EMPLOYEE SHARE PLAN ISSUE
Northern Star Resources Limited (ASX: NST) wishes to advise that in recognition of their hard work and contribution to the success of the Company, eligible Employees (excluding management personnel) have been offered free shares to the value of $1,000 each.
This offer was made in accordance with the Company's 2011 Employee Share Plan and the shares issued to acceptors will be escrowed for three years from the date of issue (or date of termination of employment of the individual, whichever comes first).
ASX ANNOUNCEMENT
27 May 2015
Australian Securities
Exchange Code: NST
Board of Directors
Mr Chris Rowe
Non-Executive Chairman
Mr Bill Beament
Managing Director
Mr Peter O'Connor
Non-Executive Director
Mr John Fitzgerald
Non-Executive Director
Ms Liza Carpene
Company Secretary
Issued Capital Shares 592.9 million Options 2.9 million
Current Share Price A$2.37
Market Capitalisation
A$1.4 billion
Cash and Cash Equivalents
31 Mar 2015 - A$111.7 million
Level 1, 388 Hay St
Subiaco WA 6008
T +6 8 6188 2100
F +6 8 6188 2111
E [email protected]
www.nsrltd.com
ABN: 43 092 832 892
A total of 392,496 shares have been issued to 888 employees who accepted the offer.
An Appendix 3B is attached. Yours faithfully
BILL BEAMENT
Managing Director
Northern Star Resources Limited
Investor Enquiries:
Luke Gleeson, Investor Relations, Northern Star Resources Limited
T: +61 8 6188 2103
E: [email protected]
Page 1 of 1
Appendix 3B New issue announcement
Appendix 3B
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
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
NORTHERN STAR RESOURCES LIMITED
ABN
43 092 832 892
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
Ordinary Fully Paid Shares (NST)
2 Number of +securities issued or to be issued (if known) or maximum number which may be issued
392,496
3 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)
As for Ordinary Fully Paid Shares.
+ See chapter 19 for defined terms.
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Appendix 3B
New issue announcement
4 Do the +securities rank equally in all respects from the +issue date with an existing +class of quoted +securities?
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
Yes with existing Ordinary Fully Paid Shares (NST) except in accordance with the 2011 Employee Share Plan which requires the shares to have holding locks applied for a period of three years (or to date of termination of employee - whichever comes first).
5 Issue price or consideration Nil consideration.
6 Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)
Issued free to Employees as a long term incentive in accordance with 2011 Employee Share Plan (approved by Shareholders in June
2012).
6a Is the entity an +eligible entity No that has obtained security holder approval under rule
7.1A?
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
N/A
6c Number of +securities issued without security holder approval under rule 7.1
N/A
6d Number of +securities issued with security holder approval under rule 7.1A
N/A
6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
N/A
+ See chapter 19 for defined terms.
Appendix 3B Page 2 04/03/2013
Appendix 3B New issue announcement
6f Number of +securities issued under an exception in rule 7.2
N/A
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
N/A
7 +Issue dates
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.
27 May 2015
8 Number and +class of all
+securities quoted on ASX (including the +securities in section 2 if applicable)
9 Number and +class of all
+securities not quoted on ASX (including the +securities in section 2 if applicable)
10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)
Future dividends will depend on profits earned
+ See chapter 19 for defined terms.
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Appendix 3B
New issue announcement
Part 2 - Pro rata issue
11 Is security holder approval required?
N/A
12 Is the issue renounceable or non- renounceable?
N/A
13 Ratio in which the +securities will be offered
N/A
14 +Class of +securities to which the offer relates
N/A
15 +Record date to determine entitlements
N/A
16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
N/A
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
Note: Security holders must be told how their entitlements are to be dealt with.
Cross reference: rule 7.7.
N/A
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
+ See chapter 19 for defined terms.
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Appendix 3B New issue announcement
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
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
Tick to indicate you are providing the information or documents
35 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
+ See chapter 19 for defined terms.
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Appendix 3B
New issue announcement
36 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
37 A copy of any trust deed for the additional +securities
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?
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
N/A
41 Reason for request for quotation now
Example: In the case of restricted securities, end of restriction period
(if issued upon conversion of another +security, clearly identify that other +security)
N/A
42 Number and +class of all
+securities quoted on ASX (including the +securities in clause
38)
+ See chapter 19 for defined terms.
Appendix 3B Page 6 04/03/2013
Quotation agreement
Appendix 3B New issue announcement
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: ......................................................... Date: 27 May 2015 (Director/Company secretary)
Print name: Liza Carpene
+ See chapter 19 for defined terms.
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