Notice of Annual General Meeting/Proxy Form
Released
Released
Announcement PDF
ASX ANNOUNCEMENT
5 October 2026
ASX:VKA, OTC:VKALF
vikingmines.com
15-17 Old Aberdeen Place
West Perth, WA, 6005
P +61 8 6245 0870 contact@vikingmines.com
1
LETTER TO SHAREHOLDERS REGARDING AGM
Dear Shareholder
Viking Mines Limited (ASX: VKA, OTCID: VKALF) (“Viking” or “the Company”) will be holding
its annual general meeting of shareholders at 10:00am (AWST) on Thursday, 5 November 2026
(“Meeting”) at 15-17 Old Aberdeen Place, West Perth WA 6005.
In accordance with section 110D(1) of the Corporations Act 2001 (Cth), the Company will not send
a hard copy of the Notice of Meeting (Notice) unless a shareholder has requested, or elected to
receive, documents in physical form.
The Notice is available from the Company’s website: www.vikingmines.com/recent-asx-
announcements/, or www.asx.com.au.
A personalised proxy form is enclosed. Proxy votes may be lodged online at
https://investor.automic.com.au/#/loginsah or returned to the Company’s share registry,
Automic Group Pty Ltd, by:
Post: Automic, GPO Box 5193, Sydney NSW 2001
Email: meetings@automicgroup.com.au or Fax: +61 2 8583 3040
Completed proxy voting instructions must be received by 10:00am (AWST) on Tuesday, 3
November 2026. Proxy instructions received after this time will not be valid for the Meeting.
Shareholders are encouraged to lodge directed proxy votes and submit questions in advance of
the Meeting. Questions may also be raised during the Meeting.
The Notice should be read in its entirety. If you are in doubt as to the course of action you should
take, you should consult your financial, legal or other professional adviser.
If you have difficulty accessing the Notice, please contact Automic on 1300 288 664 (within
Australia) or +61 2 9698 5414 (overseas).
END
This announcement has been authorised for release by the Board of the Company.
Julian Woodcock
Managing Director and CEO
Viking Mines Limited
For further information, please contact:
Michaela Stanton-Cook
Company Secretary
Viking Mines Limited
contact@vikingmines.com
ACN 126 200 280
NOTICE OF ANNUAL
GENERAL MEETING
Notice is given that the Meeting will be held at:
TIME: 10:00am (WST)
DATE: Thursday, 5 November 2026
PLACE: 15-17 Old Aberdeen Place, West Perth WA 6005
The business of the Meeting affects your shareholding and your vote is important.
This Notice of Meeting should be read in its entirety. If Shareholders are in doubt as to how
they should vote, they should seek advice from their professional advisers prior to voting.
The Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations
2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders
at 4:00pm (WST) on 3 November 2026.
Shareholders are urged to vote by lodging the Proxy Form.
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AGENDA
ANNUAL REPORT
To consider the Annual Report of the Company
and its controlled entities for the financial year
ended 30 June 2026, which includes the
Financial Report, the Directors' Report and the
Auditor's Report.
Note: there is no requirement for Shareholders
to approve the Annual Report.
RESOLUTION 1
Adoption of Remuneration Report
To consider and, if thought fit, to pass, with or
without amendment, the following resolution as
a non-binding resolution:
“That, for the purposes of section 250R(2) of the
Corporations Act, approval is given for the
adoption of the Remuneration Report as
contained in the Company’s Annual Report.”
Note: a vote on this Resolution is advisory only
and does not bind the Directors or the
Company. This Resolution is subject to a voting
prohibition as set out on page 3.
RESOLUTION 2
Re-election of Director – Mr Charles Thomas
To consider and, if thought fit, to pass, with or
without amendment, the following resolution as
an ordinary resolution:
“That, Mr Charles Thomas, who retires in
accordance with clause 13.2 of the Constitution
and ASX Listing Rule 14.4 and, being eligible
and offering himself for re-election, is re-elected
as a Director of the Company.”
