IVK Investika Di

RNS Number:3126J
Investika Ltd
06 December 2007

6 December 2007

                                 INVESTIKA LTD

                         ("Investika" or "the Company")


Issue of Convertible Notes/ Notice of EGM

On 28 September 2007 the Company announced to the Stock Exchanges on which its
securities are quoted that it intended to raise up to AUS$10million by means of
unsecured convertible notes ("Notes") having a term of four years and bearing
interest at 9.5% p.a. The Company has now confirmed the terms of the Notes and
seeks shareholder approval for their issue.

The Main terms of the Convertible Note are:

*  The Notes are unsecured, transferable and can be converted by the Note
   holder at any time on or after the second anniversary of issue up to the 
   fourth anniversary of issue upon which they will automatically convert.

*  The Notes must be converted into fully paid ordinary shares in the Company at 
   a price per share which will be the lower of AUS$5.50 or 80% of the
   weighted average market price at the conversion date.

*  The Notes are interest bearing at 9.5% p.a. until conversion and interest is 
   payable quarterly. The Company shall have the option with the consent of the 
   Note Holder to issue shares in lieu of interest  at a price of 90% of the 
   weighted average market price of the Company shares during the 5 days
   prior to a relevant interest payment date.

*  Prior to the second anniversary of issue should the Company issue shares for  
   cash at less than AUS$5.50 the amount of AUS$5.50 referred to above shall be 
   reduced by an amount D in accordance with the formula:


     D = (S / T) x (AUS$5.50 - A)

     Where:

     D   =   discount to be deducted from the amount of AUS$5.50

     S   =   number of Shares issued by the Company for cash consideration 
             between the Issue Date and the second anniversary of the Issue
             Date at a price less than AUS $5.50.

     T   =   the total number of Shares on issue immediately before Conversion.

     A   =   the weighted average price of those Shares issued for cash
             consideration of less than AUS$5.50 per share between the Issue 
             Date and the second anniversary of the Issue Date.


The Notes will be placed, not later than 30 days after the date of the EGM, with
sophisticated, professional investors and the proceeds received will be applied
towards completing a bankable feasibility study on the Las Pascualas copper
project in Chile, in which the Company has a significant interest. The Notes
will not be quoted on a Stock Exchange.


The Note issue is not underwritten but Mr. C. Kyriakou (a Director of the
Company) through a company, Capma Pty Ltd ("Capma"), has undertaken to take up a
minimum of 32.6% of the issue. Capma may take up amounts of this Note above the
32.6%. Mr. Kyriakou has an interest by virtue of the fact that he is a
beneficiary of a discretionary trust which wholly-owns Capma.


If Capma invests the minimum of 32.6% of the AUS$10 million then Mr. Kyriakou
will increase his interests in Investika to 28.58%, however if Capma takes up
more than 32.6% of the Note issue then his interests in Investika will increase
further than 28.58%.


Related Party Transaction


The issue of convertible notes to Capma is a related party transaction under the
AIM Rules.


The Directors, other than Mr. Kyriakou, consider, having consulted with its
Nominated Adviser, that the terms of the transaction are fair and reasonable
insofar as its shareholders are concerned.

If the Resolution is passed to issue the Note, the Directors will endeavour to
have the Note issue fully underwritten but it may be that satisfactory terms
cannot be agreed, in which event the underwriting will not occur.

Under the requirements of the Corporations Act and the ASX Listing Rules, it is
required that an Independent Expert furnish a report and such report is attached
on the Company's website at www.investika.com.

The Independent Expert's Report should be read in its totality but, in summary,
the Independent Expert finds that the Proposed Transaction is fair and
reasonable to the Non-Associated Shareholders.





Notice of EGM

The Company has today sent shareholders a form of proxy and notice convening an
Extraordinary General Meeting ("EGM") to be held at 10.00 a.m. on 10 January
2008, at Suite 107, 109 Pitt Street, Sydney


This notice is also displayed on the Company's website at www.investika.com.


Resolutions of the EGM:

Resolution 1. Approval of Issue of Convertible Notes and conversion to Shares
Resolution 2. Ratification of Prior Issue
Resolution 3. Ratification of Prior Issue
Resolution 4. AIM Rules - consent to investing strategy
Resolution 5. Placement Approval





Enquiries to:

Chrisilios Kyriakou, Chief Executive Officer

Investika Ltd

Telephone: 020 7514 1480

James Joyce/ Sarang Shah

WH Ireland Limited

Telephone: 020 7220 1666




                      This information is provided by RNS
            The company news service from the London Stock Exchange
END

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