announced on 11 September 2018 (Placement).

On 11 September 2018, the Company announced a debt and equity capital raising of £0.63 million (A$1.14 million) including the issue of 157,894,737 shares at 0.19 pence for £300,000 to clients of Novum (Novum Shares). The issue of the remaining shares together with the drawdown of the loans pursuant to the Placement are anticipated to be completed on or about the end of this month.

Pursuant to the advisory agreement with Novum, the Company has today also issued 9,473,684 million options exercisable at 0.19 pence on before 17 September 2021 (Novum Options).

The issue of above mentioned Novum Shares under LR7.1A and Novum Options under LR7.1 are included in the attached Appendix 3B.

Issue of Series A Loan Options

On 26 July 2018 and 15 August 2018, the Company announced that it had entered into $330,000 in loan agreements (A Series Loans). Pursuant to Series A Loan agreements, following the approval of shareholders on 14 September 2018, the Company has today issued 91,666,666 options exercisable at A$0.0036 on or before 26 July 2019 (Series A Loan Options).

The issue of 83,333,333 Series A Loan Options is pursuant to LR7.1 shareholder approval with the balance of 8,333,333 options issued under the Company's LR 7.1 capacity. The issue of the Series A Loan Options is included in the attached Appendix 3B.

Capital Raising Amendment

The Company advises that Placement announced on 11 September 2018 has been amended from £0.63 million to £0.70 million (A$1.27 million). The amendment comprises:

· an increase in the loans from A$250,000 to A$315,000 together with a further 15,772,871 options (expiry date of 1 October 2019, exercise price of $0.4121) on the same terms and conditions; and

· an increase of proposed share issue of £35,000, being an increase 18,421,053 shares at 0.19 pence.

The abovementioned new agreements are not with related parties of the Company. Funds raised from the Placement are intended to be applied to the working capital requirements of the Company. The issue of the additional shares and loan options are subject to shareholder approval under LR7.1, if required. Settlement for the additional loan funding and equity proceeds is anticipated to be on or about 30 September 2018 with the applicable Appendix 3B to be released at that time.

Issue of Consultant Shares

The Company advises that it has entered into an agreement for consultancy services with 10,526,315 shares to be issued at £0.0019 per share as consideration in lieu of fees. The consultancy agreement is not with a related party with the shares to be issued pursuant under LR7.1 on or about 30 September 2018, the applicable Appendix 3B will be released at that time.

Section 708A(5)(e) Statement

Pursuant to the issue of the abovementioned Novum Shares, Novum Options and the Series A Loan Options, Oilex gives notice under section 708A(5)(e) of the Corporations Act (Cth) (Act) that:

1) Oilex issued the Shares without disclosure to investors under Part 6D.2 of the Act;

2) As at the date of this notice, Oilex has complied with:

a) the provisions of Chapter 2M of the Act as they apply to Oilex; and

b) section 674 of the Act; and

3) As at the date of this notice, there is no information that is 'excluded information' within the meaning of sections 708A(7) and 708(8) of the Act.

For and on behalf of Oilex Ltd

Mark Bolton

Chief Financial Officer Company Secretary

For further information, please contact:

Investor Enquiries

Oilex Ltd

Joe Salomon

Managing Director

Email: [email protected]

Tel: +61 8 9485 3200

Australia

AIM Broker

Cornhill Capital Limited

Broker

Daniel Gee

Email: [email protected]

Tel: +44 20 3700 2500

AIM Nominated Adviser

Strand Hanson Limited

Nominated Adviser

Rory Murphy/Ritchie Balmer

Email: [email protected]

Tel: +44 20 7409 3494

Media Enquires (UK)

Vigo Communications

Public Relations

Patrick d'Ancona/Chris McMahon

Email: [email protected]

[email protected]

Tel:+ 44 20 7390 0230

Media Enquiries (Aus)

Citadel-MAGNUS

Michael Weir

Email: [email protected]

