BMG Resources Limited

11/08/2018 | Press release | Distributed by Public on 11/08/2018 03:24

Appendix 3B

BMG Resources Limited

ACN 107 118 678

8 November 2018

Appendix 3B

BMG Resources (ASX: BMG) (BMG or Company) provides an updated Appendix 3B to replace the version announced on 5 November 2018, to revise the date of issue of the shares and options indicated in the 5 November version by one day from 7 November 2018 to today, 8 November 2018.

The updated Appendix 3B also captures:

  • The potential issue of 55,555,556 new BMG ordinary shares and 55,555,556 BMGOA options pursuant to the Securities Purchase Plan (SPP) announced today. It is noted that the issue of any securities under the SPP is subject to either the ASX granting a waiver to Listing Rule 7.1

    to permit the issue of the securities without shareholder approval, otherwise shareholder approval will need to be granted at the Company's AGM on 29 November.

  • The potential issue of 15,000,000 BMGOA options to the Company's lead manager of the

    Placement announced on Monday 5 November 2018, subject to shareholder approval at the

    Company's AGM on 29 November.

***ENDS***

For further information, shareholders and media please contact:

Bruce McCracken

Sean Meakin

Managing Director

Company Secretary

+61 8 9424 9390

+61 8 9424 9390

Page | 1

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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

BMG RESOURCES LIMITED

ACN 107 118 678

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 (BMG)(Shares)

Options to acquire shares (BMGOA) (Options)

  • 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued

  • 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)

26,905,162 Shares issued under placement to Institutional and Sophisticated investors as announced to ASX on 5 November 2018

(Tranche 1 Placement)

26,905,162 Options, free attaching options to shares issued to Institutional and Sophisticated investors as announced to ASX on 5 November 2018

Options exercisable at $0.02 on or before 30/06/2019 (Tranche 1 Placement)

Subject to shareholder approval, a further 71,861,497 Shares are to be issued to Institutional and Sophisticated investors (Tranche 2 Placement)

Subject to shareholder approval, a further 71,861,497 Options, free attaching options to shares issued to Institutional and Sophisticated investors

Options exercisable at $0.02 on or before 30/06/2019 (Tranche 2 Placement)

Subject to shareholder approval or ASX waiver being obtained, up to 55,555,556 Shares issued under share purchase plan, pursuant to prospectus announced to the ASX on 8 November 2018.

Subject to shareholder approval or ASX waiver being obtained, up to 55,555,556 Options, free attaching options to Shares issued under share purchase plan, pursuant to prospectus announced to the ASX on 8 November 2018.

Options exercisable at $0.02 on or before 30/06/2019

Subject to shareholder approval, up to 15,000,000 BMGOA Broker Options to be issued to Peak Asset Management on minimum of $1,250,000 raised

under the prospectus announced to the ASX on 8

November 2018.

Options exercisable at $0.02 on or before 30/06/2019

Fully paid ordinary shares

Options exercisable at $0.02 on or before 30/06/2019

  • 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

  • 5 Issue price or consideration

  • 6 Purpose of the issue

    (If issued as consideration for the acquisition of assets, clearly identify those assets)

    YesShares have an issue price of $0.009 each.

    Options are free attaching options issued on a 1 for 1 basis with each share issued.

    To provide the Company with funds to pursue investment opportunities, including the proposed Chilean Lithium JV announced on 22 August 2018, and general working capital.

  • 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

    28 November 2017

  • 6c Number of +securities issued without security holder approval under rule 7.1

    53,810,324

  • 6d Number of +securities issued with security holder approval under rule 7.1A

    Nil

  • 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

    Nil

  • 6f Number of +securities issued under an exception in rule 7.2

    Nil

  • 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

4,095,246 under rule 7.1.

38,603,713 under rule 7.1A.