14 Jan

Notification regarding unquoted securities - ASP

This appendix is available as an online form Only use this form if the online version is not available +Rule 3.10.3A, 3.10.3B, 3.10.3C, 3.10.3D + See chapter 19 for defined terms 5 June 2021 Page 1 Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities Note: this form is also used to notify ASX where quoted options have been exercised or other quoted convertible securities have been converted and the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX. 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 issuing 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) give notice of the issue, conversion or payment up of the following unquoted +securities. ASPERMONT LIMITED 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). ACN 1.3 *ASX issuer code ASP 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. 1.4b *Date of previous announcement to this update Mandatory only if “Update” ticked in Q1.4 above. 1.4c *Reason for cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. 1.4d *Date of previous announcement to this cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. 1.5 *Date of this announcement 14/01/2022 This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 2 Part 2 – Type of issue Question No. Question Answer 2.1 *The +securities the subject of this notification are: Select whichever item is applicable. If you wish to notify ASX of different events involving unquoted securities, please complete a separate Appendix 3G for each event. ? +Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX ? +Securities issued under a +dividend or distribution plan that are not quoted, and are not intended to be quoted, on ASX ? Unquoted options that have been exercised or other unquoted +convertible securities that have been converted ? Quoted options that have been exercised or other quoted +convertible securities that have been converted where the +securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX ? Unquoted partly paid +securities upon which a call or instalment has been paid ? +Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being quoted on ASX until the restriction ends ? +Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX ? Other [please specify] If you have selected ‘other’ please explain the circumstances here : 2.1a *Date the +securities the subject of this notification were issued Answer this question if your response to Q2.1 is anything other than “Unquoted partly paid securities upon which a call or instalment has been paid” . 10/01/2022 2.2a.1 *Date of Appendix 3B notifying the market of the proposed issue of +securities the subject of this notification Answer this question if your response to Q2.1 is “Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX.” 10/01/2022 This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 3 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 “Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX”. 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 “Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX” and your response to Q2.2a.2 is “Yes”. Please provide details of the proposed dates and number of securities for the further issues. 20 million options will be subject to shareholder approval at the upcoming annual general meeting. 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 that are not quoted, and are not intended to be quoted, on ASX ”. 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 if available): Answer this question if your response to Q2.1 is “Unquoted options that have been exercised or other unquoted convertible securities that have been converted” or “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX”. 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 “Unquoted options that have been exercised or other unquoted convertible securities that have been converted” or “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX ” . 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 This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 4 2.2c.3 Is this all of the options or other +convertible securities on issue of that type (ie have all of those options now been exercised or have all of those convertible securities now been converted)? Answer this question if your response to Q2.1 is ““Unquoted options that have been exercised or other unquoted convertible securities that have been converted” or “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX ” . N/A 2.2c.4 The right of the holder of the options or other +convertible securities to receive the +underlying securities is being satisfied by: Answer this question if your response to Q2.1 is “Unquoted options that have been exercised or other unquoted convertible securities that have been converted” or “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX ” . ? An issue of new +securities ? A transfer of existing +securities ? A reclassification of the +convertible securities as securities in the same class as the +underlying securities 2.2c.5 The underlying securities being received by the holder are: Answer this question if your response to Q2.1 is “Unquoted options that have been exercised or other unquoted convertible securities that have been converted”. ? Already quoted by ASX ? Intended to be, but are not yet, quoted by ASX ? Are not, and are not intended to be, quoted by ASX 2.2c.6 The underlying securities being received by the holder are: Answer this question if your response to Q2.1 is “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX ” . ? Already quoted by ASX ? Are not, and are not intended to be, quoted by ASX 2.2c.7 *Were the options being exercised or other +convertible securities being converted issued under an +employee incentive scheme? Answer this question if your response to Q2.1 is “Unquoted options that have been exercised or other unquoted convertible securities that have been converted” or “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX”. N/A This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 5 2.2c.8 *Are any of the options being exercised or other +convertible securities being converted held by +key management personnel (KMP) or an +associate? Answer this question if your response to Q2.1 is “Unquoted options that have been exercised or other unquoted convertible securities that have been converted” or “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX”.” and your response to Q2.2c.7 is “Yes”. N/A 2.2c.8.a *Provide details of the KMP or associates who are exercising options or converting convertible securities. Answer this question if your response to Q2.1 is “Unquoted options that have been exercised or other unquoted convertible securities that have been converted” or “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX”, your response to Q2.2c.7 is “Yes” and your response to Q2.2c.8 is “Yes”. Repeat the detail in the table below for each KMP involved. If the options or other convertible securities are held by the KMP, repeat the name of the KMP or insert “Same” in “Name of registered holder”. If the options or other convertible securities are held by 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 options being exercised or other +convertible securities being converted 2.2d.1 Please state the number and type of partly paid +securities upon which a call or instalment has been paid (including their ASX security code if available)? Answer this question if your response to Q2.1 is “Unquoted partly paid securities upon which a call or instalment has been paid”. N/A 2.2d.2 And the date upon which the call or instalment was paid: Answer this question if your response to Q2.1 is “Unquoted partly paid securities upon which a call or instalment has been paid”. Note: If this occurred over a range of dates, enter the date the last of the payments was made. N/A 2.2d.3 Has the call or instalment been paid on all of the partly paid +securities in question? Answer this question if your response to Q2.1 is “Unquoted partly paid securities upon which a call or instalment has been paid”. N/A 2.2d.4 Are the securities on which the call or instalment was paid now fully paid? N/A This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 6 2.2e.1 Please state the number and type of +securities (including their ASX security code) issued under the +employee incentive scheme Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are subject to a restriction on transfer and are not being quoted on ASX until the restriction ends” or “Other securities issued under an employee incentive scheme that are not intended to be quoted on ASX”. N/A 2.2e.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 subject to a restriction on transfer and are not being quoted on ASX until the restriction ends” or “Other securities issued under an employee incentive scheme that are not intended to be quoted on ASX”. N/A 2.2e.3 *Were any of the +securities 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 subject to a restriction on transfer and are not being quoted on ASX until the restriction ends” or “Other securities issued under an employee incentive scheme that are not intended to be quoted on ASX”. N/A 2.2e.3.a *Provide details of the KMP or +associates being issued +securities. Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are subject to a restriction on transfer and are not being quoted on ASX until the restriction ends” or “Other securities issued under an employee incentive scheme that are not intended to be quoted on ASX” and your response to Q2.2e.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 2.2f.1 *Were the +securities issued for a cash consideration? Answer this question if your response to Q2.1 is “Other”. If the securities are being issued for nil cash consideration, answer this question “No”. N/A 2.2f.1.a *In what currency was the cash consideration paid? Answer this question if your response to Q2.1 is “Other” and your response to Q2.2f.1 is “Yes”. For example, if the consideration is being paid in Australian Dollars, state AUD. N/A This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 7 2.2f.1.b *What was the issue price per +security Answer this question if your response to Q2.1 is “Other” and your response to Q2.2f.1 is “Yes”, and by reference to the issue currency provided in your response to Q2.2f.1.a. Note: you cannot enter a nil amount here. If the securities are being issued for nil cash consideration, answer Q2.2f.1 as “No” and complete Q2.2f.1.c. N/A 2.2f.1.c Please describe the consideration provided for the +securities Answer this question if your response to Q2.1 is “Other” and your response to Q2.2f.1 is “No”. N/A 2.2f.2 * The purpose(s) for which the entity issued the +securities was: 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 : 2.2f.3 Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B You must answer this question if your response to Q2.1 is “Other”. If there is no other information to provide, please answer “Not applicable” or “N/A”. N/A 2.3a *This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which: Answer this question if your response