TIDMBKY
RNS Number : 3277G
Berkeley Energia Limited
26 May 2017
BERKELEY ENERGIA LIMITED
AIM RELEASE | 26 MAY 2017 | AIM: BKY
Issue of shares and Appendix 3B
Berkeley Energia Limited (Company) announces it has issued
22,222 fully paid ordinary shares.
Application has been made to the London Stock Exchange for the
new ordinary shares, which rank pari passu with the Company's
existing issued ordinary shares, to be admitted to trading on AIM
(as depository interests). Dealings are expected to commence on or
around 1 June 2017 (Admission). The shares have been issued to a
key consultant as part of their service fees.
The Company's issued ordinary share capital following Admission
is 254,512,198 ordinary shares.
The above figure of 254,512,198 ordinary shares may be used by
shareholders 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 share capital of the Company,
under the FCA's Disclosure and Transparency Rules.
The Company today also issued 400,000 Performance Rights to key
employees and contractors pursuant to the Company's shareholder
approved Performance Rights Plan.
For further information please contact:
Berkeley Energia Limited +44 20 3903 1930
Paul Atherley, Managing Director info@berkeleyenergia.com
Hugo Schumann, Corporate Manager
Peel Hunt LLP (Joint Broker) +44 20 7418 8900
Matthew Armitt
Ross Allister
Chris Burrows
WH Ireland Limited (Nominated
Adviser) +44 20 7220 1666
Paul Shackleton
Nick Prowting
Jay Ashfield
Buchanan +44 207 466 5000
Bobby Morse, Senior Partner BKY@buchanan.uk.com
Anna Michniewicz, Account Director
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
Berkeley Energia Limited
-------------------------
ABN
40 052 468 569
---------------
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) Performance share rights
2 Number of +securities a) 22,222
issued or to be issued b) 400,000
(if known) or maximum
number which may be
issued
3 Principal terms of a) Ordinary fully paid shares
the +securities (e.g. b) Performance share rights
if options, exercise which do not have an exercise
price and expiry date; price but are subject to various
if partly paid +securities, performance conditions (including,
the amount outstanding Finance Review, Project Construction
and due dates for and Production Milestones) to
payment; if +convertible be satisfied prior to the relevant
securities, the conversion expiry dates between 31 December
price and dates for 2018 and 31 December 2019
conversion)
--------------------------------------------
4 Do the +securities a) Yes
rank equally in all b) No - not listed
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
--------------------------------------------
5 Issue price or consideration a) Equivalent of GBP0.45 per
share
b) Nil - see below
--------------------------------------------
Purpose of the issue Issue of shares and performance
(If issued as consideration share rights to key employees
6 for the acquisition and contractors of the Company
of assets, clearly
identify those assets)
-------------------------------------------------
Is the entity an +eligible Yes
entity that has obtained
6a 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 22 November 2016
holder resolution
6b under rule 7.1A was
passed
-------------------------------------------------
Number of +securities
issued without security
holder approval under
6c rule 7.1 22,222
-------------------------------------------------
Number of +securities Nil
issued with security
6d holder approval under
rule 7.1A
-------------------------------------------------
Number of +securities Nil
issued with security
6e 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 7.2 400,000
-------------------------------------------------
If +securities issued Not applicable
under rule 7.1A, was
6g 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
issued under rule
6h 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 - 38,105,274
remaining issue capacity
under rule 7.1 and
rule 7.1A - complete
Annexure 1 and release
to ASX Market Announcements
7.1A - 25,444,998
6i
-------------------------------------------------
7 +Issue dates 23 December 2016
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) 254,512,198 Ordinary shares
-------------------- ---------------------------
Number +Class
-------------- ------------------------------
Options exercisable
at GBP0.15 each on
or before 30 June 2018
Options exercisable
at GBP0.25 each on
or before 30 June 2018
Options exercisable
at GBP0.30 each on
or before 30 June 2018
3,500,000 Options exercisable
at GBP0.40 each on
or before 30 June 2018
150,000
Options exercisable
at GBP0.20 each on
150,000 or before 30 June 2019
Performance Share Rights
200,000 subject to various
performance conditions
Number and +class to be satisfied prior
of all +securities 3,500,000 to relevant milestones
not quoted on ASX or expiry dates between
(including the +securities 31 December 2018 and
9 in section 2 if applicable) 8,610,000 31 December 2019
-------------- ------------------------------
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:
26 May 2017
(Director/Company secretary)
Print name: Dylan Browne
== == == == ==
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 193,323,023
-------------------------------------------------------------- --------------------------------
Add the following:
* Number of fully paid +ordinary securities issued in 5,000,000 (17 June 2016)
that 12 month period under an exception in rule 7.2 2,345,000 (29 July 2016)
35,712,381 (9 November 2016)
17,869,572 (16 December 2016)
* Number of fully paid +ordinary securities issued in 200,000 (23 December 2016)
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 Nil
paid +ordinary securities
cancelled during that 12
month period
-------------------------------------------------------------- --------------------------------
"A" 254,449,976
-------------------------------------------------------------- --------------------------------
Step 2: Calculate 15% of "A"
------------------------------------------------------------------------------------------------
"B" 0.15
[Note: this value cannot be
changed]
-------------------------------------------------------------- --------------------------------
Multiply "A" by 0.15 38,167,496
-------------------------------------------------------------- --------------------------------
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 40,000 (28 September 2016)
issued: 22,222 (26 May 2017)
* 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
-------------------------------------------------------------- --------------------------------
"C" 62,222
-------------------------------------------------------------- --------------------------------
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 38,167,496
-------------------------------------------------------------- --------------------------------
Subtract "C"
Note: number must be same
as shown in Step 3 62,222
-------------------------------------------------------------- --------------------------------
Total ["A" x 0.15] - "C" 38,105,274
[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
1 254,449,976
-------------------------------------------------------------- -------------------------------
Step 2: Calculate 10% of "A"
-----------------------------------------------------------------------------------------------
"D" 0.10
Note: this value cannot be
changed
-------------------------------------------------------------- -------------------------------
Multiply "A" by 0.10 25,444,998
-------------------------------------------------------------- -------------------------------
Step 3: Calculate "E", the amount of placement capacity
under rule 7.1A that has already been used
-----------------------------------------------------------------------------------------------
Insert number of +equity Nil
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" Nil
-------------------------------------------------------------- -------------------------------
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 25,444,998
-------------------------------------------------------------- -------------------------------
Subtract "E" Nil
Note: number must be same
as shown in Step 3
-------------------------------------------------------------- -------------------------------
Total ["A" x 0.10] - "E" 25,444,998
Note: this is the remaining
placement capacity under rule
7.1A
-------------------------------------------------------------- -------------------------------
26 May 2017
NOTICE UNDER SECTION 708A
Berkeley Energia Limited ("the Company") has today issued 22,222
fully paid ordinary shares. The issued shares are part of a class
of securities quoted on Australian Securities Exchange ("ASX").
The Company hereby notifies ASX under paragraph 708A(5)(e) of
the Corporations Act 2001 (Cwth)(the "Act") that:
1. the Company issued the securities without disclosure to investors under Part 6D.2 of the Act;
2. as at the date of this notice, the Company has complied with
the provisions of Chapter 2M of the Act as they apply to the
Company, and section 674 of the Act; and
3. as at the date of this notice, there is no information that
is "excluded information" within the meaning of sections 708A(7)
and (8) of the Act.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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