TIDMSO4
RNS Number : 9323S
Salt Lake Potash Limited
11 November 2019
11 November 2019 AIM/ASX Code: SO4
SALT LAKE POTASH LIMITED
Results of Annual General Meeting
Corporate Presentation
Issue of Equity
Appendix 3B
-----------------------------------
AIM and ASX listed Salt Lake Potash Limited ("the Company")
advises that at the Annual General Meeting of shareholders held
earlier today, 11 November 2019, at 11.00am (WST), all resolutions
were duly passed.
The resolutions voted on were in accordance with the Notice of
Annual General Meeting announced on 11 October 2019.
In accordance with Section 251AA of the Corporations Act 2001,
the following information is also provided:
Resolution Result Number of Proxy Votes
For Against Abstain Proxy's Discretion
----------- ---------- ----------- -------------------
Passed unanimously on a show
1. Remuneration Report of hands 44,977,186 4,877,880 15,750,000 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
2. Re-election of Director Passed unanimously on a show
- Mr Bryn Jones of hands 65,605,066 - - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
3. Ratification of August Passed unanimously on a show
2019 Placement Shares of hands 60,727,186 181,102 4,696,778 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
4. Ratification of Passed unanimously on a show
Placement Fee Shares of hands 65,598,066 7,000 - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
5. Ratification of Passed unanimously on a show
Consultant Options of hands 65,598,066 7,000 - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
6. Ratification of Facility Passed unanimously on a show
Options of hands 65,605,066 - - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
Passed unanimously on a show
7. Issue of Taurus Options of hands 65,423,964 181,102 - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
Passed unanimously on a show
8. Issue of Advisor Options of hands 62,998,066 7,000 2,600,000 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
9. Issue of Shares to Mr Passed unanimously on a show
Tony Swiericzuk of hands 65,498,066 107,000 - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
10. Issue of Employee Passed unanimously on a show
Options of hands 60,801,288 4,803,778 - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
11. Approval of Employee Passed unanimously on a show
Equity Incentive Plan of hands 60,747,288 4,803,778 54,000 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
12. Issue of Performance
Rights to Mr Tony Passed unanimously on a show
Swiericzuk of hands 60,798,134 4,806,932 - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
13. Approval of Additional Passed unanimously on a show
10% Placement Capacity of hands 65,427,810 177,256 - 2,802,202
----------------------------- ----------- ---------- ----------- -------------------
The Company released a new Corporate Presentation for the Annual
General Meeting which is available to view on www.so4.com.au.
Issue of Securities
Following the Annual General Meeting, the Company has also
released an Appendix 3B on the Australian Securities Exchange
("ASX"), as required under the ASX Listing Rules following the
issue of securities, including:
- 266,258 ordinary shares of no par value ("Ordinary Shares") to
the CEO, Mr Tony Swiericzuk (following receipt of shareholder
approval) in lieu of vested performance rights that the Company was
unable to convert prior to expiry.
- 17,635 Ordinary Shares to a consultant in partial satisfaction of fees owing.
- 472,500 Ordinary Shares to employees, consultants and
directors on conversion of performance rights following
satisfaction of the BFS Milestone. Mr Mark Pearce and Mr Bryn
Jones, Directors, each received 50,000 Ordinary Shares on
conversion of these performance rights.
- 288,324 performance rights to the CEO Mr Tony Swiericzuk
(following receipt of shareholder approval) vesting on 30 June 2020
and expiring 31 December 2020.
- 4,852,074 performance rights with various milestones to key employees and consultants.
- 4,200,000 incentive options to key employees.
- 1,000,000 unlisted options to a key advisor.
Settlement and dealings
Application will be made to the AIM Market of the London Stock
Exchange ("AIM") for 756,393 Ordinary Shares, which rank pari passu
with the Company's existing issued Ordinary Shares, to be admitted
to trading. Dealings on AIM are expected to commence at 8:00am on
or around 14 November 2019 ("Admission").
Total Voting Rights
For the purposes of the Financial Conduct Authority's Disclosure
Guidance and Transparency Rules ("DTRs"), following Admission, Salt
Lake will have 256,743,373 Ordinary Shares in issue with voting
rights attached. Salt Lake holds no shares in treasury. This figure
of 256,743,373 may be used by shareholders in the Company 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 ASX Listing Rules or the
DTRs.
