REG - Resolute Mining Ltd - Proposed issue of securities - RSG

Resolute MiningAnnouncement

10/11/2022 07:01

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RNS Number : 9257F  Resolute Mining Limited  10 November 2022

Proposed issue of securities

 

Announcement Summary

 

Entity name

RESOLUTE MINING LIMITED

 

Announcement Type

New announcement

 

Date of this announcement

10/11/2022

 

The Proposed issue is:

A placement or other type of issue

 

Total number of +securities proposed to be issued for a placement or other
type of issue

 

ASX +security code

RSG

 

+Security description

ORDINARY FULLY PAID

 

Maximum Number of

+securities to be issued

258,000,000

 

Proposed +issue date

18/11/2022

 

 

Refer to next page for full details of the announcement

 

 

 

 

1.1 Name of +Entity

RESOLUTE MINING LIMITED

We (the entity named above) give ASX the following information about a
proposed issue of +securities and, if ASX agrees to +quote any of the
+securities (including any rights) on a +deferred settlement basis, we agree
to the matters set out in Appendix 3B of the ASX Listing Rules.

 

If the +securities are being offered under a +disclosure document or +PDS and
are intended to be quoted on ASX, we also apply for quotation of all of the
+securities that may be issued under the +disclosure document or +PDS on the
terms set out in Appendix 2A of the ASX Listing Rules (on the understanding
that once the final number of +securities issued under the +disclosure
document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will
complete and lodge with ASX an Appendix 2A online form notifying ASX of their
issue and applying for their quotation).

 

1.2 Registered Number Type

CAN

 

Registration Number

097088689

 

1.3 ASX issuer code

RSG

 

1.4 The announcement is

New announcement

 

1.5 Date of this announcement

10/11/2022

 

1.6 The Proposed issue is:

A placement or other type of issue

 

 

 

 

 

 

Part 7 - Details of proposed placement or other issue

 

 

Part 7A - Conditions

 

7A.1 Do any external approvals need to be obtained or other conditions
satisfied before the placement or other type of issue can proceed on an
unconditional basis?

No

 

Part 7B - Issue details

Is the proposed security a 'New

class' (+securities in a class that is

not yet quoted or recorded by ASX)

or an 'Existing class' (additional

securities in a class that is already

quoted or recorded by ASX)?

Existing Class

 

Will the proposed issue of this

+security include an offer of

attaching +securities?

No

 

 

Details of +securities proposed to be issued

 

ASX +security code and description

RSG : ORDINARY FULLY PAID

 

Number of +securities proposed to be issued

258,000,000

 

Offer price details

 

Are the +securities proposed to be issued being issued for a cash

consideration?

Yes

 

In what currency is the cash

consideration being paid?

AUD - Australian Dollar

 

What is the issue price per

+security?

AUD 0.16000

 

Will these +securities rank equally in all respects from their issue date with

the existing issued +securities in that class?

Yes

 

 

 

 

Part 7C - Timetable

 

 

7C.1 Proposed +issue date

18/11/2022

 

Part 7D - Listing Rule requirements

 

7D.1 Has the entity obtained, or is it obtaining, +security holder approval
for the entire issue under listing rule 7.1?

No

 

7D.1b Are any of the +securities proposed to be issued without +security
holder approval using the entity's 15% placement capacity under listing rule
7.1?

Yes

 

7D.1b ( i ) How many +securities are proposed to be issued without security
holder approval using the entity's 15% placement capacity under listing rule
7.1?

258000000

 

7D.1c Are any of the +securities proposed to be issued without +security
holder approval using the entity's additional 10% placement capacity under
listing rule 7.1A (if applicable)?

No

 

7D.2 Is a party referred to in listing rule 10.11 participating in the
proposed issue?

No

 

7D.3 Will any of the +securities to be issued be +restricted securities for
the purposes of the listing rules?

No

 

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?

No

 

 

Part 7E - Fees and expenses

 

 

7E.1 Will there be a lead manager or broker to the proposed issue?

Yes

 

7E.1a Who is the lead manager/broker?

Canaccord Genuity (Australia) Limited (ACN 075 071 466) and Sprott Capital
Partners LP (Joint Lead Managers) in their agreed respective proportions
(being Canaccord Genuity (Australia) Limited as to 50% and Sprott Capital
Partners LP as to 50% (Respective Proportions).

 

Euroz Hartleys Limited (Euroz) and Joh. Berenberg, Gossler & Co. KG,
London Branch (Berenberg) are co-managers (Co- Managers).

 

 

 

 

 

 

 

7E.1b What fee, commission or other consideration is payable to them for
acting as lead manager/broker?

The Joint Lead Managers will receive a management and arranging fee equal to
1% (excluding GST) of the aggregate proceeds of the Placement in their
Respective Proportions (Placement Management Fee).

 

Resolute may, in its sole and absolute discretion, pay the Joint Lead Managers
an incentive fee of up to 0.5% of the proceeds of the Placement in their
Respective Proportions,

 

The Joint Lead Managers are responsible for paying the fees of the
Co-Managers.

 

7E.2 Is the proposed issue to be underwritten?

Yes

 

7E.2a Who are the underwriter(s)?

Canaccord Genuity (Australia) Limited (ACN 075 071 466) and Sprott Capital
Partners LP

 

7E.2b What is the extent of the underwriting (ie the amount or proportion of
the proposed issue that is

underwritten)?

Fully underwritten

 

7E.2c What fee, commission or other consideration is payable to them for
acting as underwriter(s)?

The Joint Lead Managers will receive an underwriting fee equal to 3%
(excluding GST) of the proceeds from Placement in their Respective
Proportions.

 

7E.2d Please provide a summary of the significant events that could lead to
the underwriting being terminated.

Please see ¿Summary of the Underwriting Agreement¿ in Resolute¿s Investor
Presentation dated 10 November 2022.

 

This includes a summary of the significant events that could lead to the
Underwriting Agreement being terminated.

 

7E.3 Is a party referred to in listing rule 10.11 underwriting or
sub-underwriting the proposed issue?

No

 

7E.4 Details of any other material fees or costs to be incurred by the entity
in connection with the proposed issue

Treadstone Resource Partners, Resolute¿s independent corporate advisor, will
receive an advisory fee equal to 0.5% of the proceeds raised under the
Placement and Entitlement Offer. The advisory fee will be capped at
US$350,000.

 

Resolute may, in its sole and absolute discretion, pay Treadstone Resource
Partners an incentive fee of up to US$50,000.

 

Standard share registry, legal and other external adviser fees and ASX
administrative fees.

 

 

 

Part 7F - Further Information

 

 

7F.01 The purpose(s) for which the entity is issuing the securities

For additional working capital and to fund the retirement of debt - please
refer to the Investor Presentation as announced to ASX on 10 November 2022 for
further details.

 

7F.1 Will the entity be changing its dividend/distribution policy if the
proposed issue proceeds?

No

 

 

 

 

7F.2 Any other information the entity wishes to provide about the proposed
issue

The institutional placement will only be extended to Aus,NZ,Bermuda,Canada
(BC, Ont and Quebec only),Cayman
Islands,EU,HK,Liechtenstein,Mauritius,Monaco,Norway,SG,Switzerland,UK + ltd
private placement to US eligible institutional shareholders.

 

7F.3 Any on-sale of the +securities proposed to be issued within 12 months of
their date of issue will comply with the secondary sale provisions in sections
707(3) and 1012C(6) of the Corporations Act by virtue of:

The publication of a cleansing notice under section 708A(5), 708AA(2)(f),
1012DA(5) or 1012DAA(2)(f)

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