Tel: +618 6160 4900

Australia

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

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

OILEX LTD

ABN

50 078 652 632

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 issued	(a) Fully Paid Ordinary Shares (b) Unlisted options (c) Unlisted options (d) Unlisted options

2	Number of +securities issued or to be issued (if known) or maximum number which may be issued	(a) 157,894,737 shares to clients of Novum (LR7.1A) (b) 9,473,684 options (LR7.1) (c) 8,333,333 Series A Loan Options (LR7.1) (d) 83,333,333 Series A Loan Options (LR7.1)

3	Principal terms of the +securities (eg, 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)	(a) Fully Paid Ordinary Shares (b) Options (£0.0019, 17 September 2021) (c) Options (A$0.0036, 26 July 2019) (d) Options (A$0.0036, 26 July 2019)

4	Do the ⁺securities rank equally in all respects from the date of allotment with an 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	a) Yes b,c and d) No, new class of option security. Rank equally upon conversion. No right to participate in dividends.

5	Issue price or consideration	(a) £0.0019 per share (£300,000 in total) (b) Nil (c) Nil (d) Nil

6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	(a) Proceeds from the issue of 157,894,737 shares will be applied towards ongoing working capital requirements (b) Part consideration for advisory fees pursuant to capital raising. (c) Part consideration for provision of loan facility. (d) Part consideration for provision of loan facility.

6a	Is the entity an ⁺eligible entity 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	Yes

6b	The date the security holder resolution under rule 7.1A was passed	29 November 2017

6c	Number of ⁺securities issued without security holder approval under rule 7.1	17,807,017 comprising (b) and (c)

6d	Number of ⁺securities issued with security holder approval under rule 7.1A	157,894,737 (a)

6e	Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)	83,333,333 options (d)

6f	Number of ⁺securities issued under an exception in rule 7.2	Not applicable

6g	If ⁺securities issued under rule 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.	Yes 15 day VWAP as at COB 11/09/2018 = A$0.003124 75% of VWAP = A$0.002343 Issue price - £0.0019 (A$0.3434) Data provided by licensed stock broker



6h		If ⁺securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements	Not applicable


6i	Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements		Listing Rule 7.1: 282,488,239 Listing Rule 7.1A: 42,302,100

7	⁺Issue dates Notes: 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.		17 September 2018

8	Number and +class of all +securities quoted on ASX (including the ⁺securities in section 2 if applicable)		Number	⁺Class
			2,159,863,116	Fully Paid Ordinary Shares

9	Number and +class of all +securities not quoted on ASX (including the securities in section 2 if applicable)		Number	+Class
			77,166,666 91,666,666 9,473,684	£0.00225 Options (22/05/2020) $0.0034 Options (1/10/2019) £0.0019 Options (1/10/2021)

10	Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)		Not applicable

Part 2 ‑ Pro rata issue

11	Is security holder approval required?	Not applicable

12	Is the issue renounceable or non-renounceable?

13	Ratio in which the +securities will be offered

14	+Class of +securities to which the offer relates

15	+Record date to determine entitlements

16	Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

17	Policy for deciding entitlements in relation to fractions

18	Names of countries in which the entity has security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.

19	Closing date for receipt of acceptances or renunciations

20	Names of any underwriters

21	Amount of any underwriting fee or commission

22	Names of any brokers to the issue

23	Fee or commission payable to the broker to the issue


24			Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders

25			If the issue is contingent on security holders' approval, the date of the meeting

26			Date entitlement and acceptance form and offer documents will be sent to persons entitled

27			If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders

28			Date rights trading will begin (if applicable)

29			Date rights trading will end (if applicable)

30			How do security holders sell their entitlements in full through a broker?

31			How do security holders sell part of their entitlements through a broker and accept for the balance?

32			How do security holders dispose of their entitlements (except by sale through a broker)?

33			+Issue date

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)	ü	⁺Securities described in Part 1

(b)	o	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
Tick to indicate you are providing the information or documents

35		If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders

36		If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

37		A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)
38	Number of securities for which +quotation is sought

39	+Class of +securities for which quotation is sought

40	Do the +securities rank equally in all respects from the +issue date with an 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

41	Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another ⁺security, clearly identify that other ⁺security)

Number and +class of all +securities quoted on ASX (including the securities in clause 38)

Number

⁺Class

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 not available now, 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.

