VoyForums
[ Show ]
Support VoyForums
[ Shrink ]
VoyForums Announcement: Programming and providing support for this service has been a labor of love since 1997. We are one of the few services online who values our users' privacy, and have never sold your information. We have even fought hard to defend your privacy in legal cases; however, we've done it with almost no financial support -- paying out of pocket to continue providing the service. Due to the issues imposed on us by advertisers, we also stopped hosting most ads on the forums many years ago. We hope you appreciate our efforts.

Show your support by donating any amount. (Note: We are still technically a for-profit company, so your contribution is not tax-deductible.) PayPal Acct: Feedback:

Donate to VoyForums (PayPal):

Login ] [ Contact Forum Admin ] [ Main index ] [ Post a new message ] [ Search | Check update time | Archives: 12345678[9]10 ]
Subject: Approval/issue options Rothschild./exercise/ 25 raising 5 mill ERG for use facility15 months 20mill


Author:
anonymous
[ Next Thread | Previous Thread | Next Message | Previous Message ]
Date Posted: 03:29:00 10/30/02 Wed

Approval of issue of options to Rothschild.
------------------------------------------------------------
"That the company approves for all purposes, including for the purposes of rule 7.1 of the listing rules of ASX, the issue and allotment of 20.000.000 options exercisable at 0.25c on or before five years from the date of issue to N. M. Rothschild & Sons (Australia) Limited in the event the company enters into a revolving cash advance facility in accordance with the terms described in the Explanatory Memorandum"
------------------------------------------------------------
Resolution 5--Approval of issue of options to Rothschild
------------------------------------------------------------
The company is currently negotiating a $20,000,000 15 month revolving cash facility with N.M. Rothschild & Sons (Australia) Limited (Rothschild). In the event that the company enters into the facility, the company proposes to issue 20,000,000 unlisted options exercisable at $0.25c within 5 years from the date of issue to Rothschild in consideration of it providing the facility to the company. The company will issue any such options progressively within three months of the date of the meeting. The other terms of the options are set out in Annexure A to this Explanatory Memorandum.
If approved at the meeting, Resolution 5 would approve the issue of these securities for the purpose of Listing Rule 7.1.
This would have the effect that the issue of these securities would not be counted in determining the number of securities the company is permitted to issue under Listing Rule 7.1 (which prohibits the issue of equity securities in excess of 15% of issued capital within twelve months without shareholder approval).
If shareholder approval under Resolution 5 is not given, the options may be issued under the arrangements agreed with Rothschild. In these circumstances, the shares issued will be counted in determining the number of shares issued in the past twelve months for the purposes of Listing Rule 7.1 (the 15% new issue restrictions explained above).
------------------------------------------------------------
Annexure A--in my own words for brevity.
The options are American style (exercised at any time up untill 5pm Western Standard Time five years after the date of issue.
------------------------------------------------------------
Pari passu.
------------------------------------------------------------
The period for options will not be extended.
------------------------------------------------------------
When you want to excercise you have to give 21 days notice.
------------------------------------------------------------
You have to pay 25c to exercise it---you can do so wholly or in part--if the lot--that would make 20 mill times 25c equals 5 million dollars.
------------------------------------------------------------
0.1766 relates to those already converted 0.1748 ---the relates to those yet to be converted.
------------------------------------------------------------
Fundamentally 10 mill Amex issued Prisma technology. (at least--already). Tranche A conditions met 0.376.
------------------------------------------------------------
AGM 21st of November 2002---ERG 2pm Perth time---was 1.30pm before--it has been changed to 2pm.
-----------------------------------------------------------
Additional to the 2,298,484 shares created by Utilico and The Special Utilities Investment Trust PLC and already exercised at 17.66c---they both have the right if they wish to top up to take a further amount up to 20,319,547--at 17.48c---if they do that it is to forgoe any payments by ERG to them--re interest on the notes---then ERG just simply gives them the shares instead.
------------------------------------------------------------
The noteholders who may elect to reinvest interest paid on the listed notes in new ERG shares are Utilico International Limited, J.P. Morgan Nominees Australia Ltd, Ingot Capital Management Pty Ltd, ASC Pty Ltd and Custodial Asset Finance Pty Ltd.
------------------------------------------------------------

[ Next Thread | Previous Thread | Next Message | Previous Message ]


Post a message:
This forum requires an account to post.
[ Create Account ]
[ Login ]
[ Contact Forum Admin ]


Forum timezone: GMT-8
VF Version: 3.00b, ConfDB:
Before posting please read our privacy policy.
VoyForums(tm) is a Free Service from Voyager Info-Systems.
Copyright © 1998-2019 Voyager Info-Systems. All Rights Reserved.