ASX & AIM Announcement
21 December 2018
ASX: OEX
AIM: OEX
Re: Issue of Securities
Oilex Ltd (Oilex or the Company) advises that it has issued 166,666,667 ordinary shares at 0.36 pence (New Ordinary Shares) for £600,000 pursuant to the £650,000 equity capital raising as announced on 18 December 2018. The settlement of the remaining balance of £50,000 is anticipated to be completed in January 2019, a further announcement thereto will be made in due course.
The issue of New Ordinary Shares under LR7.1 are included in the attached Appendix 3B.
Admission and Total Voting Rights
Application has been made to the London Stock Exchange plc for the admission of the New Ordinary Shares to trading on AIM (Admission).
Admission of 111,111,111 of the New Ordinary Shares is expected to become effective and dealings to commence at 8.00 a.m. on 24 December 2018. Following Admission of these shares, the Company will have 2,507,543,554 shares in issue. The Company does not currently hold any shares in treasury. Accordingly, the total number of voting rights will be 2,507,543,554.
Admission of a further 55,555,556 New Ordinary Shares is expected to become effective and dealings to commence at 8.00 a.m. on 28 December 2018. Following Admission of these further shares, the Company will have 2,563,099,110 shares in issue. The Company does not currently hold any shares in treasury. Accordingly, the total number of voting rights will be 2,563,099,110.
Option Issue
Pursuant to the advisory agreement with Novum Securities and SP Angel, the Company has today also issued 6,666,667 options exercisable at 0.36 pence on or before 24 September 2020 (Options).
Section 708A(5)(e) Statement
Pursuant to the issue of the abovementioned New Ordinary Shares and Options, Oilex gives notice under section 708A(5)(e) of the Corporations Act (Cth) (Act) that:
1) Oilex issued the Shares and Options 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 UK |
AIM Nominated Adviser Strand Hanson Limited Nominated Adviser Rory Murphy/Ritchie Balmer Email: [email protected] Tel: +44 20 7409 3494 UK |
Media Enquires (UK) Vigo Communications Public Relations Patrick d'Ancona/Chris McMahon Email: [email protected] [email protected] Tel:+ 44 20 7390 0230 UK |
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
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) Options (£0.0036, 24/12/2020) |
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2 |
Number of +securities issued or to be issued (if known) or maximum number which may be issued |
a) 166,666,667 shares b) 6,666,667 options |
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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 (£0.0036, 24/12/2020) |
Entities that have ticked box 34(a) |
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Additional securities forming a new class of securities |
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Tick to indicate you are providing the information or documents |
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35 |
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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 |
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36 |
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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 |
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37 |
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A copy of any trust deed for the additional +securities |
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Entities that have ticked box 34(b) |
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38 |
Number of securities for which +quotation is sought |
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39 |
+Class of +securities for which quotation is sought |
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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 |
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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) |
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42 |
Number and +class of all +securities quoted on ASX (including the securities in clause 38) |
Number |
+Class |
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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: 21 December 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 |
1,712,057,998 |
Add the following: • Number of fully paid +ordinary securities issued in that 12 month period under an exception in rule 7.2 |
90,190,999 shares (Issued 16/11/18) 10,000,000 shares (Issued 5/12/18) |
· Number of fully paid +ordinary securities issued in that 12 month period with shareholder approval |
157,894,737 shares (issued 29/01/2018) 1,485,000 shares (issued 1/03/2018) 2,759,844 shares (issued 01/03/2018)* 2,770,800 shares (issued 15/05/2018)* 125,000,000 shares (Issued 15/05/2018) 157,894,737 shares (Issued 17/09/2018) 10,843,344 shares (Issued 26/09/2018) 91,222,451 shares (Issued 26/09/2018) 3,467,070 shares (Issued 26/09/2018)* 1,724,904 shares (Issued 29/11/2018)* * approved by shareholders on 29/11/2017 |
• 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 |
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Subtract the number of fully paid +ordinary securities cancelled during that 12 month period |
Nil |
"A" |
2,428,839,662 |
Step 2: Calculate 15% of "A" |
"B" |
0.15 [Note: this value cannot be changed] |
Multiply "A" by 0.15 |
364,325,949 |
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 |
29,120,559 shares (Issued 14/12/2018) 166,666,667 shares (Issued 21/12/2018) 6,666,667 options (Issued 21/12/2018) |
"C" |
202,453,893 |
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 |
364,325,949 |
Subtract "C" Note: number must be same as shown in Step 3 |
202,453,893 |
Total ["A" x 0.15] - "C" |
161,872,056 [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 |
2,428,839,662 |
Step 2: Calculate 10% of "A" |
"D" |
0.10 Note: this value cannot be changed |
Multiply "A" by 0.10 |
242,883,966 |
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 |
Nil |
"E" |
Nil |
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 |
242,883,966 |
Subtract "E" Note: number must be same as shown in Step 3 |
Nil |
Total ["A" x 0.10] - "E" |
242,883,966 Note: this is the remaining placement capacity under rule 7.1A |