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Danakali Limited (DNK)

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Tuesday 10 December, 2019

Danakali Limited

Issue of Shares & Appendix 2A

RNS Number : 3243W
Danakali Limited
10 December 2019
 

Tuesday, 10 December 2019

 

Issue of shares

 

Danakali Limited (ASX: DNK / LSE: DNK) (Danakali, or the Company) advises the issue of 52,958,908 new fully paid shares (Shares) following receipt of the Tranche 1 subscription funds of US$21.6M (A$31.8M) from Africa Finance Corporation (AFC) as announced today.

 

Of the 52,958,908 Shares issued:

·   26,364,563 were issued under Listing Rule 7.1; and

·   26,594,345 were issued under Listing Rule 7.1A (7.1A Placement Shares).

 

A completed Appendix 3B was lodged on 3 December 2019.  A completed Appendix 2A has been lodged together with this announcement.

 

Total voting rights

 

The Company advises that it has, conditional on admission, allotted and issued 52,958,908 new fully paid ordinary shares of no par value in the Company (Ordinary Shares).

 

Application has been made to the UK Listing Authority for the admission of those 52,958,908 new Ordinary Shares to the Official List of the UK Listing Authority and to trading on the London Stock Exchange's Main Market for listed securities and it is expected that dealings will commence on 16 December 2019. The new Ordinary Shares will rank pari passu in all respects with the existing Ordinary Shares in issue.

 

Following admission, the Company will have in issue a total of 318,546,306 Ordinary Shares. The Company does not hold any Ordinary Shares in treasury.

 

Therefore, the total number of voting rights in the Company is 318,546,306 which may be used by shareholders or other persons as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

 

Announcement authorised for release by Niels Wage as Chief Executive Officer of Danakali.

 

For more information, please contact:

 

Danakali

 

Niels Wage

Chief Executive Officer

+61 8 6189 8635

William Sandover

Head of Corporate Development & External Affairs

+61 499 776 998

 

Corporate Broker - Numis Securities

 

UK IR/PR - Instinctif Partners

John Prior / Matthew Hasson / James Black /

Paul Gillam

+44 (0)20 7260 1000

Mark Garraway / Sarah Hourahane / Dinara Shikhametova

[email protected]

+44 (0)207 457 2020

About Danakali

 

Danakali Limited (ASX: DNK, LSE: DNK) (Danakali, or the Company) is an ASX- and LSE-listed potash company focused on the development of the Colluli Sulphate of Potash Project (Colluli or the Project). The Project is 100% owned by the Colluli Mining Share Company (CMSC), a 50:50 joint venture between Danakali and the Eritrean National Mining Corporation (ENAMCO).

 

The Project is located in the Danakil Depression region of Eritrea, East Africa, and is ~75km from the Red Sea coast, making it one of the most accessible potash deposits globally. Mineralisation within the Colluli resource commences at just 16m, making it the world's shallowest potash deposit. The resource is amenable to open pit mining, which allows higher overall resource recovery to be achieved, is generally safer than underground mining, and is highly advantageous for modular growth.

 

The Company has completed a Front End Engineering Design (FEED) for the production of potassium sulphate, otherwise known as Sulphate of Potash or SOP. SOP is a chloride free, specialty fertiliser which carries a substantial price premium relative to the more common potash type; potassium chloride (or MOP). Economic resources for production of SOP are geologically scarce. The unique composition of the Colluli resource favours low energy input, high potassium yield conversion to SOP using commercially proven technology. One of the key advantages of the resource is that the salts are present in solid form (in contrast with production of SOP from brines) which reduces infrastructure costs and substantially reduces the time required to achieve full production capacity.

 

The resource is favourably positioned to supply the world's fastest growing markets. A binding take-or-pay offtake agreement has

been confirmed with EuroChem Trading GmbH (EuroChem) for up to 100% (minimum 87%) of Colluli Module I SOP production.

 

Development Finance Institutions, Africa Finance Corporation (AFC) and African Export Import Bank (Afreximbank, together the

Mandated Lead Arrangers), have obtained formal credit approval to provide CMSC with US$200M in senior debt finance. AFC has

also executed a Subscription Agreement to make a US$50M strategic equity investment in Danakali.

