RNS Number : 3374P
Range Resources Limited
31 August 2017
 

 

Appendix 3B

 

Following review of the Company’s records, it was noted that Appendix 3B for the US$20 million Convertible Note issue, which was announced on 31 October 2016 and approved by shareholders at the General Meeting on 7 February 2017, was not lodged within the required period.

 

In relation to the late lodgement of this Appendix 3B, please note the following:

 

The late lodgement is due to administrative oversight by the Company.

 

Range believes it has adequate arrangements in place to lodge Appendix 3B immediately following the issue of securities to meet its disclosure obligations under listing rule 3.10.5. The Company will ensure that all future disclosures of this nature are made within the required timeframes. 

 

 

 

 

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

Range Resources Limited

 

ABN

88 002 522 009

 

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

 

Convertible notes ('Notes')

 

 

 

2

Number of +securities issued or to be issued (if known) or maximum number which may be issued

 

20,000,000

 

 

 

3

Principal terms of the +securities (e.g. 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)

Key terms of the Notes are:

·     Maturity date: 28 November 2019

·     Interest: 8% per annum, payable annually in arrears

·     Conversion price: £0.0088 per fully paid ordinary share ('Share')

·     Conversion: at any time, in a minimum amount of US$10,000,000

·     Repayment: bullet at maturity date

·     Unsecured

 

 

 

 

 

 

 

4

Do the +securities 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

No - the Notes do not carry any rights to dividends or other distributions of the Company.

 

Shares issued on conversion of the Notes will rank equally with all other Shares on issue.

 

 

 

 

 

5

Issue price or consideration

 

£0.0088 per Note (conversion price)

 

 

 

 

 

 

6

Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

 

 

 

 

 

 

The proceeds from this convertible note will be utilised solely to replace a portion of the outstanding payable balance due to LandOcean Energy Services Co., Ltd under the terms of the Integrated Master Services Agreement.

 

 

 

 

 

 

6a

Is the entity an +eligible 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

Yes

 

 

 

 

 

 

6b

The date the security holder resolution under rule 7.1A was passed

7 February 2017

 

 

 

 

 

 

6c

Number of +securities issued without security holder approval under rule 7.1

Nil

 

 

 

 

 

 

6d

Number of +securities issued with security holder approval under rule 7.1A

Nil

 

 

 

 

 

 

6e

Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

 

Nil

 

 

 

 

 

 

6f

Number of +securities issued under an exception in rule 7.2

Nil

 

 

 

 

 

 

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.

Nil

 

 

 

 

 

 

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

Nil

 

 

 

 

 

 

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

Refer Annexure 1

 

 

 

 

7

+Issue dates

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.

28 November 2016

 

 

 

 

 

Number

+Class

8

Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)

 

 

 

7,595,830,782

Ordinary Fully Paid Shares

           

 

 

 

 

 

 

Number

+Class

9

Number and +class of all +securities not quoted on ASX (including the +securities in section 2 if applicable)

 

 

 

20,000,000

 

 

7,500,000

 

 

31,000,000

 

 

1,000,000

 

 

161,472,247

 

118,729,593

 

14,000,000

 

 

194,585,862

 

 

172,557,274

 

 

100,500,000

 

Convertible Notes (£0.0088, 28 November 2019)

Unlisted Options (£0.03, 9 September 2017)

Unlisted Options (£0.01203, 15 October 2017)

Unlisted Options ($0.05, 31 January 2018)

Unlisted Options (£0.01, 14 July 2018)

Unlisted Options (£0.02, 14 July 2018)

Unlisted Options (£0.01, 31 August 2018)

Unlisted Options (£0.01, 3 September 2019)

Unlisted Options (£0.02, 3 September 2019)

Unlisted Options (£0.01, 30 March 2020)

 

 

 

10

Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Not applicable

 

 

Part 2 ‑ Pro rata issue

 

11

Is security holder approval required?

 

Not applicable

 

 

 

12

Is the issue renounceable or non-renounceable?

Not applicable

 

 

 

13

Ratio in which the +securities will be offered

Not applicable

 

 

 

14

+Class of +securities to which the offer relates

Not applicable

 

 

 

15

+Record date to determine entitlements

Not applicable

 

 

 

 

16

Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

Not applicable

 

 

 

17

Policy for deciding entitlements in relation to fractions

 

Not applicable

 

 

 

18

Names of countries 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.

Not applicable

 

 

 

19

Closing date for receipt of acceptances or renunciations

Not applicable

 

 

 

 

20

Names of any underwriters

 

 

Not applicable

 

 

 

21

Amount of any underwriting fee or commission

Not applicable

 

 

 

22

Names of any brokers to the issue

 

 

Not applicable

 

 

 

23

Fee or commission payable to the broker to the issue

Not applicable

 

 

 

24

Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders

Not applicable

 

 

 

25

If the issue is contingent on security holders' approval, the date of the meeting

Not applicable

 

 

 

26

Date entitlement and acceptance form and offer documents will be sent to persons entitled

Not applicable

 

 

 

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

Not applicable

 

 

 

28

Date rights trading will begin (if applicable)

Not applicable

 

 

 

29

Date rights trading will end (if applicable)

 

 

Not applicable

 

 

 

30

How do security holders sell their entitlements in full through a broker?

Not applicable

 

 

 

31

How do security holders sell part of their entitlements through a broker and accept for the balance?

Not applicable

 

 

 

 

 

32

How do security holders dispose of their entitlements (except by sale through a broker)?

Not applicable

 

 

 

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)

 

+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

 

 

 

 

 

 

 

39

+Class of +securities for which quotation is sought

 

 

 

 

 

 

 

40

Do the +securities 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 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)

 

 

 

7,595,830,782

 

Ordinary Fully Paid Shares

 

 

         

 

 

 

 

 

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: 29 August 2017

                                      (Director/Company secretary)

 

 

Print name:              Nick Beattie

 

== == == == ==

 

 

Appendix 3B - Annexure 1

 

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12  Amended 04/03/13

 

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 the +issue date or date of agreement to issue

7,589,790,100

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

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"

7,589,790,100

 

 

Step 2: Calculate 15% of "A"

"B"

0.15

[Note: this value cannot be changed]

Multiply "A" by 0.15

1,138,468,515

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

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

 

 

 

6,040,682

"C"

6,040,682

Step 4: Subtract "C" from ["A" x "B"] to calculate remaining placement capacity under rule 7.1

"A" x 0.15

Note: number must be same as shown in Step 2

1,138,468,515

Subtract "C"

Note: number must be same as shown in Step 3

6,040,682

Total ["A" x 0.15] - "C"

1,132,427,833

[Note: this is the remaining placement capacity under rule 7.1]

 

 

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

Not applicable

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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