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Salt Lake Potash Ltd (SO4)

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Monday 31 December, 2018

Salt Lake Potash Ltd

Issue of Ordinary Shares and Appendix 3B

RNS Number : 7809L
Salt Lake Potash Limited
31 December 2018
 

31 December 2018

 

AIM/ASX Code: SO4

 

 

SALT LAKE POTASH LIMITED

ISSUE OF ORDINARY SHARES

APPENDIX 3B

 

Salt Lake Potash Limited ("the Company") today released the following announcement on the Australian Securities Exchange ("ASX"), as required under the ASX Listing Rules.

The Company has issued 268,600 ordinary shares of no par value ("Ordinary Shares") to employees and consultants in satisfaction of remuneration and fees to the value of A$135,557, and 4 Ordinary Shares upon Conversion of the total number of Class A Convertible Performance Shares held by each holder into one Ordinary Share per holder upon expiry. The Company has also issued 2.45 million incentive options and 10,781,258 performance rights to new and existing employees and consultants.

Settlement and dealings

Application will be made to the AIM Market of the London Stock Exchange ("AIM") for 268,604 Ordinary Shares, which rank pari passu with the Company's existing issued Ordinary Shares, to be admitted to trading. Dealings on AIM are expected to commence at 8:00am on or around 7 January 2019 ("Admission").

Total Voting Rights

For the purposes of the Financial Conduct Authority's Disclosure Guidance and Transparency Rules ("DTRs"), following Admission, Salt Lake will have 204,568,200 Ordinary Shares in issue with voting rights attached. Salt Lake holds no shares in treasury. This figure of 204,568,200 may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company, under the ASX Listing Rules or the DTRs.

 

For further information please visit www.saltlakepotash.com.au or contact:

 

Clint McGhie

Salt Lake Potash Limited

Tel: +61 8 9322 6322

Colin Aaronson/Richard Tonthat/Ben Roberts

Grant Thornton UK LLP (Nominated Adviser)

Tel: +44 (0)207 383 5100

 

 

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

 SALT LAKE POTASH LIMITED

 

ABN

 98 117 085 748

 

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)  Ordinary Shares

b)  Ordinary Shares

c)  Incentive Options

d)  Incentive Options

e)  Incentive Options

f)   Performance Rights

 


 


2

Number of +securities issued or to be issued (if known) or maximum number which may be issued

 

a)  268,600

b)  4

c)  700,000

d)  750,000

e)  1,000,000

f)   10,781,258

 


 


3

Principal terms of the +securities (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)

a)   Fully paid ordinary shares

b)   Fully paid ordinary shares

c)   Incentive Options exercise price $0.60, expiry date 1 November 2023

d)   Incentive Options exercise price $1.00, expiry date 1 November 2023

e)   Incentive Options exercise price $1.20, expiry date 1 November 2023

f)   Performance rights which are subject to various performance conditions to be satisfied prior to the relevant expiry dates between 31 July 2019 and 1 November 2023




 

4

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

a)  Yes

b)  Yes

c)  No - unlisted

d)  No - unlisted

e)  No - unlisted

f)   No - unlisted

 




5

Issue price or consideration

 

a)  Nil

b)  Nil

c)  Nil

d)  Nil

e)  Nil

f)   Nil

 






 

6

Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

 

 

 

 

 

 

a)  Issue of shares to employees and consultants in lieu of remuneration / fees.

b)  Conversion of the total number of Class A Convertible Performance Shares held by each holder into one Share per holder upon expiry.

c)  Issue of Incentive Options to key employees pursuant to their service agreements with the Company.

d)  Issue of Incentive Options to key employees pursuant to their service agreements with the Company.

e)  Issue of Incentive Options to key employees pursuant to their service agreements with the Company.

f)   Issue of performance rights to key employees and consultants pursuant to the Salt Lake Potash Limited Performance Rights Plan.