 

The Company's vision is to bring Colluli into production using the principles of risk management, resource utilisation and

modularity, using the starting module (Module I) as a growth platform to develop the resource to its full potential.

 

Competent Persons Statement (Sulphate of Potash and Kieserite Mineral Resource)

 

Colluli has a JORC-2012 compliant Measured, Indicated and Inferred Mineral Resource estimate of 1,289Mt @11% K20 Equiv. and 7% Kieserite. The Mineral Resource contains 303Mt @ 11% K20 Equiv. and 6% Kieserite of Measured Resource, 951Mt @ 11% K20 Equiv. and 7% Kieserite of Indicated Resource and 35Mt @ 10% K20 Equiv. and 9% Kieserite of Inferred Resource.

 

The information relating to the Colluli Mineral Resource estimate is extracted from the report entitled "Colluli Review Delivers Mineral Resource Estimate of 1.289Bt" disclosed on 25 February 2015 and the report entitled "In excess of 85 million tonnes of Kieserite defined within Colluli Project Resource adds to multi agri-commodity potential" disclosed on 15 August 2016, which are available to view at www.danakali.com.au. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and, in the case of estimates of Mineral Resources or Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person's findings are presented have not been materially modified from the original market announcement.

 

Competent Persons Statement (Sulphate of Potash Ore Reserve)

 

Colluli Proved and Probable Ore Reserve is reported according to the JORC Code and estimated at 1,100Mt @ 10.5% K2O Equiv. The Ore Reserve is classified as 285Mt @ 11.3% K2O Equiv. Proved and 815Mt @ 10.3% K2O Equiv. Probable. The Colluli SOP Mineral Resource includes those Mineral Resources modified to produce the Colluli SOP Ore Reserves.

 

The information relating to the January 2018 Colluli Ore Reserve is extracted from the report entitled "Colluli Ore Reserve update" disclosed on 19 February 2018 and is available to view at www.danakali.com.au. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and, in the case of estimates of Mineral Resources or Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person's findings are presented have not been materially modified from the original market announcement.

 

Competent Persons Statement (Rock Salt Mineral Resource)

 

Colluli has a JORC-2012 compliant Measured, Indicated and Inferred Mineral Resource estimate of 347Mt @ 96.9% NaCl. The Mineral Resource estimate contains 28Mt @ 97.2% NaCl of Measured Resource, 180Mt @ 96.6% NaCl of Indicated Resource and 139Mt @ 97.2% NaCl of Inferred Resource.

 

The information relating to the Colluli Rock Salt Mineral Resource estimate is extracted from the report entitled "+300M Tonne Rock Salt Mineral Resource Estimate Completed for Colluli" disclosed on 23 September 2015 and is available to view at www.danakali.com.au. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcement and, in the case of estimates of Mineral Resources or Ore Reserves, that all material assumptions and technical parameters underpinning the estimates in the relevant market announcement continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person's findings are presented have not been materially modified from the original market announcement.

 

AMC Consultants Pty Ltd (AMC) independence

 

In reporting the Mineral Resources and Ore Reserves referred to in this public release, AMC acted as an independent party, has no interest in the outcomes of Colluli and has no business relationship with Danakali other than undertaking those individual technical consulting assignments as engaged, and being paid according to standard per diem rates with reimbursement for out-of-pocket expenses. Therefore, AMC and the Competent Persons believe that there is no conflict of interest in undertaking the assignments which are the subject of the statements.

 

Quality control and quality assurance

 

Danakali exploration programs follow standard operating and quality assurance procedures to ensure that all sampling techniques and sample results meet international reporting standards. Drill holes are located using GPS coordinates using WGS84 Datum, all mineralisation intervals are downhole and are true width intervals.

 

The samples are derived from HQ diamond drill core, which in the case of carnallite ores, are sealed in heat-sealed plastic tubing immediately as it is drilled to preserve the sample. Significant sample intervals are dry quarter cut using a diamond saw and then resealed and double bagged for transport to the laboratory.