RESOLUTION 3
Approval of 10% Placement Capacity
To consider and if thought fit, to pass with or
without amendment, the following resolution as
a special resolution:
“That, for the purposes of ASX Listing Rule 7.1A,
approval is given for the Company to issue up to
that number of Equity Securities equal to 10% of
the issued capital of the Company at the time of
issue, calculated in accordance with the formula
prescribed in ASX Listing Rule 7.1A.2 and
otherwise on the terms and conditions set out in
the Explanatory Statement.”
RESOLUTION 4
Approval of Change of Auditor
To consider and, if thought fit, to pass, with or
without amendment, the following resolution as
an ordinary resolution:
“That for the purposes of section 327B(1)(b) of
the Corporations Act, Hall Chadwick WA Audit
Pty Ltd, having consented in writing to act as
auditor of the Company, is appointed as auditor
of the Company.”
RESOLUTION 5
Election of External Non-Board Endorsed
Candidate – Mr Scott Bryant
To consider and, if thought fit, to pass, with or
without amendment, the following resolution as
an ordinary resolution:
“That Mr Scott Bryant, having nominated himself
for election as a Director of the Company in
accordance with Clause 13.3 of the Company’s
Constitution and being eligible, be elected as a
Director of the Company.”
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VOTING PROHIBITION
STATEMENT
RESOLUTION 1
Adoption of Remuneration Report
A vote on this Resolution must not be cast (in any capacity) by
or on behalf of either of the following persons:
(a) a member of the Key Management Personnel, details of
whose remuneration are included in the Remuneration
Report; or
(b) a Closely Related Party of such a member.
However, a person (the voter) described above may cast a vote
on this Resolution as a proxy if the vote is not cast on behalf of
a person described above and either:
(a) the voter is appointed as a proxy by writing that specifies
the way the proxy is to vote on this Resolution; or
(b) the voter is the Chair and the appointment of the Chair
as proxy:
(i) does not specify the way the proxy is to vote on this
Resolution; and
(ii) expressly authorises the Chair to exercise the proxy
even though this Resolution is connected directly or
indirectly with the remuneration of a member of the
Key Management Personnel.
VOTING EXCLUSION
STATEMENT
RESOLUTION 3
Approval of 10% Placement Capacity
If at the time of the Meeting, the Company is proposed to make
an issue of Equity Securities under Listing Rule 7.1A.2, pursuant
to the Listing Rules, the Company will disregard any votes cast
in favour of Resolution 3 by or on behalf of any persons who
are expected to participate in, or who will obtain a material
benefit as a result of, the proposed issue (except a benefit
solely by reason of being a Shareholder), or any associate of
those persons.
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IMPORTANT INFORMATION
Time and place of Meeting
Notice is given that the Meeting will be held at 15-17 Old
Aberdeen Place, West Perth WA 6005 on Thursday, 5
November 2026 at 10:00am (WST).
Your vote is important
The business of the Meeting affects your shareholding and
your vote is important.
Voting in person
To vote in person, attend the Meeting at the time, date and
place set out above.
Voting by proxy
To vote by proxy, please complete and sign the enclosed
Proxy Form and return by the time and in accordance with
the instructions set out on the Proxy Form.
In accordance with section 249L of the Corporations Act,
Shareholders are advised that:
• each Shareholder has a right to appoint a proxy;
• the proxy need not be a Shareholder of the
Company; and
• a Shareholder who is entitled to cast 2 or more votes
may appoint 2 proxies and may specify the
proportion or number of votes each proxy is
appointed to exercise. If the member appoints 2
proxies and the appointment does not specify the
proportion or number of the member’s votes, then
in accordance with section 249X(3) of the
Corporations Act, each proxy may exercise one-half
of the votes.
