A S X / M E D I A A N N O U N C E M E N T
311 - 313 Hay Street
SUBIACO WA 6008
P: + 61 8 6489 0600
F: + 61 8 9388 3701
ABN: 45 098 448 269
8 July 2015
PAN ASIA ANNOUNCES $2 MILLION ENTITLEMENT OFFER Non-Renounceable Entitlement Offer
Pan Asia Corporation Limited (ABN 45 098 448 269) (Pan Asia) is pleased to announce that it will be undertaking a non- renounceable entitlement offer of up to 287,344,687 fully paid ordinary shares (New Shares) at an offer price of $0.007 per New Share to raise up to $2,011,412 (Entitlement Offer).
The offer price of $0.007 per New Share is equal to the last closing price of Pan Asia shares as at 8 July 2015.
Eligible shareholders will be able to purchase 4 New Shares for every 5 shares held (Entitlement) on the record date of
7.00pm (AEST) on 15 July 2015 (Record Date).
The Entitlement Offer is not underwritten.
The Entitlement Offer is non-renounceable and is open to all shareholders with a registered address in Australia or New Zealand, or who are otherwise eligible under all applicable securities laws to receive an offer of New Shares under the Entitlement Offer (Eligible Shareholders) on the Record Date.
All other shareholders (Ineligible Shareholders) will not be eligible to participate in the Entitlement Offer. However, pursuant to section 615 of the Corporations Act 2001 (Cth), the Company has appointed a foreign holder nominee (Nominee) to subscribe for the New Shares which Ineligible Shareholders would otherwise have been entitled to apply for had they been eligible to participate in the Entitlement Offer. The Nominee will then sell such New Shares and remit the net proceeds (if any) to the Ineligible Shareholders in proportion to their respective shareholdings.
The maximum number of New Shares which may be issued under the Entitlement Offer is 287,344,687 (subject to rounding and based on the current number of shares on issue). The Entitlement Offer will raise up to approximately
$2,011,412 before expenses.
If you are an Eligible Shareholder, an Offer Document and Entitlement and Acceptance Form specifying your Entitlement will be sent to you on 20 July 2015.
New Shares issued under the Entitlement Offer will rank equally with existing fully paid ordinary shares on issue and application will be made to ASX for official quotation of the New Shares.
It is intended that the proceeds from the Entitlement Offer will be used in accordance with the table set out below.
Use of funds | Level of subscription | |||
Use of funds | 25%1 | 50%2 | 75%3 | 100%4 |
Project holding costs, expenditure and other new project activities5 | $90,000 | $150,000 | $300,000 | $500,000 |
Existing creditors | $300,000 | $300,000 | $300,000 | $300,000 |
Expenses of the Entitlement Offer | $30,000 | $30,000 | $30,000 | $30,000 |
Working capital6 | $82,853 | $525,706 | $878,560 | $1,181,412 |
Total | $502,853 | $1,005,706 | $1,508,560 | $2,011,412 |
Notes:
1. Assumes that 71,836,172 New Shares are issued under the Entitlement Offer and the Company raises $502,853.
2. Assumes that 143,672,343 New Shares are issued under the Entitlement Offer and the Company raises $1,005,706.
3. Assumes that 215,508,515 New Shares are issued under the Entitlement Offer and the Company raises $1,508,560.
4. Assumes that 287,344,687 New Shares are issued under the Entitlement Offer and the Company raises $2,011,412.
5. Project holding costs relate to funds that will be used to support the TCM Project, including to maintain the project in good standing. If the Company completes the sale of its interest in the TCM Project (see Section 3.2(b) of the Offer Document for further information) then the Company will be also be seeking a new project over the next 12 months to replace the TCM Project.
6. Working capital may include wages, payments to contractors, rent and outgoings, insurance, accounting, audit, legal and listing fees, payments to creditors, interest payments, other items of a general administrative nature and cash reserves which may be used in connection with the Company's projects, as determined by the Board at the relevant time. Specific examples of how the Company may use working capital include to repay the Kopex loan and associated interest (see Section 3.2(a) of the Offer Document for further information) and to fund all costs associated with the Company's proposed sale of its interest in the TCM Project (see Section 3.2(b) of the Offer Document for further information).
TimetableEvent | Date |
Announcement of Offer, Appendix 3B, cleansing notice and Offer Document lodged with ASX | 8 July 2015 |
Notice sent to Shareholders | 10 July 2015 |
'Ex' date1 | 13 July 2015 |
Record Date (7.00pm (AEST))2 | 15 July 2015 |
Offer Document sent to Eligible Shareholders and announcement of issue of Offer Document | 20 July 2015 |
Opening Date | 20 July 2015 |
Closing Date (5.00pm (AEST)) | 6 August 2015 |
Deferred settlement trading commences | 7 August 2015 |
ASX notified of any undersubscriptions | 11 August 2015 |
Issue of new Shares and deferred settlement trading ends | 13 August 2015 |
Issue of holding statements and commencement of trading of new Shares | 14 August 2015 |
Notes:
1. The date from which shares commence trading without the entitlement to participate in the Entitlement Offer.
2. The date for determining the Entitlements of Eligible Shareholders to participate in the Entitlement Offer.
Pan Asia Corporation Limited311 - 313 Hay Street SUBIACO WA 6008 P: + 61 8 6489 0600 F: + 61 8 9388 3701 ABN: 45 098 448 269 2
All dates (other than the date of lodgement of the Offer Document with ASX) are indicative only. Pan Asia reserves the right, subject to the Corporations Act, the ASX Listing Rules and other applicable laws, to vary the dates of the Offer, including extending the Closing Date or accepting late acceptances, either generally or in particular cases, without notice.
The Offer Document includes details of the Offer and the risks associated with investing in the Company. It is recommended that you read the Offer Document carefully and, if you are interested in participating in the Offer, consult with your professional advisers.
Chief Executive Officer Commercial Manager & Company Secretary
Pan Asia Corporation Limited Pan Asia Corporation Limited
Tel: + 61 8 6489 0600 Tel: +61 8 6489 0600 info@panasiacorp.com.au
Pan Asia Corporation Limited aims to be a supplier of key energy resources into the expanding Asian markets. Our flagship TCM Project is a high CV thermal coal project in South Kalimantan. The Company seeks to generate significant projects, de-risking them ready for development partners / offtake agreements with quality, life of mine partners.
Pan Asia Corporation Limited311 - 313 Hay Street SUBIACO WA 6008 P: + 61 8 6489 0600 F: + 61 8 9388 3701 ABN: 45 098 448 269 3
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