 

Halite blanks and duplicate samples are submitted with each hole. Chemical analyses were conducted by Kali-Umwelttechnik GmBH, Sondershausen, Germany, utilising flame emission spectrometry, atomic absorption spectroscopy and ion chromatography. Kali-Umwelttechnik (KUTEC) has extensive experience in analysis of salt rock and brine samples and is certified according by DIN EN ISO/IEC 17025 by the Deutsche Akkreditierungsstelle GmbH (DAR). The laboratory follows standard procedures for the analysis of potash salt rocks chemical analysis (K+, Na+, Mg2+, Ca2+, Cl-, SO42-, H2O) and X-ray diffraction (XRD) analysis of the same samples as for chemical analysis to determine a qualitative mineral composition, which combined with the chemical analysis gives a quantitative mineral composition.

 

Forward looking statements and disclaimer

 

The information in this document is published to inform you about Danakali and its activities. Danakali has endeavoured to ensure that the information enclosed is accurate at the time of release, and that it accurately reflects the Company's intentions. All statements in this document, other than statements of historical facts, that address future production, project development, reserve or resource potential, exploration drilling, exploitation activities, corporate transactions and events or developments that the Company expects to occur, are forward looking statements. Although the Company believes the expectations expressed in such statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements.

 

Factors that could cause actual results to differ materially from those in forward-looking statements include market prices of potash and, exploitation and exploration successes, capital and operating costs, changes in project parameters as plans continue to be evaluated, continued availability of capital and financing and general economic, market or business conditions, as well as those factors disclosed in the Company's filed documents.

 

There can be no assurance that the development of Colluli will proceed as planned. Accordingly, readers should not place undue reliance on forward looking information. Mineral Resources and Ore Reserves have been reported according to the JORC Code, 2012 Edition. To the extent permitted by law, the Company accepts no responsibility or liability for any losses or damages of any kind arising out of the use of any information contained in this document. Recipients should make their own enquiries in relation to any investment decisions.

 

Mineral Resource, Ore Reserve, production target, forecast financial information and financial assumptions made in this announcement are consistent with assumptions detailed in the Company's ASX announcements dated 25 February 2015, 23 September 2015, 15 August 2016, 1 February 2017, 29 January 2018, and 19 February 2018 which continue to apply and have not materially changed. The Company is not aware of any new information or data that materially affects assumptions made.

 

No representation or warranty, express or implied, is or will be made by or on behalf of the Company, and no responsibility or liability is or will be accepted by the Company or its affiliates, as to the accuracy, completeness or verification of the information set out in this announcement, and nothing contained in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or the future. The Company and each of its affiliates accordingly disclaims, to the fullest extent permitted by law, all and any liability whether arising in tort, contract or otherwise which it might otherwise have in respect of this announcement or any such statement.

 

The distribution of this announcement outside the United Kingdom may be restricted by law and therefore any persons outside the United Kingdom into whose possession this announcement comes should inform themselves about and observe any such restrictions in connection with the distribution of this announcement. Any failure to comply with such restrictions may constitute a violation of the securities laws of any jurisdiction outside the United Kingdom.

 

 

 

Appendix 2A

Application for quotation of +securities

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.

If you are an entity incorporated outside Australia and you are seeking quotation of a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.

Part 1 - Entity and announcement details

Question no

Question

Answer

1.1

*Name of entity

We (the entity here named) apply for +quotation of the following +securities and agree to the matters set out in Appendix 2A of the ASX Listing Rules.[1]

Danakali Ltd

1.2

*Registration type and number

Please supply your ABN, ARSN, ARBN, ACN or another registration type and number (if you supply another registration type, please specify both the type of registration and the registration number).

ABN 56 097 904 302

1.3

*ASX issuer code

DNK

1.4

*This announcement is

Tick whichever is applicable.

A new announcement

An update/amendment to a previous announcement

A cancellation of a previous announcement

1.4a

*Reason for update

Mandatory only if "Update" ticked in Q1.4 above. A reason must be provided for an update.

N/A

1.4b

*Date of previous announcement to this update

Mandatory only if "Update" ticked in Q1.4 above.

N/A

1.4c

*Reason for cancellation

Mandatory only if "Cancellation" ticked in Q1.4 above.

N/A

1.4d

*Date of previous announcement to this cancellation

Mandatory only if "Cancellation" ticked in Q1.4 above.

N/A

1.5

*Date of this announcement

10 December 2019

Part 2 - Type of issue

Question No.

Question

Answer

2.1

*The +securities to be quoted are:

Select whichever item is applicable.

If you wish to apply for quotation of different types of issues of securities, please complete a separate Appendix 2A for each type of issue.

Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B

Being issued under a +dividend or distribution plan

Being issued as a result of options being exercised or other +convertible securities being converted

Unquoted partly paid +securities that have been paid up and are now quoted fully paid +securities

Restricted securities where the escrow period has expired or is about to expire

+Securities previously issued under an +employee incentive scheme where the restrictions on transfer have ceased or are about to cease

+Securities issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer

Other

 

2.2a.1

*Date of Appendix 3B notifying the market of the proposed issue of securities for which quotation is now being sought

Answer this question if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B"

3 December 2019

2.2a.2

*Are there any further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B?

Answer this question if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B".

Yes

2.2a.2.1

*Please provide details of the further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B

Answer this question if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.2a.2 is "Yes".

Please provide details of the proposed dates and number of securities for the further issues. This may be the case, for example, if the Appendix 3B related to an accelerated pro rata offer with an institutional component being quoted on one date and a retail component being quoted on a later date.

70,042,323 shares (being the Tranche 2 shares) are subject to shareholder approval and conditions as set out in the ASX Announcement dated 3 December 2019.  This issue is expected to occur early March 2020.

2.2b.1

*Date of Appendix 3A.1 lodged with ASX in relation to the underlying +dividend or distribution

Answer this question if your response to Q2.1 is "Being issued under a dividend or distribution plan".

N/A

2.2b.2

*Does the +dividend or distribution plan meet the requirement of listing rule 7.2 exception 4 that it does not impose a limit on participation?

Answer this question if your response to Q2.1 is "Being issued under a dividend or distribution plan".

Note: Exception 4 only applies where security holders are able to elect to receive all of their dividend or distribution as securities. For example, Exception 4 would not apply in the following circumstances: 1) The entity has specified a dollar limit on the level of participation e.g. security holders can only participate to a maximum value of $x in respect of their entitlement. 2) The entity has specified a maximum number of securities that can participate in the plan e.g. security holders can only receive securities in lieu of dividend payable for x number of securities.

N/A

2.2c.1

Please state the number and type of options that were exercised or other +convertible securities that were converted (including their ASX security code)

Answer this question if your response to Q2.1 is "Being issued as a result of options being exercised or other convertible securities being converted".

N/A

2.2c.2

And the date the options were exercised or other +convertible securities were converted

Answer this question if your response to Q2.1 is "Being issued as a result of options being exercised or other convertible securities being converted".

Note: If this occurred over a range of dates, enter the date the last of the options was exercised or convertible securities was converted.

N/A

2.2d.1

Please state the number and type of partly paid +securities (including their ASX security code) that were fully paid up

Answer this question if your response to Q2.1 is "Unquoted partly paid securities that have been paid up and are now quoted fully paid securities".

N/A

2.2d.2

And the date the +securities were fully paid up

Answer this question if your response to Q2.1 is "Unquoted partly paid securities that have been paid up and are now quoted fully paid securities".

Note: If this occurred over a range of dates, enter the date the last of the securities was fully paid up.

N/A

2.2e.1

Please state the number and type of +restricted securities (including their ASX security code) where the escrow period has expired or is about to expire

Answer this question if your response to Q2.1 is "Restricted securities where the escrow period has expired or is about to expire".

N/A

2.2e.2

And the date the escrow restrictions have ceased or will cease

Answer this question if your response to Q2.1 is "Restricted securities where the escrow period has expired or is about to expire".

Note: If this occurred over a range of dates, enter the date the last of the escrow restrictions has ceased or will cease.

N/A

2.2f.1

Please state the number and type of +securities (including their ASX security code) previously issued under the +employee incentive scheme where the restrictions on transfer have ceased or are about to cease

Answer this question if your response to Q2.1 is "Securities previously issued under an employee incentive scheme where the restrictions on transfer have ceased or are about to cease".

N/A

2.2f.2

And the date the restrictions on transfer have ceased or will cease:

Answer this question if your response to Q2.1 is "Securities previously issued under an employee incentive scheme where the restrictions on transfer have ceased or are about to cease".

Note: If this occurred over a range of dates, enter the date the last of the restrictions on transfer has ceased or will cease.

N/A

2.2g.1

Please state the number and type of +securities (including their ASX security code) issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer

Answer this question if your response to Q2.1 is "Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer".

N/A

2.2g.2

*Please attach a document or provide details of a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms.