Proxy vote if appointment specifies way to vote: Section
250BB(1) of the Corporations Act provides that an
appointment of a proxy may specify the way the proxy is to
vote on a particular resolution and, if it does:
• the proxy need not vote on a show of hands, but if
the proxy does so, the proxy must vote that way (ie
as directed); and
• if the proxy has 2 or more appointments that specify
different ways to vote on the resolution, the proxy
must not vote on a show of hands; and
• if the proxy is the Chair of the meeting at which the
resolution is voted on, the proxy must vote on a poll,
and must vote that way (ie as directed); and
• if the proxy is not the Chair, the proxy need not vote
on the poll, but if the proxy does so, the proxy must
vote that way (ie as directed).
Transfer of non-chair proxy to Chair in certain
circumstances: Section 250BC of the Corporations Act
provides that, if:
• an appointment of a proxy specifies the way the
proxy is to vote on a particular resolution at a
meeting of the Company's members; and
• the appointed proxy is not the Chair of the meeting;
and
• at the meeting, a poll is duly demanded on the
resolution; and
• either of the following applies:
➢ the proxy is not recorded as attending the
meeting; or
➢ the proxy does not vote on the resolution,
the Chair of the meeting is taken, before voting on the
resolution closes, to have been appointed as the proxy for
the purposes of voting on the resolution at the meeting.
Chair’s voting intentions
The Chair intends to vote all undirected proxies IN
FAVOUR of Resolutions 1 - 4. The Chair intends to vote all
undirected proxies AGAINST Resolution 5. In exceptional
circumstances, the Chair may change his or her voting
intention on any Resolution.
Corporate representative
Any corporate Shareholder who has appointed a person to
act as its corporate representative at the Meeting should
provide that person with an appointment executed in
accordance with the Act authorising him or her to act as that
company’s representative. The authority can be mailed or
faxed to the Company before the Meeting or lodged at the
registration desk on the day of the Meeting.
Should you have any queries in relation e matters in this
Notice of Meeting please do not hesitate to contact the
Company Secretary on contact@vikingmines.com.
BY ORDER OF THE BOARD
Michaela Stanton-Cook
Company Secretary
5 October 2026
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EXPLANATORY STATEMENT
This Explanatory Statement has been prepared
to provide information which the Directors
believe to be material to Shareholders in
deciding whether or not to pass the
Resolutions.
ANNUAL REPORT
In accordance with the Corporations Act, the
business of the Meeting will include receipt
and consideration of the Annual Report,
including the Financial Report, the Directors’
Report and the Auditor’s Report for the
financial year ended 30 June 2026.
There is no requirement for Shareholders to
approve the Annual Report.
At the Meeting, Shareholders will be offered
the opportunity to:
(a) discuss the Annual Report which is
available online at
https://vikingmines.com/company-
reports/
(b) ask questions about, or comment on,
the management of the Company; and
(c) ask the auditor questions about the
conduct of the audit and the
preparation and content of the
auditor's report.
In addition to taking questions at the Meeting,
written questions to the Chair about the
management of the Company, or to the
Company's auditor about:
(a) the preparation and content of the
auditor's report;
(b) the conduct of the audit;
(c) accounting policies adopted by the
Company in relation to the preparation
of the financial statements; and
(d) the independence of the auditor in
relation to the conduct of the audit,
may be submitted no later than five
Business Days before the Meeting to
the Company Secretary at the
Company's registered office.
The Company will not provide a hard copy of
the Company’s Annual Report to Shareholders
unless specifically requested to do so.
RESOLUTION 1 – ADOPTION OF
REMUNERATION REPORT
In accordance with section 250R(2) of the
Corporations Act, the Company must put the
Remuneration Report to the vote of
Shareholders. The Directors' Report for the
year ended 30 June 2026 in the Annual Report
contains the Remuneration Report which sets
out the remuneration policy for the Company
and the remuneration arrangements in place
for specified executives and non-executive
Directors.
In accordance with section 250R(3) of the
Corporations Act, Resolution 1 is advisory only
and does not bind the Directors or the
Company. If Resolution 1 is not passed, the
Directors will not be required to alter any of the
arrangements in the Remuneration Report.
