14 August 2015
The Manager
ASX Market Announcements
Australian Securities Exchange Limited
Dear Sir/Madam
Repayment of Discovery Africa Limited Loan
Appendix 3B Cleansing Statement
Argosy is pleased to advise that it has today closed out the $100,000 loan owing to Discovery Africa Limited by the issue 50,000,000 ordinary fully paid shares in the Company. This repayment is in line with the previously agreed recapitalisation of the Company conducted last year and represents full and final settlement of any monies owed to Discovery Africa Limited.
Please find attached an Appendix 3B and Cleansing Notice in respect to this share issue.
Yours faithfully
Ranko Matic
Director
Company Secretary
Argosy Minerals Limited
ACN 073 391 189
Level 1, 12 Kings Park Road, W est Perth, W A 6005
PO Box 44, W est Perth, W A 6872
Ph: (08) 9226 4500 Fx: (08) 9226 4300
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
ARGOSY MINERALS LIMITED
ABN
27 073 391 189
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
Fully Paid Ordinary Shares
2 Number of +securities issued or to be issued (if known) or maximum number which may be issued
50,000,000
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)
Fully Paid
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 1
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
5 Issue price or consideration Deemed issue price of $0.002
6 Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)
To fully repay the loan from Discovery
Africa Limited (ASX:DAF)
6a Is the entity an +eligible entity 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
Yes
6b The date the security holder resolution under rule 7.1A was passed
29 May 2015
6c Number of +securities issued without security holder approval under rule 7.1
50,000,000
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
Rule 7.1 6,713,097
Rule7.1A 37,808,732
Total 44,521,829
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.
14th August 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)
N/A
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 3
Appendix 3B
New issue announcement
Part 2 - Pro rata issue
11 Is security holder approval required?
12 Is the issue renounceable or non- renounceable?
13 Ratio in which the +securities will be offered
14 +Class of +securities to which the offer relates
15 +Record date to determine entitlements
16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?
17 Policy for deciding entitlements in relation to fractions
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.
19 Closing date for receipt of acceptances or renunciations
20 Names of any underwriters
21 Amount of any underwriting fee or commission
22 Names of any brokers to the issue
23 Fee or commission payable to the broker to the issue
24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders
N/A
+ See chapter 19 for defined terms.
Appendix 3B Page 4 04/03/2013
25 If the issue is contingent on security holders' approval, the date of the meeting
26 Date entitlement and acceptance form and offer documents will be sent to persons entitled
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
28 Date rights trading will begin (if applicable)
29 Date rights trading will end (if applicable)
30 How do security holders sell their entitlements in full through a broker?
31 How do security holders sell part of their entitlements through a broker and accept for the balance?
32 How do security holders dispose of their entitlements (except by sale through a broker)?
33 +Issue date
Appendix 3B New issue announcement
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
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 5
Appendix 3B
New issue announcement
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
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
39 +Class of +securities for which quotation is sought
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
+ See chapter 19 for defined terms.
Appendix 3B Page 6 04/03/2013
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)
42 Number and +class of all
+securities quoted on ASX
(including the +securities in
clause 38)
Appendix 3B 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.
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 7
Appendix 3B
New issue announcement
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:
(Director and Company secretary)
Print name: Ranko Matic
== == == == ==
Date: 14 August 2015
+ See chapter 19 for defined terms.
Appendix 3B Page 8 04/03/2013
ASX ANNOUNCEMENT
14 August 2015
The Manager
Companies Announcements Office
Australian Securities Exchange
Dear Sir/Madam
NOTIFICATION PURSUANT TO PARAGRAPH 708A(5)(e) OF THE CORPORATIONS ACT 2001
This notice is given by Argosy Minerals Limited (ACN 073 391 189) ("Argosy" or "Company") (ASX:AGY) pursuant to section 708A(5)e of the Corporations Action 2001 (Cth) (Corporations Act)
On 14th August 2015, the Company issued 50,000,000 Fully Paid Ordinary Shares with a deemed issue price of
$0.002 to Discovery Africa Limited in full and final satisfaction of loan funds outstanding to Discovery Africa Limited.
The Company hereby gives notice that:
(a) The Shares are part of the class of ordinary shares quoted on the ASX
(b) The Company issued the Shares without disclosure to investors under Part 6D.2 of the Corporations Act, in
reliance on section 708 and that notification is being given under Section 708A(5)(e) of the Act;
(c) As at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and
(d) As at the date of this notice, there is no information:
(i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules;
and
(ii) That investors and their professional advisers would reasonably require for the purpose of making an informed assessment of:
A. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or
B. the rights and liabilities attaching to the Shares.
Yours faithfully,
Ranko Matic
Director
Company Secretary
Argosy Minerals Limited
ACN 073 391 189
Level 1, 12 Kings Park Road, W est Perth, W A 6005
PO Box 44, W est Perth, W A 6872
Ph: (08) 9226 4500 Fx: (08) 9226 4300