Answer this question if your response to Q2.1 is "Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer".

N/A

2.2g.3

*Are any of these +securities being issued to +key management personnel (KMP) or an +associate

Answer this question if your response to Q2.1 is "Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer".

N/A

2.2g.3.a

*Provide details of the recipients and the number of +securities issued to each of them.

Answer this question if your response to Q2.1 is "Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer" and your response to Q2.2g.3 is "Yes". Repeat the detail in the table below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the KMP or insert "Same" in "Name of registered holder". If the securities are being issued to an associate of a KMP, insert the name of the associate in "Name of registered holder".

 

Name of KMP

Name of registered holder

Number of +securities

N/A

 

 

 

2.2h.1

*The purpose(s) for which the entity is issuing the securities is:

Answer this question if your response to Q2.1 is "Other".

You may select one or more of the items in the list.

to raise additional working capital

to fund the retirement of debt

to pay for the acquisition of an asset [provide details below]

to pay for services rendered               [provide details below]

other [provide details below]

Additional details:

 

 

 

2.2h.2

*Please provide any further information needed to understand the circumstances in which you are applying to have these +securities quoted on ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

Answer this question if your response to Q2.1 is "Other".

N/A

2.2i

*Are these +securities being offered under a +disclosure document or +PDS?

Answer this question if your response to Q2.1 is any option other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B".

No

2.2i.1

*Date of +disclosure document or +PDS?

Answer this question if your response to Q2.1 is any option other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.2i is "Yes".

Under the Corporations Act, the entity must apply for quotation of the securities within 7 days of the date of the disclosure document or PDS.

N/A

2.3

*The +securities to be quoted are:

Tick whichever is applicable

Additional +securities in a class that is already quoted on ASX ("existing class")

New +securities in a class that is not yet quoted on ASX ("new class")

Part 3A -   number and type of +securities to be quoted (existing class or new class) where issue has previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "existing class" or "new class".

Question No.

Question

Answer

3A.1

*ASX +security code & description

DNK Ordinary Shares

3A.2

*Number of +securities to be quoted

52,958,908

Part 3B -   number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "existing class".

Question No.

Question

Answer

3B.1

*ASX +security code & description

N/A

3B.2

*Number of +securities to be quoted

N/A

3B.3a

*Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued +securities in that class?

N/A

3B.3b

*Is the actual date from which the +securities will rank equally (non-ranking end date) known?

Answer this question if your response to Q3B.3a is "No".

N/A

3B.3c

*Provide the actual non-ranking end date

Answer this question if your response to Q3B.3a is "No" and your response to Q3B.3b is "Yes".

N/A

3B.3d

*Provide the estimated non-ranking end period

Answer this question if your response to Q3B.3a is "No" and your response to Q3B.3b is "No".

N/A

3B.3e

*Please state the extent to which the +securities do not rank equally:

·    in relation to the next dividend, distribution or interest payment; or

·    for any other reason

Answer this question if your response to Q3B.3a is "No".

For example, the securities may not rank at all, or on a pro rata basis for the next dividend, distribution or interest payment; or the securities may not rank at all or on a pro rata basis or be entitled to participate in some other event, such as an entitlement issue.

N/A

Part 3C - number and type of +securities to be quoted (new class) where issue has not previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "new class".

Question No.

Question

Answer

3C.1

*Security description

N/A

3C.2

*Security type

Select one item from the list

Please select the most appropriate security type from the list. This will determine more detailed questions to be asked about the security later in this section. Select "ordinary fully or partly paid shares/units" for stapled securities or CDIs. For interest rate securities, please select the appropriate choice from either "Convertible debt securities" or "Non-convertible debt securities". Select "Other" for performance shares/units and performance options/rights or if the selections available in the list do not appropriately describe the security being issued.

Ordinary fully or partly paid shares/units

Options

+Convertible debt securities 

Non-convertible +debt securities 

Redeemable preference shares/units

Other

3C.3

ISIN code

Answer this question if you are an entity incorporated outside Australia and you are seeking quotation of a new class of securities other than CDIs. See also the note at the top of this form.

N/A

3C.4

*Number of +securities to be quoted

N/A

3C.5a

*Will all the +securities issued in this class rank equally in all respects from the issue date?

