CONDOR BLANCO MINES LTD 
By
This supplementary prospectus ("Supplementary Prospectus") relates to the prospectus lodged by the
Company dated 18 June 2013 for the issue of 1000 ordinary shares in the Company ("Prospectus").
This Supplementary Prospectus supplements, and should be read together with, the Prospectus. If there is any inconsistency between the Prospectus and this Supplementary Prospectus, this Supplementary Prospectus will prevail.
Words and expressions used in this Supplementary Prospectus have the same meanings given to them in the
Prospectus.
This Supplementary Prospectus is dated 25 July 2013 and was lodged with the Australian Securities & Investments Commission ("ASIC") on that date. Neither ASIC nor ASX Limited take any responsibility for the contents of this Supplementary Prospectus.
(i) New Section 2.14 is inserted as follows:
"In accordance with section 724(2)(b) because of a new circumstance which may impact on the Company's share capital as set out in the Prospectus, the Company gives each Applicant, who has subscribed under the Offer up to the date of this Supplementary Prospectus:
(a) a copy of this Supplementary Prospectus; and
(b) one month to withdraw their application and on election to do so, each relevant Applicant will be repaid their Application Money in full,
noting that interest on Application Monies is not payable by the Company."
(ii) Insert new paragraph in section 2.2
Since 19 June 2013, the Company has raised $1,260,201 from the issue of 64,083,153 ordinary shares from:
(a) full subscription under the placement; and
(b) a further 24,083,153 under the Company's existing capacity in accordance with Listing
Rule 7.1 & 7.1A.
The placements were made to professional and sophisticated investors.
From the funds raised from the above placements, the sum of $100,000 remains still outstanding and the Company expects this to be repaid in the near future.
The Company currently has additional fund raising capacity under Listing Rule 7.1 & 7.1A totalling 21,795,187 ordinary shares. The Company intends to raise funds under these placement facilities to ensure the Company will continue as a going concern. However if funds cannot be raised, the Company will not meet the definition of a going concern.
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(iii) The table at item 3.2 is now replaced by:
Effect on Capital StructureThe capital structure of the Company as soon as practicable after the Closing Date is set out below:
No of Shares | |
Shares1 | |
Shares on issue at date of Prospectus2 | 237,001,514 |
Shares to be issued under the Offer3 | 1,000 |
Total Shares at the Closing Date | 237,002,514 |
Options | |
Options exercisable at $0.20 on or before 1 April 2014 (ASX Code: CDBO)4 | 24,350,771 |
Options exercisable at $0.10 on or before 30 April 2014 (unlisted) | 10,000,000 |
Options exercisable at $0.20 on or before 25 February 2016 (unlisted) | 35,876,666 |
Options exercisable at $0.06 on or before 1 August 2015 (unlisted) | 17,547,108 |
Options exercisable at $0.033 on or before 1 August 2017 (unlisted) | 15,000,000 |
Options exercisable at $0.092 on or before 24 September 2015 (unlisted) | 406,556 |
Options exercisable at $0.046 on or before 7 January 2016 (unlisted) | 511,410 |
Options exercisable at $0.047 on or before 13 September 2015 (unlisted) | 283,444 |
Options exercisable at $0.092 on or before 24 September 2015 (unlisted) | 406,556 |
Options exercisable at $0.046 on or before 7 January 2016 (unlisted) | 227,966 |
Options exercisable at $0.046 on or before 7 January 2016 (unlisted)5 | 675,579 |
Options exercisable at $0.037 on or before 11 February 2016 (unlisted) | 547,259 |
Options exercisable at $0.033 on or before 18 February 2016 (unlisted) | 562,500 |
Options exercisable at $0.021 on or before 25 March 2016 (unlisted) | 595,000 |
Options exercisable at $0.021 on or before 3 April 2016 (unlisted) | 595,000 |
Options exercisable at $0.027 on or before 10 April 2016 (unlisted) | 476,000 |
Options exercisable at $0.0675 on or before 26 November 2017 (unlisted)5 | 5,000,000 |
Total Options on issue at the Closing Date | 113,061,815 |
1 The rights attaching to the Shares are summarised in Section 4 of this Prospectus.
2 Includes the Past Placement Shares and Hong Kong Placement
3 Assumes the Offer is fully subscribed.
4 Includes 2,875,000 Options that are not currently quoted. Application is being sought for ASX quotation as the options were under escrow that ended on 25 February 2013.
5 Options to be issued to sophisticated and professional investors approved at the Shareholders General
Meeting held on 11 June 2013.
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(iv) In section 3.3 where it refers to $7,671.00, it should now be read as $8,171.00. (v) The table at item 5.1 is now replaced by:
Details of documents and announcements lodged with ASX since the date of lodgement of the Company's latest annual financial report and before the lodgement of this Prospectus with the ASIC are set out in the table below.
