DRAFT 1
17 July 2015
Australian Stock Exchange Limited
Company Announcements Office
20 Bridge Street
Sydney NSW 2000
Dear Sir / Madam
Heemskirk Consolidated Limited - 1 For 5 Renounceable Rights Issue
Heemskirk Consolidated Limited (ASX:HSK) advises that it will undertake a fully underwritten renounceable rights issue offering eligible shareholders the opportunity to subscribe for 1 New Share for every 5 Shares held on 24 July 2015 at an issue price of
$0.10 per new share to raise approximately $3.7 million ("Rights Issue").
The principal application of funds raised by the Rights Issue will be to provide the Company with additional working capital during the completion of the Moberly Frac Sand Project in British Columbia, Canada. The Rights Issue is fully underwritten by Morgans Corporate Limited ("Underwriter"). In consideration for the underwriting, the Company has agreed to pay the Underwriter a total underwriting commission and management fee of $0.221 million representing 6% of the total amount to be raised under the Rights Issue.
Key terms of the Rights Issue
Below is a summary of the key terms of the Rights Issue:
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Type of offer
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Renounceable Rights Issue
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Issue Ratio
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1 New Share for every 5 Shares held
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Issue Price
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$0.10 per New Share
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Fractional Entitlement
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Where the determination of an Eligible Shareholder's
Entitlement results in a fraction of a New Share, such a
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HEEMSKIRK CONSOLIDATED LIMITED ABN 18 106 720 138
Level 17 303 Collins Street Melbourne Vic 3000
PO Box 96 Collins Street West Melbourne Vic 8007 t + 61 3 9614 0666 f + 61 3 9614 4466 www.heemskirk.com
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fraction shall be rounded up to the nearest whole New
Share.
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Eligible Shareholders
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Shareholders who have a registered address in Australia
and New Zealand may apply for New Shares under the Rights Issue. Shareholders who have a registered address outside Australia and New Zealand may not subscribe for New Shares under the Rights Issue.
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Premium
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The Company's Share closing price on 16 July 2015 (the
day before the Rights Issue was announced) was $0.065. Therefore the Issue Price of $0.10 represents a premium of approximately 53% to this closing price.
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Capital Raised
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Approximately $3,700,000 (before costs of the Rights
Issue).
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Use of Capital Raised
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The proceeds of the Rights Issue will be used to fund
ongoing working capital requirements to support the ongoing business activities of the Company during the completion of the Moberly Frac Sand Project in British Columbia, Canada.
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New Shares to be
issued
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Approximately 36,849,559.
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Shares on issue
following Rights Issue
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Approximately 221,097,354.
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Underwriter
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Fully underwritten by Morgans Corporate Limited
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Foreign Shareholders
The Company has determined that it is unreasonable to make offers of New Shares to Shareholders with registered addresses outside Australia or New Zealand ("Foreign Shareholders") save for where such Foreign Shareholders can establish, to the satisfaction of the Company, that they are under an exemption to the requirement to receive a disclosure document in accordance with the relevant laws and regulations governing securities in their country of residence ("Eligible Foreign Shareholders"). This decision was made having regard to the number of Foreign Shareholders, the number and value of New Shares those Foreign Shareholders would have been offered and the cost of and time involved in complying with the legal and regulatory requirements of the jurisdictions in which the Foreign Shareholders are domiciled.
The Company will appoint a Foreign Nominee to to arrange for the sale of the New
Shares which would have been offered to Foreign Shareholders.
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Eligible Shareholders
Eligible shareholders have the following options available in respect of the Rights Issue. They may:
(a) take up all of their Entitlement;
(b) take up all of their Entitlement and also apply for additional New Shares under the Shortfall Facility;
(c) take up some of their Entitlement and subscribe for some of the New
Shares in respect of their Entitlement; or
(d) sell all or part of your Entitlement prior to 31 July 2015; or
(e) not take up any of their Entitlement.
Offer Document and Entitlement and Acceptance Form
Pursuant to in the Corporations Act 2001, the Company is not required to prepare a prospectus for the Rights Issue.
An Offer Document setting out details of the Rights Issue will be dispatched to Shareholders on 29 July 2015. This will be accompanied by a personalised Entitlement and Acceptance Form and instructions on how Eligible Shareholders may accept their Entitlement and apply for additional shares (if available) under the Shortfall Facility.
Key dates
The current timetable for the Rights Issue is as follows:
Activity Date
Announcement of Rights Issue 17 July 2015
Dispatch of notices to Shareholders informing of Rights Issue 21 July 2015
Shares quoted 'ex' rights and rights trading starts on deferred settlement basis
22 July 2015
Record Date 24 July 2015
Offer Document and Entitlement & Acceptance Form dispatched and announcement that dispatch completed
29 July 2015
Rights trading ends 31 July 2015
Securities quoted on a deferred settlement basis 4 August 2015
Closing date for acceptances 10 August 2015
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The Company to notify the Underwriter of any shortfall to be taken up
10 August 2015
ASX notified of under subscriptions 13 August 2015
Issue date and end of deferred settlement trading 17 August 2015
Dispatch of New Share transaction confirmation statements 17 August 2015
Subject to the Listing Rules, the Directors note that this timetable is indicative only and reserve the right to amend this timetable without notice.
An Appendix 3B and Section 708AA Notice and will be lodged separately with ASX.
Yours faithfully
Peter Bird
Managing Director
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