N/A

3C.5b

*Is the actual date from which the +securities will rank equally (non-ranking end date) known?

Answer this question if your response to Q3C.5a is "No".

N/A

3C.5c

*Provide the actual non-ranking end date

Answer this question if your response to Q3C.5a is "No" and your response to Q3C.5b is "Yes".

N/A

3C.5d

*Provide the estimated non-ranking end period

Answer this question if your response to Q3C.5a is "No" and your response to Q3C.5b is "No".

N/A

3C.5e

*Please state the extent to which the +securities do not rank equally:

·    in relation to the next dividend, distribution or interest payment; or

·    for any other reason

Answer this question if your response to Q3C.5a is "No".

For example, the securities may not rank at all, or on a pro rata basis for the next dividend, distribution or interest payment; or the +securities may not rank at all or on a pro rata basis or be entitled to participate in some other event, such as an entitlement issue.

N/A

3C.6

Please attach a document or provide a URL link for a document lodged with ASX setting out the material terms of the +securities to be quoted

You may cross-reference a disclosure document, PDS, information memorandum, investor presentation or other announcement with this information provided it has been released to the ASX Market Announcements Platform.

N/A

3C.7

*Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1?

Answer this question only if you are an ASX Listing. (ASX Foreign Exempt Listings and ASX Debt Listings do not have to answer this question).

If your response is "No" and the securities have any unusual terms, you should approach ASX as soon as possible for confirmation under listing rule 6.1 that the terms are appropriate and equitable.

N/A

3C.8

*Provide a distribution schedule for the new +securities according to the categories set out in the left hand column - including the number of recipients and the total percentage of the new +securities held by the recipients in each category.

Number of +securities held

Number of holders

Total percentage of +securities held

1 - 1,000

 

 

1,001 - 5,000

 

 

5,001 - 10,000

 

 

10,001 - 100,000

 

 

100,001 and over

 

 

Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not have to answer this question) and the securities to be quoted have already been issued.

Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to ASX a list of the 20 largest recipients of the new +securities, and the number and percentage of the new +securities received by each of those recipients, and a distribution schedule for the securities when they are issued.

3C.9a

Ordinary fully or partly paid shares/units details

Answer the questions in this section if you selected this security type in your response to Question 3C.2.

 

*+Security currency

This is the currency in which the face amount of an issue is denominated. It will also typically be the currency in which distributions are declared.

N/A

 

*Will there be CDIs issued over the +securities?

N/A

 

*CDI ratio

Answer this question if you answered "Yes" to the previous question. This is the ratio at which CDIs can be transmuted into the underlying security (e.g. 4:1 means 4 CDIs represent 1 underlying security whereas 1:4 means 1 CDI represents 4 underlying securities).

N/A

 

*Is it a partly paid class of +security?

N/A

 

*Paid up amount: unpaid amount

Answer this question if answered "Yes" to the previous question.

The paid up amount represents the amount of application money and/or calls which have been paid on any security considered 'partly paid'

The unpaid amount represents the unpaid or yet to be called amount on any security considered 'partly paid'.

The amounts should be provided per the security currency (e.g. if the security currency is AUD, then the paid up and unpaid amount per security in AUD).

N/A

 

*Is it a stapled +security?

This is a security class that comprises a number of ordinary shares and/or ordinary units issued by separate entities that are stapled together for the purposes of trading.

N/A

3C.9b

Option details

Answer the questions in this section if you selected this security type in your response to Question 3C.2.

 

*+Security currency

This is the currency in which the exercise price is payable.

N/A

 

*Exercise price

The price at which each option can be exercised and convert into the underlying security.

The exercise price should be provided per the security currency (i.e. if the security currency is AUD, the exercise price should be expressed in AUD).

N/A

 

*Expiry date

The date on which the options expire or terminate.

N/A

 

*Details of the number and type of +security (including its ASX +security code if the +security is quoted on ASX) that will be issued if an option is exercised

For example, if the option can be exercised to receive one fully paid ordinary share with ASX security code ABC, please insert "One fully paid ordinary share (ASX:ABC)".

N/A

3C.9c

Details of non-convertible +debt securities, +convertible debt securities, or redeemable preference shares/units

Answer the questions in this section if you selected one of these security types in your response to Question 3C.2.