Date | Description of Announcement |
12/10/2012 | Annual Report to shareholders |
23/10/2012 | Response to ASX Annual Accounts Query |
29/10/2012 | Notice of Annual General Meeting/Proxy Form |
31/10/2012 | September 2012 Quarterly Activity Report and Appendix 5B |
13/11/2012 | Initial Director's Interest Notice |
13/11/2012 | Director Appointment |
27/11/2012 | Retraction of Statements |
28/11/2012 | Appendix 3B Short Form Prospectus |
28/11/2012 | Short Form Prospectus |
30/11/2012 | Results of 2012 AGM |
7/12/2012 | Appendix 3B |
13/12/2012 | Company Update - Diamond Drilling to Commence |
20/12/2012 | Company Update - Marianas Project |
7/01/2013 | Diamond Drilling Program Underway - Carachapampa |
14/01/2013 | Appendix 3B |
31/01/2013 | Notice of General Meeting/Proxy Form |
31/01/2013 | December 2012 Quarterly Activity Report and Appendix 5B |
21/02/2013 | Release of Securities from Escrow |
25/02/2013 | Appendix 3B |
4/03/2013 | Results of Meeting |
6/03/2013 | Trading Halt Request |
6/03/2013 | Trading Halt |
7/03/2013 | Operations Update |
18/03/2013 | Half Yearly Report and Accounts |
2/04/2013 | Company Update - Marianas Iron Project |
10/04/2013 | Reinstatement |
10/04/2013 | Response to price query |
10/04/2013 | Suspension from Official Quotation |
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10/04/2013 | Response to price query |
10/04/2013 | Suspension from Official Quotation |
16/04/2013 | Appendix 3B |
30/04/2013 | Quarterly cash flow and activities report |
8/05/2013 | Notice of General Meeting/Proxy Form |
20/05/2013 | Appendix 3B |
21/05/2013 | Trading Halt Request |
21/05/2013 | Trading Halt |
22/05/2013 | Sulphide Mineralisation Intersected at Carachapampa |
28/05/2013 | Change of Director's Interest Notice |
11/06/2013 | Results of Meeting |
11/06/2013 | Carachapampa rig deployed to Gold Iron Project |
21/06/2013 | Short Form Prospectus |
28/06/2013 | Appendix 3B |
3/07/2013 | Director Appointment/Resignation |
4/07/2013 | Trading Halt and Request |
4/07/2013 | Operations Update |
9/07/2013 | Change of Director's Interest Notice |
9/07/2013 | Marianas Iron Ore Off-take Agreement |
10/07/2013 | Appendix 3B |
18/07/2013 | Ongoing Funding Commitment - Correction |
18/07/2013 | Ongoing Funding Commitment |
22/07/2013 | Appendix 3B |
22/07/2013 | Change of Director's Interest Notice |
23/07/2013 | Notice of General Meeting/Proxy Form |
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(vi) The table at item 5.2.2 is now replaced by:
Directors' interestsThe Directors' relevant interests in the Company's securities as at the date of this Prospectus
are set out in the table below.
Directors | Shares | Options |
John Shanahan | nil | 333,3332 |
Glen Darby | 6,145,001 | 20,987,5013 |
Carl Swensson | 2,040,0001 | 1,500,0004 |
Total | 8,185,001 | 22,820,834 |
1 Includes 1,790,000 Shares in the name of Carl Swensson and 250,000 Shares in the name of CG & SP Swensson Superannuation Fund.
2 333,333 Options exercisable at $0.20 on or before 1 April 2014.
3 Includes 2,107,501 Options exercisable at $0.20 on or before 1 April 2014, 3,880,000 Options exercisable at $0.20 on or before 26 February 2016 and 15,000,000 Options exercisable at $0.0333 on or before 1 August 2017.
4 Includes 250,000 Options exercisable at $0.20 on or before 1 April 2014 and 1,000,000 Options exercisable at $0.20 on or before 23 February 2016 that are both in the name of Carl Swensson and
250,000 Options exercisable at $0.20 on or before 1 April 2014 in the name of CG & SP Swensson
Superannuation Fund.
(vii) The table at item 5.4 is now replaced by:
Expenses of the OfferIt is estimated that approximately $8,171 in cash expenses will be incurred or payable by the Company in respect of costs arising from this Prospectus and the Offer as set out in the table below:
($) ASIC fees 2,171
Legal fees 4,500
Miscellaneous expenses 1,500
Total 8,171 2. Consent to lodgement
Each Director of the Company has consented to the lodgement of this Supplementary Prospectus with ASIC as required by section 720 of the Corporations Act 2001 (Cth). None of the Directors have withdrawn their respective consents before this Supplementary Prospectus was lodged with ASIC.
Mr Glen Darby
Managing Director
Condor Blanco Mines Limited
Dated: 25 July 2013
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