Appendix 3B
Released
Released
Announcement PDF
Appendix 3B
New issue announcement
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
TALISMAN MINING LIMITED
ABN
71 079 536 495
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
2
3
Number of +securities issued or
to be issued (if known) or
maximum number which may
be issued
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)
Ordinary Shares
17,021,277
As for existing fully paid ordinary shares.
+ See chapter 19 for defined terms.
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New issue announcement
4
Do the +securities rank equally
in all respects from the +issue
date with an existing +class of
quoted +securities?
Yes
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
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for
the acquisition of assets, clearly
identify those assets)
6a
Is the entity an +eligible entity
that has obtained security
holder approval under rule
7.1A?
$0.47 per share
The funds raised will provide support for any
potential future requirements for Talisman to
contribute to joint venture funding at it’s
Doolgunna copper-gold joint venture with
Sandfire Resources NL, to progress Talisman’s
growth strategy at the Sinclair nickel project and
for working capital.
Yes
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
resolution under rule 7.1A was
passed
24th November 2014
6c
Number of +securities issued
without
security
holder
approval under rule 7.1
17,021,277
+ See chapter 19 for defined terms.
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New issue announcement
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
-
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.
N/A
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
N/A
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
Refer Annexure 1
7
+Issue dates
17 July 2015
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.
8
+class
Number and
of all
+securities
quoted on ASX
(including the +securities in
section 2 if applicable)
Number
+Class
148,559,904
Ordinary Shares
+ See chapter 19 for defined terms.
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+Class
Number
9
Number and +class of all
+securities not quoted on ASX
(including the +securities in
section 2 if applicable)
250,000
250,000
250,000
250,000
150,000
175,000
175,000
562,500
562,500
562,500
562,500
750,000
750,000
750,000
750,000
125,000
125,000
125,000
125,000
10
Dividend policy (in the case of a
trust, distribution policy) on
the increased capital (interests)
N/A
$1.02
$1.13
$1.41
$1.53
$0.40
$0.50
$0.60
$0.43
$0.51
$0.60
$0.69
$0.41
$0.49
$0.56
$0.64
$0.40
$0.50
$0.60
$0.70
31/07/2015
31/07/2015
31/07/2015
31/07/2015
30/09/2016
30/09/2016
30/09/2016
31/10/2016
31/10/2016
31/10/2016
31/10/2016
31/10/2017
31/10/2017
31/10/2017
31/10/2017
01/03/2018
01/03/2018
01/03/2018
01/03/2018
Part 2 - Pro rata issue
11
Is security
required?
holder
approval
N/A
12
Is the issue renounceable or nonrenounceable?
N/A
13
Ratio in which the +securities
will be offered
N/A
14
+Class of +securities to which the
N/A
offer relates
15
+Record
determine
N/A
16
Will holdings on different
registers (or subregisters) be
aggregated
for
calculating
entitlements?
N/A
date
entitlements
to
+ See chapter 19 for defined terms.
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17
Policy for deciding entitlements
in relation to fractions
N/A
18
Names of countries in which the
entity has security holders who
will not be sent new offer
documents
N/A
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
N/A
20
Names of any underwriters
N/A
21
Amount of any underwriting fee
or commission
N/A
22
Names of any brokers to the
issue
N/A
23
Fee or commission payable to
the broker to the issue
N/A
24
Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of security holders
N/A
25
If the issue is contingent on
security holders’ approval, the
date of the meeting
N/A
26
Date entitlement and acceptance
form and offer documents will
be sent to persons entitled
N/A
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
N/A
28
Date rights trading will begin (if
applicable)
N/A
29
Date rights trading will end (if
applicable)
N/A
+ See chapter 19 for defined terms.
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30
How do security holders sell
their entitlements in full through
a broker?
N/A
31
How do security holders sell part
of their entitlements through a
broker and accept for the
balance?
N/A
32
How do security holders dispose
of their entitlements (except by
sale through a broker)?
N/A
33
+Issue date
N/A
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
N/A Existing Class
Securities
Tick to indicate you are providing the information or
documents
35
N/A
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
N/A
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
+ See chapter 19 for defined terms.
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37
A copy of any trust deed for the additional securities
+
N/A
Entities that have ticked box 34(b)
38
Number of +securities for which
+quotation is sought
N/A
39
+Class
of +securities for which
quotation is sought
N/A
40
Do the +securities rank equally in
all respects from the +issue date
with an existing +class of quoted
+securities?
N/A
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
N/A
Example: In the case of restricted securities, end
of restriction period
(if issued upon conversion of
another +security, clearly identify
that other +security)
Number
42
+class
Number and
of all
+securities
quoted on ASX
(including the +securities in
clause 38)
+Class
N/A
+ See chapter 19 for defined terms.
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New issue announcement
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:
............................................................
Company secretary
Print name:
Daniel Madden
Date: 17 July 2015
== == == == ==
+ See chapter 19 for defined terms.
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Appendix 3B
New issue announcement
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
131,538,627
Add the following:
•
Number of fully paid +ordinary securities
issued in that 12 month period under an
exception in rule 7.2
-
•
Number of fully paid +ordinary securities
issued in that 12 month period with
shareholder approval
-
•
Number of partly paid +ordinary
securities that became fully paid in that
12 month period
-
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
-
“A”
131,538,627
+ See chapter 19 for defined terms.
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Step 2: Calculate 15% of “A”
“B”
0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15
19,730,794
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
17,021,277
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
“C”
17,021,277
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
19,730,794
Note: number must be same as shown in
Step 2
Subtract “C”
17,021,277
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C”
2,709,517
[Note: this is the remaining placement
capacity under rule 7.1]
+ See chapter 19 for defined terms.
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Appendix 3B
New issue announcement
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”
131,538,627
Note: number must be same as shown in
Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D”
0.10
Note: this value cannot be changed
Multiply “A” by 0.10
13,153,863
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
“E”
-
+ See chapter 19 for defined terms.
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Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
“A” x 0.10
13,153,863
Note: number must be same as shown in
Step 2
Subtract “E”
-
Note: number must be same as shown in
Step 3
Total [“A” x 0.10] – “E”
13,153,863
Note: this is the remaining placement
capacity under rule 7.1A
+ See chapter 19 for defined terms.
Appendix 3B Page 12
04/03/2013
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