| Tue 9 Jun 2009, 13:52 | | CZA - CoAL - Conversion of Options and Secondary Trading Notice |
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CZA
CZA
CZA - CoAL - Conversion of Options and Secondary Trading Notice
Coal of Africa Limited
(previously, "GVM Metals Limited")
(Incorporated and registered in Australia)
(Registration number ABN 008 905 388)
Share code on the JSE Limited: CZA
ISIN AU000000CZA6
Share code on the Australian Stock Exchange Limited: CZA
ISIN AU000000CZA6
(`CoAL` or `the Company`)
9 June 2009
CONVERSION OF OPTIONS AND SECONDARY TRADING NOTICE
Coal of Africa Limited (`CoAL` or the `Company`) confirms it has today issued
297,570 ordinary shares to Blue Oar Plc in the United Kingdom pursuant to its
exercise of Class E Options at an exercise price of 65 pence per share.
Application will be made for 297,570 shares to be admitted to trading on AIM
("Shares").
Following the admission of the Shares, the number of Ordinary Shares on issue
will be 411,869,636.
An Appendix 3B will be lodged following this announcement.
Secondary Trading Notice Pursuant to Paragraph 708A(5)(e) of the Corporations
Act 2001 ("Act")
The Act restricts the on-sale of securities issued without disclosure, unless
the sale is exempt under section 708 or 708A of the Act. By giving this notice,
a sale of the Shares noted above will fall within the exemption in section
708A(5) of the Act.
The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that:
(a) the Company issued the Shares without disclosure to investors under Part
6D.2 of the Act;
(b) as at 9 June 2009, the Company has complied with the provisions of Chapter
2M of the Act (other than section 319 in relation to a financial year ended in
the calendar year 2004) as they apply to the Company, and section 674 of the
Act; and
(c) as at 9 June 2009 there is no information:
a. that has been excluded from a continuous disclosure notice in accordance
with the ASX Listing Rules; and
b. that investors and their professional advisers would reasonably require for
the purpose of making an informed assessment of:
i. the assets and liabilities, financial position and performance, profits and
losses and prospects of the Company; or
ii. the rights and liabilities attaching to the relevant Shares.
AUTHORISED BY:
Shannon Coates
Company Secretary
For more information contact:
Simon Farrell, Managing Director
CZA
+61 417 985 383 or +61 8 9 32 2 67 76
Peter Bacchus/ Alastair Cochran
Morgan Stanley
+44(0) 20 7425 8000
Simon Edwards/ Chris Sim
Evolution Securities
+44(0) 20 7071 4300
Jos Simson/ Leesa Peters
Conduit PR
+44(0) 20 7429 6603
About CoAL:
Coal of Africa Limited ("CoAL") is primarily focused on the acquisition,
exploration and development of thermal and metallurgical coal projects. The
Company`s key projects, along with its leading metals processing company NiMag
Group (Pty) Ltd are in South Africa. The Company was incorporated in Western
Australia and listed in 1980. Since 2005, the Company has also listed on both
the AIM and JSE markets, allowing further growth in the Company`s coal assets.
Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000,
30/9/2001, 11/3/2002, 1/1/2003.
Name of entity
Coal of Africa Limited
ABN
98 008 905 388
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).
+ See chapter 19 for defined terms.
1 +Class of +securities issued or to be issued
Shares
2 Number of +securities issued or to be issued (if known) or maximum number
which may be issued
297,570 shares
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 ordinary
4 Do the +securities rank equally in all respects from the date of allotment
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
65 pence (GBP0.65) each
6 Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify
those assets)
Exercise of Class E Options, exercisable at GBP0.65 each on or before 30
November 2009.
7 Dates of entering +securities into uncertificated holdings or despatch of
certificates
9 June 2009
8 Number and +class of all +securities quoted on ASX (including the securities
in clause 2 if applicable)
Number +Class
411,869,636 Fully paid ordinary shares
Number +Class
9 Number and +class of all +securities not quoted on ASX (including the
securities in clause 2 if applicable)
Number +Class
9,250,000 Class A Options exercisable
at $0.50 each on or before
30 September 2011.
250,000 Class B Options exercisable
at $2.05 each on or before
1 May 2012.
7,000,000 Class D Options exercisable
at $1.25 each on or before
30 September 2012.
636,544 Class E Options exercisable
at GBP0.65 each on or
before 30 November 2009.
1,000,000 Class G Options exercisable
at $1.90 each on or before
30 September 2012.
600,000 Class H Options exercisable
at $1.25 on or before 1 May
2012.
1,650,000 Class I Options exercisable
at $3.25 on or before 31
July 2010.
10 Dividend policy (in the case of a trust, distribution policy) on the
increased capital (interests)
Not applicable
Part 2 - Bonus issue or pro rata issue
Questions 11 to 33 - Not Applicable
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)X 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
Questions 35 to 42 - Not Applicable
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.
* We warrant that if confirmation is required under section 1017F of the
Corporations Act in relation to the +securities to be quoted, it has been
provided 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 not available now, 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: 9 June 2009
(Company secretary)
Print name: SHANNON COATES
Date: 09/06/2009 13:52:05 Produced by the JSE SENS Department.
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