 




 

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

31 December 2018


 




 

6c

Number of +securities issued without security holder approval under rule 7.1

a)  268,600

b)  Nil

c)  700,000

d)  750,000

e)  1,000,000

f)   Nil

 


 

 



 

6d

Number of +securities issued with security holder approval under rule 7.1A

Nil


 




 

6e

Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

 

Nil

 


 




 

6f

Number of +securities issued under an exception in rule 7.2

a)  Nil

b)  4

c)  Nil

d)  Nil

e)  Nil

f)   10,781,258

 


 




 

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.

Not Applicable

 


 




 

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

7.1 - 27,679,911

7.1A - 20,408,531


 



+Issue dates

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.

31 December 2018






Number

+Class

8

 

Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)

 

204,568,200

Ordinary Shares

 


Number

+Class

9

Number and +class of all +securities not quoted on ASX (including the +securities in section 2 if applicable)

 

 

 

Nil (expired 31/12/18)

 

7,500,000

 

10,000,000

 

750,000

 

 

750,000

 

 

1,000,000

 

 

250,000

 

 

500,000

 

 

750,000

 

 

400,000

 

 

1,700,000

 

 

 

2,750,000

 

 

 

3,000,000

 

 

 

21,095,016

 

12,666,258 Op Bal

+10,781,258 issued

-1,350,000 expired

-1,002,500 canc.

Class A Performance Shares

 

Class B Performance Shares

 

Class C Performance Shares

 

Incentive Options exercise price $0.40, expiry date 29 April 2019

 

Incentive Options exercise price $0.50, expiry date 29 April 2020

 

Incentive Options exercise price $0.60, expiry date 29 April 2021

 

Incentive Options exercise price $0.40, expiry date 30 June 2021

 

Incentive Options exercise price $0.50, expiry date 30 June 2021

 

Incentive Options exercise price $0.60, expiry date 30 June 2021

 

Incentive Options exercise price $0.70, expiry date 30 June 2021

 

Incentive Options exercise price $0.60, expiry date 1 November 2023

 

Incentive Options exercise price $1.00, expiry date 1 November 2023

 

Incentive Options exercise price $1.20, expiry date 1 November 2023

 

Performance rights which are subject to various performance conditions to be satisfied prior to the relevant expiry dates between 31 December 2018 and 1 November 2023

 



 

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?

Not Applicable




13

Ratio in which the +securities will be offered

Not Applicable




14

+Class of +securities to which the offer relates

Not Applicable




15

+Record date to determine entitlements

Not Applicable

 




16

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

Not Applicable




17

Policy for deciding entitlements in relation to fractions

 

Not Applicable




18

Names of countries in which the entity has security holders who will not be sent new offer documents

Note: Security holders must be told how their entitlements are to be dealt with.

Cross reference: rule 7.7.

Not Applicable




19

Closing date for receipt of acceptances or renunciations

Not Applicable





20

Names of any underwriters

 

Not Applicable




21

Amount of any underwriting fee or commission

Not Applicable




22

Names of any brokers to the issue

 

Not Applicable




23

Fee or commission payable to the broker to the issue

Not Applicable




24

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

Not Applicable




25

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

Not Applicable




26

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

Not Applicable




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

Not Applicable




28

Date rights trading will begin (if applicable)

Not Applicable




29

Date rights trading will end (if applicable)

 

Not Applicable




30

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

Not Applicable




31

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

Not Applicable




 

32

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

Not Applicable




33

+Issue date

 

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

 

 

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

 

Not Applicable

 




 

39

+Class of +securities for which quotation is sought

 

Not Applicable

 




 

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

Not Applicable

 




 

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)

 

Not Applicable

 




 



Number

+Class

42

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

 



 

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:            ...........................................................            Date: 31 December 2018

                             (Director/Company secretary)

 

 

Print name:         Clint McGhie

 

Notice Under Section 708A

Salt Lake Potash Limited (the Company) has today issued 268,604 fully paid ordinary shares. The issued shares are part of a class of securities quoted on Australian Securities Exchange ("ASX"). 

The Company hereby notifies ASX under paragraph 708A(5)(e) of the Corporations Act 2001 (Cwth) (the "Act") that:

1.            the Company issued the securities without disclosure to investors under Part 6D.2 of the Act;

2.            as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Corporations Act as they apply to the Company, and 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 (8) of the Act.


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