Full Year Financial Results, Bonus Option & Appendix 3B
Released
Released
Announcement PDF
ASX Announcement
31 August 2017
Full Year Financial Results & Bonus Option
Westgold Resources Limited (Westgold or the Company) is pleased to release its 2017 financial results.
Westgold was listed on the Australian Securities Exchange (ASX) on 6 December 2016 following its demerger
from Metals X Limited.
For full information, refer to the Financial Report for the Year Ended 30 June 2017 released today.
Key Results
•
Revenue up 43.5% over previous year to $437.14 million.
•
Cash flow from operating activities increased 52% over previous year to $75.59 million.
•
Gross profit increased 1,508% to $31.46 million.
•
Net profit before tax increased by 185% to $24.62 million.
•
Net profit after tax increased 177% to $15.77 million.
•
Net assets increased 188% to $299.64 million.
•
Cash and cash equivalents at year end of $67.14 million.
Capital reinvested in growth during the year
•
Investment in ‘Property Plant & Equipment’ of $35.3 million.
•
‘Mine Properties & Development’ expenditure of $63.8 million.
•
‘Exploration and Evaluation’ expenditure of $23.9 million.
Bonus Option
The Board declares that no dividend is payable for the full financial year.
However, given the success of the Company during the year and with reference to it only reflecting seven
months of operating history, the Board has elected to reward its loyal and supportive shareholders with a pro
rata one for five bonus option. The principal terms and conditions of the new options are as follows:
•
Class of security to be issued – options over ordinary shares in the Company.
•
Number of securities to be issued – approximately 64,162,204 options (subject to rounding).
•
Issue price of bonus options – nil consideration.
•
Record Date to determine entitlement – 5pm (WST) on 14 September 2017.
•
Exercise price of options – $2.00.
•
Expiry date of options – 5pm (WST) on 30 June 2019.
•
Options to be issued to eligible shareholders resident in Australia, New Zealand and Hong Kong.
Westgold Resources Limited
ACN 009 260 306
t: +61 8 9462 3400 | e: reception@westgold.com.au | w: www.westgold.com.au
PO Box 1959 West Perth WA 6872 | Level 3, 18-32 Parliament Place, West Perth WA 6005
The Company will apply to have the option class listed on the ASX.
Anyone who wishes to acquire the new options simply needs to be an eligible registered shareholder in the
Company on the Record Date. No application form will need to be completed.
A prospectus for the new options will be lodged with ASIC and announced on the ASX on or about 8 September
2017. It is expected to be mailed to shareholders on or about 20 September 2017, with the new options to be
issued on or about 28 September 2017.
Further details of the new options will be provided in the prospectus.
Managing Director’s Comment
“This is a great inaugural result. Westgold has had a successful seven months trading as a separate
publicly listed gold company.
The growth in our revenue, cash flow and profits represents a maturing company whilst the capital
re-investment in the groups new and expanding asset base and future growth. Our existing operations
continue to deliver positive outcomes whilst our key Central Murchison Gold Project continues to rampup and expand.
Additionally, the completion of refurbishment and the declaration of commercial production of the
Fortnum Gold Project at year-end continued our growth in gold output.
It is only fitting that we reward our loyal and supportive shareholders with a bonus option in lieu of a
dividend following our inaugural financial report representing nearly seven months since the Company
began trading again on the ASX.”
Enquiries
Peter Cook
Steve Norregaard Rod Corps
Managing Director
Operations Director
Manager – Investor Relations
peter.cook@westgold.com.au
steve.norregaard@westgold.com.au rod.corps@westgold.com.au
Full Year Financial Results to 30 June 2017
Page 2
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
Name of entity
WESTGOLD RESOURCES LIMITED
ABN
60 009 260 306
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 issued or to
be issued
Options – a new class of quoted options (subject
to grant of quotation by ASX).
2
Number of +securities issued or
to be issued (if known) or
maximum number which may
be issued
Approximately 64,162,204 (subject to rounding).
3
Principal
terms
of
the
+securities
(eg, if options,
exercise price and expiry date; if
partly paid +securities, the
amount outstanding and due
dates
for
payment;
if
+convertible
securities,
the
conversion price and dates for
conversion)
Exercisable at $2.00 on or before 30 June 2019.
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 1
4
Do the +securities rank equally
in all respects from the date of
allotment 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
New class of quoted options (subject to grant of
quotation by ASX) with no rights to participate
for the next dividend or interest payments.
Shares issued on exercise of options will be on
the same terms as fully paid ordinary shares on
issue.
5
Issue price or consideration
Nil.
6
Purpose of the issue
Issued pursuant to a pro rata bonus issue of
(If issued as consideration for options to shareholders of the Company.
the acquisition of assets, clearly
identify those assets)
6a
Is the entity an +eligible entity
that has obtained security
holder approval under rule 7.1A?
No.
If Yes, complete sections 6b – 6h
in relation to the +securities the
subject of this Appendix 3B, and
comply with section 6i
6b
The date the security holder
resolution under rule 7.1A was
passed
N/A.
6c
Number of +securities issued
without security holder approval
under rule 7.1
N/A.
6d
Number of +securities issued
with security holder approval
under rule 7.1A
N/A.
6e
Number of +securities issued
with security holder approval
under rule 7.3, or another
specific security holder approval
(specify date of meeting)
N/A.
6f
Number of securities issued
under an exception in rule 7.2
N/A
6g
If securities issued 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.
N/A.