to Q2.1 is anything other than “Unquoted options that have been exercised or other unquoted convertible securities that have been converted”, “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX” or “Unquoted partly paid securities upon which a call or instalment has been paid”. ? has an existing ASX security code ("existing class") ? does not have an existing ASX security code ("new class") 2.3b *The +securities being issued, transferred or re-classified as a result of the options being exercised or other +convertible securities being converted are: Answer this question if your response to Q2.1 is “Unquoted options that have been exercised or other unquoted convertible securities that have been converted ” or “Quoted options that have been exercised or other quoted convertible securities that have been converted where the securities received as a result of the exercise or conversion either are already quoted on ASX or are not intended to be quoted on ASX ” . ? securities that have already been quoted on ASX ("existing class") ? in a class which is not quoted on ASX but which has an existing ASX security code ("existing class") ? in a class which is not quoted on ASX and which does not have an existing ASX security code ("new class") This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 8 2.3c *The call or instalment the subject of this notification is being paid on +securities which are not quoted on ASX and which: Answer this question if your response to Q2.1 is “Unquoted partly paid securities upon which a call or instalment has been paid”. ? have an existing ASX security code ("existing class") ? do not have an existing ASX security code ("new class") Part 3A – number and type of +securities the subject of this notification (existing 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 “Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX”. Question No. Question Answer 3A.1 *ASX security code & description New class-code to be confirmed – OPTION EXPIRING 30-SEP-2022 EX 4.32C 3A.2 *Number of +securities issued/paid up 230,000,000 3A.3 Any other information the entity wishes to provide about the +securities the subject of this notification Part 4 –+Securities on issue Following the issue, conversion or payment up of the +securities the subject of this application, the issued +securities of the entity will comprise: Note: the figures provided in the table below are used to calculate part of the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the table each class of security issued by the entity. Restricted securities should be included in table 4.2. 4.1 Quoted +Securities (Total number of each +class of +securities issued and quoted on ASX) *ASX security code and description *Total number of +securities on issue ASP : ORDINARY FULLY PAID 2,421,567,312 This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 9 4.2 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 ASPAN: PERFORMANCE RIGHTS ASPAL: OPTION EXPIRING 30-SEP-2025 EX 3C OPTION EXPIRING 12-DEC-2022 EX 3C OPTION EXPIRING 30-SEP-2022 EX 4.32C 167,427,425 323,577,323 10,000,000 230,000,000 Part 5 – 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: - “Securities issued under a dividend or distribution plan that are not quoted, and are not intended to be quoted, on ASX”; - “Securities issued under an employee incentive scheme that are subject to a restriction on transfer and are not being quoted on ASX until the restriction ends” or “Other securities issued under an employee incentive scheme that are not intended to be quoted on ASX”; or - “Other” Note that if your response to Q2.1 is “Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B that are not quoted, and are not intended to be quoted, on ASX”, it is assumed that you will have provided the information referred to in this Part in the Appendix 3B. Question No. Question Answer 5.1 *Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No 5.1a Enter the number of the applicable exception in Listing Rule 7.2 Note this should be a number between 1 and 17. N/A 5.1a.1 *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 Q5.1 is “Yes” and your response to Q5.1a is “4”. 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, or 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 This appendix is available as an online form Appendix 3G Notification of issue, conversion or payment up of unquoted equity +securities + See chapter 19 for defined terms 5 June 2021 Page 10 5.2 *Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Answer this question if the response to Q5.1 is “No”. Yes 5.2a *Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Answer this question if the response to Q5.1 is “No” and the response to Q5.2 is “Yes”. 28/02/2022 – proposed meeting 5.2b *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 Q5.1 is “No” and the response to Q5.2 is “No”. Yes, until approved at 28/02/2022 meeting. 5.2b.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 Q5.1 is “No”, the response to Q5.2 is “No” and the response to Q5.2b is “Yes”. If the response to Q5.2b 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. 230,000,000 5.2c *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 Q5.1 is “No” and the response to Q5.2 is “No”. No 5.2c.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 Q5.1 is “No”, the response to Q5.2 is “No” and the response to Q5.2c is “Yes”. If the response to Q5.2c 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. N/A Introduced 01/12/19; amended 31/01/20; 05/06/21
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