Directors' interests
Following the issue of these shares, the directors will have the
following interests in shares:
Number of shares Percentage of issued
share capital
Tony Swiericzuk 1,218,639 0.47%
Mark Pearce 4,050,000 1.58%
Bryn Jones 50,000 0.02%
Mr Swiericzuk also holds an indirect interest in 5 million
incentive options and 7,288,324 performance rights.
Mr Pearce also holds a direct interest in 100,000 performance
rights.
Mr Jones also holds a direct interest in 100,000 performance
rights.
For further information please visit www.so4.com.au or
contact:
Clint McGhie Salt Lake Potash Limited Tel: +61 8 6559 5800
Colin Aaronson/Richard Tonthat/Ben Roberts Grant Thornton UK LLP (Nominated Adviser) Tel: +44 (0) 20 7383 5100
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement,
application for quotation of additional securities
and agreement
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.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98,
01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05,
01/08/12, 04/03/13
Name of entity
SALT LAKE POTASH LIMITED
ABN
98 117 085 748
We (the entity) give ASX the following information.
Part 1 -- All issues
You must complete the relevant sections (attach sheets if there
is not enough space).
1 +Class of +securities (a) Ordinary Shares
issued or to be issued (b) Ordinary Shares
(c) Ordinary Shares
(d) Incentive Options
(e) Incentive Options
(f) Incentive Options
(g) Unlisted Options
(h) Performance Rights
(i) Performance Rights
2 Number of +securities (a) 266,258
issued or to be issued (b) 472,500
(if known) or maximum (c) 17,635
number which may be (d) 300,000
issued (e) 1,900,000
(f) 2,000,000
(g) 1,000,000
(h) 288,324
(i) 4,852,074
3 Principal terms of (a) Fully paid ordinary shares
the +securities (e.g. (b) Fully paid ordinary shares
if options, exercise (c) Fully paid ordinary shares
price and expiry date; (d) Incentive options exercisable
if partly paid +securities, for $0.60 each on or before
the amount outstanding 1 November 2023
and due dates for (e) Incentive options exercisable
payment; if +convertible for $1.00 each on or before
securities, the conversion 1 November 2023
price and dates for (f) Incentive options exercisable
conversion) for $1.20 each on or before
1 November 2023
(g) Unlisted options exercisable
for $0.702 each on or before
30 June 2023
(h) Performance rights subject
to short term incentive milestone
expiring 31 December 2020.
(i) Performance rights which
are subject to various performance
conditions to be satisfied prior
to the relevant expiry dates
between 1 November 2020 and
1 November 2023
4 Do the +securities (a) Yes
rank equally in all (b) Yes
respects from the (c) Yes
+issue date with an (d) No - Not listed
existing +class of (e) No - Not listed
quoted +securities? (f) No - Not listed
(g) No - Not listed
If the additional (h) No - Not listed
+securities do not (i) No - Not listed
rank equally, please
state:
* the date from which they do
* the extent to which they participate for the next
dividend, (in the case of a trust, distribution) or
interest payment
* the extent to which they do not rank equally, other
than in relation to the next dividend, distribution
or interest payment
5 Issue price or consideration (a) Nil
(b) Nil
(c) $12,000
(d) Nil
(e) Nil
(f) Nil
(g) $100
(h) Nil
(i) Nil
Purpose of the issue (a) Issue of shares following
6 (If issued as consideration Shareholder approval in lieu
for the acquisition of vested performance rights
of assets, clearly that were unable to be converted
identify those assets) prior to expiry.
(b) Conversion of performance
rights following satisfaction
of the BFS milestone.
(c) Issue of shares to consultant
in partial consideration for
fee.
(d) Issue of incentive options
to key employees pursuant to
their service agreements with
the Company.
(e) Issue of incentive options
to key employees pursuant to
their service agreements with
the Company.
(f) Issue of incentive options
to key employees pursuant to
their service agreements with
the Company.
(g) Issue of unlisted options
to advisor in relation to advisory
services provided on the Company's
debt financing.
(h) Issue of performance rights
to the CEO following Shareholder
approval.
