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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Berkeley Energia Limited | LSE:BKY | London | Ordinary Share | AU000000BKY0 | ORD NPV (DI) |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.25 | 1.33% | 19.00 | 18.00 | 20.00 | 19.00 | 18.75 | 18.75 | 36,720 | 11:00:07 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Gold Ores | 0 | -1.37M | -0.0031 | -116.13 | 160.49M |
From Apr 2019 to Apr 2024
TIDMBKY
RNS Number : 4189E
Berkeley Energia Limited
09 February 2018
BERKELEY ENERGIA LIMITED
AIM RELEASE | 9 FEBRUARY 2018 | AIM: BKY
Issue of performance rights and Appendix 3B
The Company today issued 36,000 Performance Rights to key employees and consultants 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 info@berkeleyenergia.com Director and CEO WH Ireland Limited (Nominated Adviser) +44 20 7220 1683 Tim Feather, Director Jessica Cave, Assistant Director Alex Bond, Executive Peel Hunt LLP (Joint Broker) +44 20 7418 8900 Ross Allister Chris Burrows
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).
Hot Features
Premium
1 +Class of +securities Performance share rights
issued or to be
issued
Number of +securities
issued or to be
issued (if known)
or maximum number
2 which may be issued 36,000
3 Principal terms Performance share rights
of the +securities which do not have an
(e.g. if options, exercise price but are
exercise price subject to various performance
and expiry date; conditions (including,
if partly paid Finance Review, Project
+securities, the Construction and Production
amount outstanding Milestones) to be satisfied
and due dates prior to the relevant
for payment; if expiry dates between
+convertible securities, 31 December 2018 and
the conversion 31 December 2019
price and dates
for conversion)
----------------------------------
4 Do the +securities No - not listed
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
----------------------------------
5 Issue price or Nil - see below
consideration
----------------------------------
Purpose of the Employee share rights
issue granted to key employees
6 (If issued as and consultants in accordance
consideration with the Berkeley Energia
for the acquisition Performance Rights Plan.
of assets, clearly
identify those
assets)
-----------------------------------------------------------
Is the entity Yes
an +eligible entity
6a 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
-----------------------------------------------------------
The date the security 28 November 2017
holder resolution
6b under rule 7.1A
was passed
-----------------------------------------------------------
Number of +securities Nil
issued without
6c security holder
approval under
rule 7.1
-----------------------------------------------------------
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 in rule
6f 7.2 36,000
-----------------------------------------------------------
If +securities Not applicable
issued under rule
6g 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.
-----------------------------------------------------------
If +securities Not applicable
were issued under
6h rule 7.1A for
non-cash consideration,
state date on
which valuation
of consideration
was released to
ASX Market Announcements
-----------------------------------------------------------
Calculate the Rule 7.1 - 38,129,052
entity's remaining Rule 7.1A - 25,444,998
6i issue capacity
under rule 7.1
and rule 7.1A
- complete Annexure
1 and release
to ASX Market
Announcements
-----------------------------------------------------------
7 +Issue dates 9 February 2018
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) 254,534,420 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
Options exercisable
at GBP0.40 each
on or before
30 June 2018
Options exercisable
at GBP0.20 each
on or before
30 June 2019
Performance
Share Rights
subject to various
performance
conditions to
be satisfied
prior to relevant
milestones or
expiry dates
3,500,000 between 31 December
2018 and 31
December 2019
150,000 Convertible
loan note with
a principal
amount of US$65
150,000 million, convertible
into 100,880,000
ordinary shares
at a conversion
200,000 price of GBP0.50
per share expiring
30 November
2021
3,500,000
Options exercisable
at GBP0.60 each,
vesting on conversion
8,646,000 of the Convertible
Loan Note and
expiring the
earlier of 12
months after
vesting or on
30 November
2022
100,880,000
Options exercisable
at GBP0.75 each,
vesting on conversion
of the Convertible
Loan Note and
expiring the
earlier of 18
10,088,625 months after
vesting or on
30 May 2023
Options exercisable
at GBP1.00 each,
vesting on conversion
15,132,937 of the Convertible
Number and +class Loan Note and
of all +securities expiring the
not quoted on earlier of 24
ASX (including months after
the +securities vesting or on
in section 2 if 30 November
9 applicable) 25,221,562 2023.
-------------------------------- -------------------------
10 Dividend policy Not applicable
(in 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 Not applicable
the +securities
will be offered
14 +Class of +securities Not applicable
to which the offer
relates
---------------
15 +Record date to Not applicable
determine entitlements
---------------
16 Will holdings Not applicable
on different 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 Not applicable
receipt of acceptances
or renunciations
---------------
20 Names of any underwriters Not applicable
---------------
21 Amount of any Not applicable
underwriting fee
or commission
---------------
22 Names of any brokers Not applicable
to the issue
---------------
23 Fee or commission Not applicable
payable to the
broker to the
issue
---------------
24 Amount of any Not applicable
handling fee payable
to brokers who
lodge acceptances
or renunciations
on behalf of security
holders
---------------
25 If the issue is Not applicable
contingent on
security holders'
approval, the
date of the meeting
---------------
26 Date entitlement Not applicable
and acceptance
form and offer
documents will
be sent to persons
entitled
---------------
27 If the entity Not applicable
has issued 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 Not applicable
holders sell their
entitlements in
full through a
broker?
---------------
31 How do security Not applicable
holders sell part
of their entitlements
through a broker
and accept for
the balance?
---------------
32 How do security Not applicable
holders 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) +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.
[lodged electronically without signature]
Sign here: ............................................................ Date: 9 February 2018
(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 254,489,976
-------------------------------------------------------------- --------------------------
Add the following:
* Number of fully paid +ordinary securities issued in Nil
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 Nil
of fully paid +ordinary
securities cancelled
during that 12 month
period
-------------------------------------------------------------- --------------------------
"A" 254,489,976
-------------------------------------------------------------- --------------------------
Step 2: Calculate 15% of "A"
------------------------------------------------------------------------------------------
"B" 0.15
[Note: this value cannot
be changed]
-------------------------------------------------------------- --------------------------
Multiply "A" by 0.15 38,173,496
-------------------------------------------------------------- --------------------------
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 22,222 (26 May 2017)
not counting those 22,222 (3 November
issued: 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" 44,444
-------------------------------------------------------------- --------------------------
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 38,173,496
-------------------------------------------------------------- --------------------------
Subtract "C"
Note: number must
be same as shown in
Step 3 44,444
-------------------------------------------------------------- --------------------------
Total ["A" x 0.15] 38,129,052
- "C" [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] 25,444,998
- "E" Note: this is the remaining
placement capacity
under rule 7.1A
-------------------------------------------------------------- -----------------------------
This information is provided by RNS
The company news service from the London Stock Exchange
END
IOEEASANELFPEEF
(END) Dow Jones Newswires
February 09, 2018 02:00 ET (07:00 GMT)
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