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RNS Number : 8878I
Metminco Limited
26 March 2018
26 March 2018
NOTICE TO INELIGIBLE SHAREHOLDERS
Dear Shareholder
Metminco Limited - Renounceable Entitlement Issue 2018
On 23 March 2018, Metminco Limited (ACN 119 759 340) (ASX: MNC;
AIM: MNC) (Company) announced its intention to raise approximately
AUD$5.7 million through a a pro-rata, renounceable entitlement
issue to its existing shareholders and placement.
Metminco intends to use the funds being raised to enable the
Company to focus on driving valuation through advancing two high
impact exploration assets in close proximity to the proposed mine
site at Miraflores. Drilling is forecasted to commence in May 2018.
The incoming board and management will also look to divest non-core
assets in Chile and commence a round of initiatives aimed at
reducing overheads.
Details of the Entitlement Offer
Each eligible shareholder will be offered 9.5 new shares (New
Shares) for every two (2) shares held by Eligible Shareholders
(defined below), at an issue price of AUD0.8 cents per New Share,
recorded in the Company's register at 5.00pm (AEST, and for
shareholders in the United Kingdom, BST) on 28 March 2018 (Record
Date), together with one (1) New Option for every three (3) New
Shares, exercisable at AUD1.1cents on 1 June 2020, to raise
approximately A$5.5 million (Entitlement Offer).
The Entitlement Offer is renounceable so entitlements are
tradeable on the Australian Securities Exchange (ASX). All New
shares issued under the Entitlement Offer and placement will rank
equally with the Company's existing shares. Metminco intends to
seek quotation on ASX for the Entitlement Offer shares, placement
shares, and attaching options, and will make an application for
admission to trading on AIM for the Entitlement Offer shares and
placement shares.
You are not required to do anything in response to this letter.
This letter is to inform you that unfortunately you will not be
eligible to subscribe for your Entitlement under the Entitlement
Offer and to explain why.
This letter is not an offer to issue New Shares to you nor is it
an invitation for you to apply for New Shares.
Eligible shareholders
The Company has determined that it would be unreasonable to make
an offer of Entitlements to shareholders with registered addresses
outside Australia, New Zealand, Chile and the United Kingdom
(Ineligible Shareholders) after taking into account:
-- the relatively small number of shareholders in those jurisdictions;
-- the small number and value of securities held by Ineligible Shareholders; and
-- the potential cost of complying with legal and regulatory
requirements of those jurisdictions.
This is pursuant to Listing Rule 7.7.1 of the ASX Listing Rules
and section 9A of the Corporations Act 2001 (Cth) (Corporations
Act).
Shareholders who are eligible to participate in the Entitlement
Offer are shareholders who, as at the Record Date:
-- are registered as holders of shares in the Company at 5.00pm
(AEST, and for shareholders in the United Kingdom, BST) on the
Record Date; and
-- have an address in the Company's share register in Australia,
New Zealand, Chile or the United Kingdom.
Unfortunately, according to our records, you do not satisfy the
eligibility criteria stated above and the Company informs you that
you will not:
-- be sent a prospectus or other documents relating to the Entitlement Offer; or
-- be able to subscribe for New Shares (that is Entitlements) under the Entitlement Offer.
Appointment of nominee
In compliance with Listing Rule 7.7.1 and sections 9A and 615 of
the Corporations Act, the Company has appointed Patersons
Securities Limited (Patersons) as an ASIC approved nominee, to
arrange for the sale of the Entitlements pursuant to section 615(c)
of the Corporations Act which would have been granted to Ineligible
Shareholders.
The Company will issue the Entitlements to the New Shares that
would otherwise have been issued to Ineligible Shareholders (had
they been Eligible Shareholders) to Patersons. Patersons will not
be subscribing for the New Shares but will dispose of the
Entitlements at any price necessary to any buyer it procures at its
discretion.
Patersons will have the absolute and sole discretion to
determine the timing and the price at which the Entitlements are
sold and the manner in which any sale is made. The price at which
the Entitlements are sold (which may be nominal) will depend on
various factors, including market conditions. To the maximum extent
permitted by law, neither the Company nor Patersons will be liable
for a failure to sell Entitlements at any particular price.
The net proceeds of sale of Entitlements (if any, after the
payment of costs) will be remitted to the Company for distribution
to the Ineligible Shareholders for whose benefit the Entitlements
have been sold in proportion to the number of New Shares they would
have been entitled to under the Entitlement Offer had they been
Eligible Shareholders (after deducting brokerage and other
expenses).
If any such net proceeds of sale are less than the reasonable
costs that would be incurred by the Company for distributing those
proceeds, such proceeds may be retained by the Company.
Notwithstanding the sale of the Entitlements, Ineligible
Shareholders may nevertheless receive no net proceeds if the costs
of the sale are greater than the sale proceeds.
For further information on the Entitlement Offer, please contact
us on 1300 554 474 from 9.00am to 5.00pm (Sydney time) Monday to
Friday.
If you have any further questions you should contact your
accountant, stockbroker or other professional adviser.
On behalf of the Company board and management, thank you for
your continued support.
By order of the Board.
Yours sincerely
Graeme Hogan
Company Secretary
This information is provided by RNS
The company news service from the London Stock Exchange
END
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