(i) Issue of performance rights
to key employees and consultants
in accordance with the Company's
Employee Equity Incentive Plan.
--------------------------------------------------------
Is the entity an +eligible Yes
6a entity that has obtained
security holder approval
under rule 7.1A?
If Yes, complete sections
6b - 6h in relation
to the +securities
the subject of this
Appendix 3B, and comply
with section 6i
The date the security 11 November 2019
6b holder resolution
under rule 7.1A was
passed
Number of +securities
issued without security
holder approval under
6c rule 7.1 1,017,635
Number of +securities Nil
6d issued with security
holder approval under
rule 7.1A
Number of +securities 4,754,582 (11 November 2019)
6e issued with security
holder approval under
rule 7.3, or another
specific security
holder approval (specify
date of meeting)
Number of +securities
issued under an exception
6f in rule 7.2 5,324,574
If +securities issued Not Applicable
6g under rule 7.1A, was
issue price at least
75% of 15 day VWAP
as calculated under
rule 7.1A.3? Include
the +issue date and
both values. Include
the source of the
VWAP calculation.
If +securities were Not Applicable
6h issued under rule
7.1A for non-cash
consideration, state
date on which valuation
of consideration was
released to ASX Market
Announcements
Calculate the entity's 7.1 - 36,629,710
remaining issue capacity
under rule 7.1 and
rule 7.1A - complete
Annexure 1 and release
to ASX Market Announcements
6i 7.1A - 25,597,659
7 +Issue dates 11 November 2019
Note: The issue date
may be prescribed
by ASX (refer to the
definition of issue
date in rule 19.12).
For example, the issue
date for a pro rata
entitlement issue
must comply with the
applicable timetable
in Appendix 7A.
Cross reference: item
33 of Appendix 3B.
Number +Class
Number and +class
of all +securities
quoted on ASX (including
the +securities in
8 section 2 if applicable) 256,743,373 Ordinary Shares
------------------
Number +Class
Class B Performance
Shares
Class C Performance
Shares
Incentive Options
exercise price $0.50,
expiry date 29 April
2020
Incentive Options
exercise price $0.60,
expiry date 29 April
2021
Incentive Options
exercise price $0.40,
expiry date 30 June
2021
Incentive Options
exercise price $0.50,
expiry date 30 June
2021
Incentive Options
exercise price $0.60,
expiry date 30 June
7,500,000 2021
10,000,000 Incentive Options
exercise price $0.70,
750,000 expiry date 30 June
2021
1,000,000 Unlisted Options
exercise price $0.85,
expiry date 30 June
250,000 2023
Incentive Options
500,000 exercise price $0.60,
expiry date 1 November
2023
750,000
Incentive Options
exercise price $1.00,
400,000 expiry date 1 November
2023
9,375,000 Incentive Options
exercise price $1.20,
expiry date 1 November
2,000,000 2023
Unlisted Options
exercise price $0.702,
4,650,000 expiry date 30 June
2023
Unlisted Options
5,000,000 exercise price $0.702,
expiry date 4 August
2024
1,000,000 Performance rights
which are subject
to various performance
conditions to be
Number and +class 9,000,000 satisfied prior to
of all +securities the relevant expiry
not quoted on ASX dates between 31
(including the +securities December 2019 and
9 in section 2 if applicable) 24,930,398 1 November 2023
------------------------
10 Dividend policy (in Not Applicable
the case of a trust,
distribution policy)
on the increased capital
(interests)
Part 2 -- Pro rata issue
11 Is security holder Not Applicable
approval required?
12 Is the issue renounceable Not Applicable
or non-renounceable?
13 Ratio in which the Not Applicable
+securities will be
offered
14 +Class of +securities Not Applicable
to which the offer
relates
15 +Record date to determine Not Applicable
entitlements
16 Will holdings on different Not Applicable
registers (or subregisters)
be aggregated for calculating
entitlements?
17 Policy for deciding Not Applicable
entitlements in relation
to fractions
18 Names of countries Not Applicable
in which the entity
has security holders
who will not be sent
new offer documents
Note: Security holders
must be told how their
entitlements are to
be dealt with.
Cross reference: rule
7.7.