Mark Bolton

Company Secretary

Date: 17 September 2018

Appendix 3B - Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for ⁺eligible entities

Introduced 01/08/12, Amended 04/03/13

Part 1

Rule 7.1 - Issues exceeding 15% of capital
Step 1: Calculate "A", the base figure from which the placement capacity is calculated
Insert number of fully paid ⁺ordinary securities on issue 12 months before the ⁺issue date or date of agreement to issue	1,698,112,165
Add the following: • Number of fully paid ⁺ordinary securities issued in that 12 month period under an exception in rule 7.2	Nil
· Number of fully paid ⁺ordinary securities issued in that 12 month period with shareholder approval	15,430,833 shares (Issued 12/12/2017) 157,894,737 shares (issued 29/01/2018) 2,759,844 shares (issued 01/03/2018) 2,770,800 shares (issued 15/5/2018) 125,000,000 shares (Issued 15/5/2018)
• Number of partly paid ⁺ordinary securities that became fully paid in that 12 month period	Nil
Note: • Include only ordinary securities here - other classes of equity securities cannot be added • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items
Subtract the number of fully paid ⁺ordinary securities cancelled during that 12 month period	Nil
"A"	2,001,968,379

Step 2: Calculate 15% of "A"
"B"	0.15 [Note: this value cannot be changed]
Multiply "A" by 0.15	300,295,256
Step 3: Calculate "C", the amount of placement capacity under rule 7.1 that has already been used
Insert number of ⁺equity securities issued or agreed to be issued in that 12 month period not counting those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded - not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	9,473,684 options (17/9/2018) 8,333,333 options (17/9/2018)
"C"	17,807,017
Step 4: Subtract "C" from ["A" x "B"] to calculate remaining placement capacity under rule 7.1
"A" x 0.15 Note: number must be same as shown in Step 2	300,295,256
Subtract "C" Note: number must be same as shown in Step 3	17,807,017
Total ["A" x 0.15] - "C"	282,488,239 [Note: this is the remaining placement capacity under rule 7.1]

Part 2

Rule 7.1A - Additional placement capacity for eligible entities
Step 1: Calculate "A", the base figure from which the placement capacity is calculated
"A" Note: number must be same as shown in Step 1 of Part 1	2,001,968,379
Step 2: Calculate 10% of "A"
"D"	0.10 Note: this value cannot be changed
Multiply "A" by 0.10	200,196,837
Step 3: Calculate "E", the amount of placement capacity under rule 7.1A that has already been used
Insert number of equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities - not just ordinary securities • Include here - if applicable - the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items	157,894,737 shares (17/9/2018)
"E"	-
Step 4: Subtract "E" from ["A" x "D"] to calculate remaining placement capacity under rule 7.1A
"A" x 0.10 Note: number must be same as shown in Step 2	42,302,100
Subtract "E" Note: number must be same as shown in Step 3	-
Total ["A" x 0.10] - "E"	42,302,100 Note: this is the remaining placement capacity under rule 7.1A

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

END

MSCGGUGWBUPRGUM

RNS metadata

Title: Issue of Securities and Capital Raising Amendment
Time: 12:38:07
Date: 17 Sept 2018
Category: Miscellaneous
ID: 9812A

Appendix 3B

New issue announcement,

application for quotation of additional securities

and agreement

Part 1 ‑ All issues

Part 2 ‑ Pro rata issue

Part 3 ‑ Quotation of securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Entities that have ticked box 34(b)

Quotation agreement

Appendix 3B - Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for +eligible entities

Part 1

Part 2

Calculation of placement capacity under rule 7.1 and rule 7.1A for ⁺eligible entities