Refer to Guidance Note 34 and the "Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities" for further information on certain terms used in this section

 

*Type of +security

Select one item from the list

Simple corporate bond

Non-convertible note or bond

Convertible note or bond

Preference share/unit

Capital note

Hybrid security

Other

 

*+Security currency

This is the currency in which the face value of the security is denominated. It will also typically be the currency in which interest or distributions are paid.

N/A

 

Face value

This is the principal amount of each security.

The face value should be provided per the security currency (i.e. if security currency is AUD, then the face value per security in AUD).

N/A

 

*Interest rate type

Select one item from the list

Select the appropriate interest rate type per the terms of the security. Definitions for each type are provided in the Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities

Fixed rate

Floating rate

Indexed rate

Variable rate

Zero coupon/no interest

Other

 

Frequency of coupon/interest payments per year

Select one item from the list.

Monthly

Quarterly

Semi-annual

Annual

No coupon/interest payments

Other

 

First interest payment date

A response is not required if you have selected "No coupon/interest payments" in response to the question above on the frequency of coupon/interest payments

N/A

 

Interest rate per annum

Answer this question if the interest rate type is fixed.

N/A

 

*Is the interest rate per annum estimated at this time?

Answer this question if the interest rate type is fixed.

N/A

 

If the interest rate per annum is estimated, then what is the date for this information to be announced to the market (if known)

Answer this question if the interest rate type is fixed and your response to the previous question is "Yes".

Answer "Unknown" if the date is not known at this time.

N/A

 

*Does the interest rate include a reference rate, base rate or market rate (e.g. BBSW or CPI)?

Answer this question if the interest rate type is floating or indexed.

N/A

 

*What is the reference rate, base rate or market rate?

Answer this question if the interest rate type is floating or indexed and your response to the previous question is "Yes".

N/A

 

*Does the interest rate include a margin above the reference rate, base rate or market rate?

Answer this question if the interest rate type is floating or indexed.

N/A

 

*What is the margin above the reference rate, base rate or market rate (expressed as a percent per annum)

Answer this question if the interest rate type is floating or indexed and your response to the previous question is "Yes".

N/A

 

*Is the margin estimated at this time?

Answer this question if the interest rate type is floating or indexed.

N/A

 

If the margin is estimated, then what is the date for this information to be announced to the market (if known)

Answer this question if the interest rate type is floating or indexed and your response to the previous question is "Yes".

Answer "Unknown" if the date is not known at this time.

N/A

 

*S128F of the Income Tax Assessment Act status applicable to the +security

Select one item from the list

For financial products which are likely to give rise to a payment to which s128F of the Income Tax Assessment Act applies, ASX requests issuers to confirm the s128F status of the security:

·    "s128F exempt" means interest payments are not taxable to non-residents;

·    "Not s128F exempt" means interest payments are taxable to non-residents;

·    "s128F exemption status unknown" means the issuer is unable to advise the status;

·    "Not applicable" means s128F is not applicable to this security

s128F exempt

Not s128F exempt

s128F exemption status unknown

Not applicable

 

 

*Is the +security perpetual (i.e. no maturity date)?

N/A

 

*Maturity date

Answer this question if the security is not perpetual

N/A

 

*Select other features applicable to the +security

Up to 4 features can be selected. Further information is available in the Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities.

Simple

Subordinated

Secured

Converting

Convertible

Transformable

Exchangeable

Cumulative

Non-Cumulative

Redeemable

Extendable

Reset

Step-Down

Step-Up

Stapled

None of the above

 

*Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)?

N/A

 

*If yes, what is the first trigger date

Answer this question if your response to the previous question is "Yes".

N/A

 

Details of the number and type of +security (including its ASX +security code if the +security is quoted on ASX) that will be issued if the securities to be quoted are converted, transformed or exchanged

Answer this question if the security features include "converting", "convertible", "transformable" or "exchangeable".

For example, if the security can be converted into 1,000 fully paid ordinary shares with ASX security code ABC, please insert "1,000 fully paid ordinary share (ASX:ABC)".

N/A

       

Part 4 - Issue details

Question No.

Question

Answer

4.1

*Have the +securities to be quoted been issued yet?

Yes

4.1a

*What was their date of issue?

Answer this question if your response to Q4.1 is "Yes".

10 December 2019

4.1b

*What is their proposed date of issue?

Answer this question if your response to Q4.1 is "No".