If the Company's Remuneration Report
receives a 'no' vote of 25% or more (Strike) at
two consecutive annual general meetings,
Shareholders will have the opportunity to
remove the whole Board, except the Managing
Director (if any).
Where a resolution on the Remuneration
Report receives a Strike at two consecutive
annual general meetings, the Company will be
required to put to Shareholders at the second
annual general meeting a resolution on
whether another meeting should be held
(within 90 days) at which all Directors (other
than the managing director, if any) who were in
office at the date of approval of the applicable
Directors' Report must stand for re-election.
The Company's Remuneration Report did not
receive a Strike at the 2025 annual general
meeting held on 12 November 2025. If the
Remuneration Report receives a Strike at this
Meeting, Shareholders should be aware that if
a second Strike is received at the 2027 annual
general meeting, this may result in the re-
election of the Board.
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The Chair will allow a reasonable opportunity
for Shareholders as a whole to ask about or
make comments on the Remuneration Report.
Resolution 1 is a non-binding resolution.
Directors’ Recommendation
Given the personal interests of all Directors in
the outcome of this Resolution, the Board
makes no recommendation to Shareholders
regarding Resolution 1.
RESOLUTION 2 – RE-ELECTION OF
DIRECTOR – MR CHARLES THOMAS
Pursuant to clause 13.2 of the Constitution, one
third of the Directors must retire at each annual
general meeting (excluding the Managing
Director) and those retiring Directors are
eligible for re-election.
Clause 13.2 of the Constitution provides that
the Directors to retire at an annual general
meeting are those who have been longest in
office since their last election, but, as between
persons who became Directors on the same
day, those to retire shall (unless they otherwise
agree among themselves) be determined by
drawing lots.
ASX Listing Rule 14.5 requires that an entity
which has directors must hold an election of
directors at each annual general meeting.
Accordingly, Mr Thomas retires by rotation
and, being eligible, offers himself for re-
election pursuant to Resolution 2.
Qualifications and other material
directorships
Mr Thomas is an Executive Director and
Founding Partner of GTT Ventures, a boutique
corporate advisory firm, and has worked in the
financial services industry for more than 20
years with extensive experience in capital
markets and the structuring of corporate
transactions.
Mr Thomas has significant experience serving
on numerous ASX-listed boards spanning the
mining, resources and technology sectors, and
has been responsible for the sourcing and
funding of numerous projects for those
companies. Mr Thomas holds a Bachelor of
Commerce from the University of Western
Australia, majoring in Corporate Finance.
Mr Thomas is currently Executive Chairman of
Marquee Resources Limited (ASX: MQR), and
Non-Executive Chairman of High-Tech Metals
Ltd (ASX:HTM) and GCM Corporation Limited
(ASX: GCM).
Corporate governance
Mr Thomas was appointed as a Director on 19
April 2022 and was last re-elected at the 2023
Annual General Meeting held on 22 November
2023.
Mr Thomas has confirmed that he considers he
will have sufficient time to fulfil his
responsibilities as Non-Executive Chair of the
Company and does not consider his other roles
will interfere with those responsibilities.
Mr Thomas is a director of GTT Ventures Pty
Ltd, which has provided corporate advisory
services to the Company. Details of Mr
Thomas's interests, positions, associations and
relationships are set out in the Company's 2026
Annual Report and Corporate Governance
Statement.
If re-elected, the Board does not consider Mr
Thomas to be an independent Director, due to
his role as a director of GTT Ventures Pty Ltd,
which has provided professional advisory
services to the Company. This is consistent with
the position disclosed in the Company's
Corporate Governance Statement.
Resolution 2 is an ordinary resolution.
Directors’ Recommendation
The Board (other than Mr Thomas)
recommends Shareholders vote in favour of
Resolution 2 on the basis that Mr Thomas's
skills and experience have added, and are
expected to continue to add, significant value
to the Company.