6h
If securities were issued under
rule
7.1A
for
non-cash
consideration, state date on
which
valuation
of
consideration was released to
ASX Market Announcements
N/A.
6i
Calculate the entity’s remaining
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
N/A
7
Dates of entering +securities
into uncertificated holdings or
despatch of certificates
Anticipated to be 28 September 2017.
8
9
Number and +class of all
+securities
quoted on ASX
(including the securities in
section 2 if applicable)
+class
Number and
of all
+securities not quoted on ASX
(including the securities in
section 2 if applicable)
Number
320,811,020
+Class
64,162,204*
*(subject to rounding)
Options exercisable at
$2.00 on or before 30
June 2019.
Number
+Class
11,000,000
Unlisted employee
options (exercise
price $2.02, expiry
date 11 January 2020).
Fully paid ordinary
shares.
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 3
10
Dividend policy (in the case of
a trust, distribution policy) on
the increased capital (interests)
There has been no change to Westgold
Resources Limited’s dividend policy.
Part 2 - Pro rata issue
11
Is security
required?
holder
approval
12
Is the issue renounceable or nonrenounceable?
13
Ratio in which the
will be offered
+securities
One option for every five ordinary shares held
at the Record date.
14
+Class of +securities to which the
New class of quoted options, exercisable at
$2.00 each on or before 30 June 2019.
offer relates
No.
Non-renounceable.
15
+Record
16
Will holdings on different
registers (or subregisters) be
aggregated
for
calculating
entitlements?
Yes.
17
Policy for deciding entitlements
in relation to fractions
Rounded up to the nearest whole number.
18
Names of countries in which the
entity has security holders who
will not be sent new offer
documents
All except Australia, New Zealand and Hong
Kong.
date
entitlements
to
determine
14 September 2017.
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19
Closing date for receipt
acceptances or renunciations
of
N/A.
20
Names of any underwriters
N/A.
21
Amount of any underwriting fee
or commission
N/A.
22
Names of any brokers to the
issue
N/A.
23
Fee or commission payable to
the broker to the issue
N/A.
24
Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of security holders
N/A.
25
If the issue is contingent on
security holders’ approval, the
date of the meeting
N/A.
26
Date entitlement and acceptance
form and offer documents will be
sent to persons entitled
N/A.
27
If the entity has issued options,
and the terms entitle option
holders
to
participate
on
exercise, the date on which
notices will be sent to option
holders
N/A.
28
Date rights trading will begin (if
applicable)
N/A.
29
Date rights trading will end (if
applicable)
N/A.
30
How do security holders sell
their entitlements in full through
a broker?
N/A.
31
How do security holders sell part
of their entitlements through a
broker and accept for the
balance?
N/A.
32
How do security holders dispose
of their entitlements (except by
sale through a broker)?
N/A.
33
+Issue date
Anticipated to be 28 September 2017.
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 5
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)
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 for which
+quotation is sought
N/A.
39
Class of +securities for which
quotation is sought
N/A.
40
Do the +securities rank equally in
all respects from the date of
allotment with an existing +class
of quoted +securities?
N/A.
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 for quotation
now
N/A.
Example: In the case of restricted securities, end
of restriction period
(if issued upon conversion of
another security, clearly identify
that other security)
Number
42
Number and +class of all
+securities
quoted on ASX
(including the securities in clause
38)
+Class
N/A.
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 7
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 not available now, 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:
Print name:
......................................................... Date: 31 August 2017
Company Secretary
David Okeby
Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A
for +eligible entities
Introduced 01/08/12
Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
Insert number of fully paid ordinary
securities on issue 12 months before date
of issue or agreement to issue
Add the following:
•
Number of fully paid ordinary securities
issued in that 12 month period under an
exception in rule 7.2
•
Number of fully paid ordinary securities
issued in that 12 month period with
shareholder approval
•
Number of partly paid ordinary
securities that became fully paid in that
12 month period
304,671,487
-
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid ordinary
securities cancelled during that 12 month
period
-
“A”
304,671,487
+ See chapter 19 for defined terms.
01/08/2012
Appendix 3B Page 9
Step 2: Calculate 15% of “A”
“B”
0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15
45,700,723
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1
that has already been used
Insert number of equity securities issued or
agreed to be issued in that 12 month period
not counting those issued:
•
Under an exception in rule 7.2
•
Under rule 7.1A
•
With security holder approval under rule
7.1 or rule 7.4
16,139,533
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable ) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
“C”
16,139,533
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
45,700,723
Note: number must be same as shown in
Step 2
Subtract “C”
16,139,533
Note: number must be same as shown in
Step 3
Total [“A” x 0.15] – “C”
29,561,190
Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
“A”
Note: number must be same as shown in
Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D”
0.10
Note: this value cannot be changed
Multiply “A” by 0.10
Step 3: Calculate “E”, the amount of placement capacity under rule
7.1A that has already been used
Insert number of equity securities issued or
agreed to be issued in that 12 month period
under rule 7.1A
Notes:
• This applies to equity securities – not
just ordinary securities
• Include here – if applicable – the
securities the subject of the Appendix
3B to which this form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with
in Part 1), or for which specific security
holder approval has been obtained
• It may be useful to set out issues of
securities on different dates as separate
line items
“E”
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
“A” x 0.10
Note: number must be same as shown in
Step 2
Subtract “E”
Note: number must be same as shown in
Step 3
Total [“A” x 0.10] – “E”
Note: this is the remaining placement
capacity under rule 7.1A
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