Chatham Rock Phosphate shareholders unanimously approve share issues

Special Meeting Result

Chatham Rock Phosphate Limited (NZX: CRP) advises that all resolutions before the Special Meeting today have been passed and it has issued new ordinary shares to Subsea Investments II, LLC (Subsea), Boskalis Offshore B.V. (Boskalis), and the Directors of CRP in lieu of directors’ fees.

Issue of shares to Subsea

CRP has today issued 16,867,592 shares to Subsea at an issue price of $0.20 per share.

In April 2012, the Company entered into a convertible loan agreement (CLA) with Subsea.  Under the CLA, Subsea had advanced and was owed NZ$3,373,518.37 (Balance).

At the special meeting held today, the Board of CRP sought and obtained shareholder approval in accordance with Rule 7(d) of the Takeovers Code to convert the Balance to ordinary shares.  Accordingly, in satisfaction of the Balance, CRP has issued 16,867,592 shares to Subsea at a conversion price of $0.20 per share.

This issue increased Subsea’s shareholding in the Company to 28.8%.

Issue of shares to Boskalis

CRP has today issued 10,595,638 shares to Boskalis at an issue price of $0...22 per share.

In July 2012, CRP entered into an investment agreement with Boskalis Offshore B.V. (Boskalis). Where, subject to shareholder approval, shares are to be issued to Boskalis so that it has a 19.99% shareholding in the Company.

At the special meeting held today shareholder approval was obtained.  Accordingly, CRP has issued 10,595,638 shares to Boskalis at an issue price of $0.22 per share.

This issue increased Boskalis’ shareholding in the Company to 19.99%...

Issue of Shares to Directors in lieu of Fees

CRP also advises that it has today issued 120,688 ordinary shares under NZAX Listing Rule 7.3.7 to its directors at an issue price of $0.232 per share in satisfaction of directors’ fees owing to 30 September 2012.

 Full particulars of today's share allotments follows below.

 
Chris Castle
Managing Director
Email: chris@crpl.co.nz

  Class of  security:  Ordinary shares  
  ISIN:  NZWENE0003S0
  Number  issued:  27,583,918 ordinary  shares
  Issue  price:  16,867,592 ordinary shares at  $0.20 per ordinary share 10,595,638 ordinary shares at  $0.22 per ordinary share 120,688 ordinary shares at $0.232  per ordinary share
  Payment in  cash:  Yes  
  Fully  paid:  Yes  
  Percentage of  class:  27.75%
  Purpose of the  issue:  For working capital purposes,   in payment of fees under a contract  for services, and in lieu of payment of directors’  fees
  Authority for the issue:    Board resolutions and shareholder  resolutions
 Date of issue:    24 September  2012
  Total number of securities on  issue following allotments:  126,960,444 ordinary  shares