RESOLUTION 3 – APPROVAL OF 10%
PLACEMENT CAPACITY
ASX Listing Rule 7.1A provides that an Eligible
Entity (as defined below) may seek shareholder
approval by special resolution passed at an
annual general meeting to have the capacity to
issue up to that number of Equity Securities
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equal to 10% of its issued capital as calculated
in accordance with the formula in ASX Listing
Rule 7.1A.2 (10% Placement Capacity)
without using that entity’s existing 15% annual
placement capacity granted under ASX Listing
Rule 7.1.
Resolution 3 seeks Shareholder approval to
provide the Company with the ability to issue
Equity Securities under the 10% Placement
Capacity during the 10% Placement Period (as
defined below). If Shareholders approve
Resolution 3, the number of Equity Securities
the Company may issue under the 10%
Placement Capacity will be determined in
accordance with the formula prescribed in ASX
Listing Rule 7.1A.2 (refer below).
If Resolution 3 is passed, the Company will be
able to issue Equity Securities up to the
combined 25% limit in ASX Listing Rules 7.1
and 7.1A during the 10% Placement Period
without any further Shareholder approval.
If Resolution 3 is not passed, the Company will
not be able to access the additional 10%
Placement Capacity to issue Equity Securities
without Shareholder approval provided for in
ASX Listing Rule 7.1A and will remain subject
to the 15% limit on issuing Equity Securities
without Shareholder approval set out in ASX
Listing Rule 7.1.
Resolution 3 is a special resolution.
Accordingly, at least 75% of votes cast by
Shareholders present and eligible to vote at
the Meeting (in person, by proxy, by attorney
or, in the case of a corporate Shareholder, by a
corporate representative) must be in favour of
Resolution 3 for it to be passed.
Listing Rule 7.1A
Is the Company an Eligible Entity?
An Eligible Entity is one that, as at the date of
the relevant annual general meeting:
(i) is not included in the S&P/ASX 300 Index;
and
(ii) has a maximum market capitalisation
(excluding restricted securities and
securities quoted on a deferred
settlement basis) of $300,000,000.
As at the date of this Notice, the Company is an
Eligible Entity as it is not included in the
S&P/ASX 300 Index and has a current market
capitalisation of less than $300,000,000
What Equity Securities can be issued?
Any Equity Securities issued under the 10%
Placement Capacity must be in the same class
as an existing quoted class of Equity Securities
of the eligible entity.
As at the date of the Notice, the Company has
on issue one quoted class of Equity Securities,
being Shares.
How many Equity Securities can be issued?
Listing Rule 7.1A.2 provides that under the
approved 10% Placement Capacity, the
Company may issue or agree to issue a number
of Equity Securities calculated in accordance
with the following formula:
(A x D) – E
Where:
A = is the number of Shares on issue at the
commencement of the Relevant Period:
• plus, the number of fully paid Shares
issued in the Relevant Period under an
exception in Listing Rule 7.2 other than
exception 9, 16 or 17;
• plus, the number of fully paid Shares
issued in the Relevant Period on the
conversion of convertible securities within
Listing Rule 7.2 exception 9 where:
o the convertible securities were issued
or agreed to be issued before the
commencement of the Relevant
Period; or
o the issue of, or agreement to issue,
the convertible securities was
approved, or taken under the Listing
Rules to have been approved, under
Listing Rule 7.1 or Listing Rule 7.4;
• plus, the number of fully paid Shares
issued in the Relevant Period under an
agreement to issue securities within Listing
Rule 7.2 exception 16 where:
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o the agreement was entered into
before the commencement of the
Relevant Period; or
o the agreement or issue was approved,
or taken under the Listing Rules to
have been approved, under Listing
Rule 7.1 or Listing Rule 7.4;
• plus, the number of partly paid Shares that
became fully paid Shares in the Relevant
Period;
• plus, the number of fully paid Shares
issued in the Relevant Period with
approval under Listing Rules 7.1 or 7.4;
and
• less the number of fully paid Shares
cancelled in the Relevant Period.