N/A

4.2

*Are the +securities to be quoted being issued for a cash consideration?

If the securities are being issued for nil cash consideration, answer this question "No".

Yes

4.2a

*In what currency is the cash consideration being paid

For example, if the consideration is being paid in Australian Dollars, state AUD.

Answer this question if your response to Q4.2 is "Yes".

USD

4.2b

*What is the issue price per +security

Answer this question if your response to Q4.2 is "Yes" and by reference to the issue currency provided in your response to Q4.2a.

Note: you cannot enter a nil amount here. If the securities are being issued for nil cash consideration, answer Q4.2 as "No" and complete Q4.2c and Q4.2d.

A$0.60

4.2c

Please describe the consideration being provided for the +securities to be quoted

Answer this question if your response to Q4.2 is "No".

N/A

4.2d

Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the +securities to be quoted

Answer this question if your response to Q4.2 is "No".

N/A

Part 5 - Issued capital following quotation

Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:

Note: the figures provided in the tables in sections 5.1 and 5.2 below are used to calculate the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by the entity.

If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 5.1 and include in the table in section 5.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX).

Restricted securities should only be included in the table in section 5.1 if you are applying to have them quoted because the escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 5.2.

5.1

*Quoted +securities (total number of each +class of +securities quoted on ASX following the +quotation of the +securities the subject of this application)

ASX +security code and description

Total number of +securities on issue

DNK Ordinary Shares

 

 

 

 

318,546,306

 

5.2

*Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX):

ASX +security code and description

Total number of +securities on issue

Unlisted Options exercisable at $0.912 each, expiring 11 May 2020 (Remuneration Options)

             

Unlisted Options exercisable at $0.94 each, expiring 19 May 2020 (Remuneration Options)

             

Unlisted Options exercisable at $1.031 each, expiring 24 January 2022 (Remuneration Options)

             

Unlisted Options exercisable at $1.031 each, expiring 24 January 2022 (Remuneration Options)

             

Unlisted Options exercisable at $1.108 each, expiring 13 March 2022 (Remuneration Options)

             

Unlisted Options exercisable at $1.119 each, expiring 28 March 2022 (Remuneration Options)

             

Unlisted Options exercisable at $1.114 each, expiring 30 May 2022 (Remuneration Options)

             

Performance Rights - Class 1

 

Performance Rights - Class 4

             

Performance Rights - Class 5

             

Performance Rights - Class 6

             

Performance Rights - Class 7

             

Performance Rights - Class 8

             

Performance Rights - Class 9

 

500,000

 

 

1,440,000

 

 

1,168,272

 

 

301,040

 

 

 

583,000

 

 

561,800

 

 

1,450,000

 

280,000

 

800,000

 

100,000

 

25,000

 

15,000

 

65,000

 

1,000,000

 

Part 6 - Other Listing Rule requirements

The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:

-       your response to Q2.1 is "Being issued under a dividend/distribution plan" and the response to Q2.2b.2 is "No"; or

-       your response to Q2.1 is "Other".

Note that if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B", it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.

Question No.

Question

Answer

6.1

*Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1?

Refer to Appendix 3B previously lodged 3 December 2019

6.1a

*Date of meeting or proposed meeting to approve the issue under listing rule 7.1

Answer this question if the response to Q6.1 is "Yes".

Refer to Appendix 3B previously lodged 3 December 2019

6.1b

*Are any of the +securities being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

Answer this question if the response to Q6.1 is "No".

Refer to Appendix 3B previously lodged 3 December 2019

6.1b.1

*How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

Answer this question if the response to Q6.1 is "No" and the response to Q6.1b is "Yes".

Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure B to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1 to issue that number of securities.

Refer to Appendix 3B previously lodged 3 December 2019

6.1c

*Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)?

Answer this question if the response to Q6.1 is "No".

Refer to Appendix 3B previously lodged 3 December 2019

6.1c.1

*How many +securities are being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?

Answer this question if the response to Q6.1 is "No" and the response to Q6.1c is "Yes".

Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure C to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1A to issue that number of securities.

Refer to Appendix 3B previously lodged 3 December 2019

Introduced 01/12/19

 

 

[1]     Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see ASIC Regulatory Guide 189 Disclosure relief for rights issues). If in doubt, please consult your legal adviser.


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