19 Closing date for receipt Not Applicable
of acceptances or renunciations
20 Names of any underwriters Not Applicable
21 Amount of any underwriting Not Applicable
fee or commission
22 Names of any brokers Not Applicable
to the issue
23 Fee or commission payable Not Applicable
to the broker to the
issue
24 Amount of any handling Not Applicable
fee payable to brokers
who lodge acceptances
or renunciations on
behalf of security
holders
25 If the issue is contingent Not Applicable
on security holders'
approval, the date
of the meeting
26 Date entitlement and Not Applicable
acceptance form and
offer documents will
be sent to persons
entitled
27 If the entity has issued Not Applicable
options, and the terms
entitle option holders
to participate on exercise,
the date on which notices
will be sent to option
holders
28 Date rights trading Not Applicable
will begin (if applicable)
29 Date rights trading Not Applicable
will end (if applicable)
30 How do security holders Not Applicable
sell their entitlements
in full through a broker?
31 How do security holders Not Applicable
sell part of their
entitlements through
a broker and accept
for the balance?
32 How do security holders Not Applicable
dispose of their entitlements
(except by sale through
a broker)?
33 +Issue date Not Applicable
Part 3 -- Quotation of securities
You need only complete this section if you are applying for
quotation of securities
34 Type of +securities
(tick one)
(a) X +Securities described in Part 1
(b) All other +securities
Example: restricted securities at the end of the
escrowed period, partly paid securities that become
fully paid, employee incentive share securities
when restriction ends, securities issued on expiry
or conversion of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing
the information or documents
35 If the +securities are +equity securities, the
names of the 20 largest holders of the additional
+securities, and the number and percentage of
additional +securities held by those holders
36 If the +securities are +equity securities, a distribution
schedule of the additional +securities setting
out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37 A copy of any trust deed for the additional +securities
Entities that have ticked box 34(b)
38 Number of +securities Not Applicable
for which +quotation
is sought
39 +Class of +securities Not Applicable
for which quotation
is sought
40 Do the +securities Not Applicable
rank equally in all
respects from the +issue
date with an existing
+class of quoted +securities?
If the additional +securities
do not rank equally,
please state:
* the date from which they do
* the extent to which they participate for the next
dividend, (in the case of a trust, distribution) or
interest payment
* the extent to which they do not rank equally, other
than in relation to the next dividend, distribution
or interest payment
41 Reason for request Not Applicable
for quotation now
Example: In the case
of restricted securities,
end of restriction
period
(if issued upon conversion
of another +security,
clearly identify that
other +security)
Number +Class
42 Number and +class of
all +securities quoted
on ASX (including the
+securities in clause
38)
---------
Quotation agreement
1 +Quotation of our additional +securities is in ASX's absolute
discretion. ASX may quote the +securities on any conditions it
decides.
2 We warrant the following to ASX.
-- The issue of the +securities to be quoted complies with the
law and is not for an illegal purpose.
-- There is no reason why those +securities should not be granted +quotation.
-- An offer of the (+) securities for sale within 12 months
after their issue will not require disclosure under section 707(3)
or section 1012C(6) of the Corporations Act.
Note: An entity may need to obtain appropriate warranties from
subscribers for the securities in order to be able to give this
warranty
-- Section 724 or section 1016E of the Corporations Act does not
apply to any applications received by us in relation to any
+securities to be quoted and that no-one has any right to return
any +securities to be quoted under sections 737, 738 or 1016F of
the Corporations Act at the time that we request that the
+securities be quoted.
-- If we are a trust, we warrant that no person has the right to
return the +securities to be quoted under section 1019B of the
Corporations Act at the time that we request that the +securities
be quoted.
3 We will indemnify ASX to the fullest extent permitted by law
in respect of any claim, action or expense arising from or
connected with any breach of the warranties in this agreement.
4 We give ASX the information and documents required by this
form. If any information or document is not available now, we will
give it to ASX before +quotation of the +securities begins. We
acknowledge that ASX is relying on the information and documents.
We warrant that they are (will be) true and complete.
Sign here:
........................................................... Date:
11 November 2019
(Director/Company secretary)
Print name: Clint McGhie
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
RAGLIFERLSLLLIA
(END) Dow Jones Newswires
November 11, 2019 02:00 ET (07:00 GMT)
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