Note that 'A' has the same meaning in Listing
Rule 7.1 when calculating the Company's 15%
annual placement capacity and ‘Relevant
Period’ has the relevant meaning given in
Listing Rule 7.1 and 7.1A.2, namely, the 12
month-period immediately preceding the date
of the issue or agreement.
D = is 10%.
E = is the number of Equity Securities issued or
agreed to be issued under Listing Rule 7.1A.2
in the 12 months before the date of the issue or
agreement to issue, where the issue or
agreement has not been subsequently
approved by Shareholders under Listing Rule
7.4.
What is the interaction with Listing Rule 7.1?
The Company's ability to issue Equity Securities
under Listing Rule 7.1A will be in addition to its
15% annual placement capacity under Listing
Rule 7.1.
At what price can the Equity Securities be
issued?
Any Equity Securities issued under Listing Rule
7.1A must be issued for a cash consideration
per Equity Security which is not less than 75%
of the VWAP of Equity Securities in the same
class calculated over the 15 Trading Days on
which trades in that class were recorded
immediately before:
(a) the date on which the price at which the
Equity Securities are to be issued is
agreed by the Company and the
recipient of the Equity Securities; or
(b) if the Equity Securities are not issued
within 10 Trading Days of the date in
paragraph (i) above, the date on which
the Equity Securities are issued,
(Minimum Issue Price).
When can Equity Securities be issued?
Shareholder approval of the 10% Placement
Capacity under Listing Rule 7.1A will be valid
from the date of the Meeting and will expire on
the earlier of:
(a) the date that is 12 months after the date
of the Meeting;
(b) the time and date of the Company's next
annual general meeting; or
(c) the time and date of Shareholder
approval of a transaction under Listing
Rules 11.1.2 (a significant change to the
nature or scale of activities) or 11.2
(disposal of main undertaking),
(10% Placement Period).
What is the effect of Resolution 3?
The effect of Resolution 3 will be to allow the
Company to issue the Equity Securities under
Listing Rule 7.1A during the 10% Placement
Period without further Shareholder approval or
using the Company's 15% annual placement
capacity under Listing Rule 7.1.
Technical information required by ASX
Listing Rule 7.3A
Pursuant to and in accordance with ASX Listing
Rule 7.3A, the information below is provided in
relation to this Resolution 3:
Minimum Price
Where the Company issues Equity Securities
under the 10% Placement Capacity, it will only
do so for cash consideration and the issue price
will be not less than the Minimum Issue Price
(refer above).
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Date of Issue
The Company will only issue the Equity
Securities under the 10% Placement Capacity
during the 10% Placement Period (refer
above).
Risk of voting dilution
Any issue of Equity Securities under the 10%
Placement Capacity will dilute the interests of
Shareholders who do not receive any Equity
Securities under the issue.
If Resolution 3 is approved by Shareholders
and the Company issues the maximum number
of Equity Securities available under the 10%
Placement Capacity, the existing Shareholders’
economic and voting power in the Company
may be diluted as shown in the table below (in
the case of convertible Securities, only if the
convertible Securities are converted into
Shares).
The table below shows the dilution of existing
Shareholders based on the current market
price of Shares and the current number of
Shares for Variable 'A' calculated in
accordance with the formula in Listing Rule
7.1A.2 (see above) as at the date of this Notice
(Variable A), with:
(i) two examples where Variable A has
increased, by 50% and 100%; and
(ii) two examples of where the issue price of
Shares has decreased by 50% and
increased by 100% as against the current
market price.
*Variable ‘A’ Number of Shares
issued and funds
raised under the
10% Placement
Capacity and
dilution effect
Dilution
$0.006
Issue price at half
the current
market price
$0.012
Issue price at
current market
price
$0.024
Issue price at
double the
current market
price
Current
variable A
2,512,643,185
Shares
Shares issued –
10% voting
dilution
251,264,319
Shares
251,264,319
Shares
251,264,319
Shares
Funds raised $1,507,586 $1,507,586 $1,507,586
50% increase
in current
variable A
3,768,964,778
Shares
Shares issued –
10% voting
dilution
376,896,478
Shares
376,896,478
Shares
376,896,478
Shares
Funds raised $2,261,379 $2,261,379 $2,261,379
100%
increase in
current
variable A
5,025,286,370
Shares
Shares issued –
10% voting
dilution
502,528,637
Shares
502,528,637
Shares
502,528,637
Shares
Funds raised $3,015,172 $3,015,172 $3,015,172
*The number of Shares on issue (Variable A in the formula) could increase as a result of the issue of Shares that
do not require Shareholder approval (such as under a pro rata rights issue or scrip issued under a takeover offer)
or that are issued with Shareholder approval under Listing Rule 7.1.
10
The table above is based on the following
assumptions:
1. There are currently 2,512,643,185 Shares on
issue.
2. The issue price set out above is the closing price
of Shares on the ASX on 23 September 2026.
3. The Company issues the maximum possible
number of Equity Securities under the 10%
Placement Capacity.
4. The Company has not issued any Equity Securities
in the 12 months prior to the meeting that were
not issued under an exception in ASX Listing Rule
7.2 or with approval under ASX Listing Rule 7.1 or
7.4.
5. The issue of Equity Securities under the 10%
Placement Capacity consists only of Shares. It is
assumed that no convertible Securities are
exercised or converted into Shares before the
date of issue of the Equity Securities.
6. The calculations above do not show the dilution
that any one particular Shareholder will be subject
to. All Shareholders should consider the dilution
caused to their own shareholding depending on
their specific circumstances.
7. This table does not set out any dilution pursuant
to approvals under ASX Listing Rule 7.1 unless
otherwise disclosed.
8. The 10% voting dilution reflects the aggregate
percentage dilution against the issued share
capital at the time of issue. This is why the voting
dilution is shown in each example as 10%.
9. The table does not show an example of dilution
that may be caused to a particular Shareholder by
reason of placements under the 10% Placement
Capacity, based on that Shareholder’s holding at
the date of the Meeting.
10. The table shows only the effect of issues of Equity
Securities under Listing Rule 7.1A, not under the
15% placement capacity under Listing Rule 7.1.
Shareholders should note that there is a risk
that:
(a) the market price for the Company’s
Equity Securities may be significantly
lower on the issue date than on the date
of the Meeting; and
(b) the Equity Securities may be issued at a
price that is at a discount to the market
price for those Equity Securities on the
date of issue, which may have an effect
on the amount of funds raised by the
issue of the Equity Securities.
Purpose of Issue under 10% Placement
Capacity
The Company can issue Equity Securities under
the 10% Placement Capacity for cash
consideration only, in which case the Company
intends to use funds raised towards an
acquisition of new business assets and/or
investments (including expenses associated
with such acquisitions), continued expenditure
on the Company’s current assets and/or
general working capital.
Compliance with Listing Rule 7.1A.4
In accordance with Listing Rule 7.1A.4, when
the Company issues Equity Securities pursuant
to the 10% Placement Capacity, it must:
(a) state in its announcement of the
proposed issue under Listing Rule 3.10.3
or in its application for quotation of the
securities under Listing Rule 2.7 that the
securities are being issued under Listing
Rule 7.1A; and
(b) give to ASX immediately after the issue a
list of names of the persons to whom the
Company issued the Equity Securities
and the number of Equity Securities
issued to each. This list is not for release
to the market.
Allocation policy under the 10% Placement
Capacity
The recipients of the Equity Securities to be
issued under the 10% Placement Capacity have
not yet been determined and therefore no
voting exclusion statement is required.
However, the recipients of Equity Securities
could consist of current Shareholders or new
investors (or both), none of whom will be
related parties of the Company. The Company
will determine the recipients at the time of the
issue under the 10% Placement Capacity,
having regard to the following factors:
(a) the purpose of the issue;
(b) alternative methods for raising funds
available to the Company at that time,
including, but not limited to, an
entitlement issue or other offer where
existing Shareholders may par
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