STA.L Regulatory News (STA)

29 October 2013 The ManagerCompany AnnouncementsAustralian Securities Exchange LimitedLevel 6, 20 Bridge StreetSydney NSW 2000 By e-lodgement ANNUAL REPORT AND NOTICE OF ANNUAL GENERAL MEETING The Company's Annual Report and Notice of Annual General Meeting has now beendespatched to shareholders. Please find attached the Notice of Annual General Meeting as despatched toShareholders. A copy of the full Annual Report and full explanatory statement of the Noticeof Annual General Meeting is available on the company's websitewww.rangeresources.com.au and also the Australian Securities Exchange websitewww.asx.com.au (ASX code: RRS). Range Resources LimitedACn 002 522 009 NOTICE OF ANNUAL GENERAL MEETING TIME: 2.00pm (WST)DATE: Tuesday, 26 November 2013PLACE: The University Club of Western Australia Formal Dining Room Hackett Drive, Crawley, Western Australia This Notice of Meeting should be read in its entirety. If Shareholders arein doubt as to how they should vote, they should seek advice from theirprofessional advisers prior to voting. Should you wish to discuss the matters in this Notice of Meeting please donot hesitate to contact the Company Secretary on +61 8 9488 5220.important information Time and place of Meeting Notice is given that the Meeting will be held at 2.00pm (WST) on Tuesday,26 November 2013 at: The University Club of Western Australia, Formal Dining Room, Hackett Drive,Crawley, Western Australia Your vote is important The business of the Meeting affects your shareholding and your vote isimportant. Voting eligibility The Directors have determined pursuant to Regulation 7.11.37 of theCorporations Regulations 2001 (Cth) that the persons eligible to vote at theMeeting are those who are registered Shareholders at 4.00pm (WST) on24 November 2013. Voting in person To vote in person, attend the Meeting at the time, date and place set outabove. Voting by proxy To vote by proxy, please complete and sign the enclosed Proxy Form and returnby the time and in accordance with the instructions set out on the Proxy Form. In accordance with section 249L of the Corporations Act, Shareholders areadvised that: - each Shareholder has a right to appoint a proxy; - the proxy need not be a Shareholder of the Company; and - a Shareholder who is entitled to cast 2 or more votes may appoint 2 proxiesand may specify the proportion or number of votes each proxy is appointed toexercise. If the member appoints 2 proxies and the appointment does notspecify the proportion or number of the member's votes, then in accordancewith section 249X(3) of the Corporations Act, each proxy may exercise one-halfof the votes. Shareholders and their proxies should be aware that changes to theCorporations Act made in 2011 mean that: - if proxy holders vote, they must cast all directed proxies as directed; and - any directed proxies which are not voted will automatically default to theChair, who must vote the proxies as directed. Further details on these changes are set out below. Proxy vote if appointment specifies way to vote Section 250BB(1) of the Corporations Act provides that an appointment of aproxy may specify the way the proxy is to vote on a particular resolution and,if it does: - the proxy need not vote on a show of hands, but if the proxy does so, theproxy must vote that way (ie as directed); and - if the proxy has 2 or more appointments that specify different ways to voteon the resolution, the proxy must not vote on a show of hands; and - if the proxy is the chair of the meeting at which the resolution is votedon, the proxy must vote on a poll, and must vote that way (ie as directed);and - if the proxy is not the chair, the proxy need not vote on the poll, but ifthe proxy does so, the proxy must vote that way (ie as directed). Transfer of non-chair proxy to chair in certain circumstances Section 250BC of the Corporations Act provides that, if: - an appointment of a proxy specifies the way the proxy is to vote on aparticular resolution at a meeting of the Company's members; and - the appointed proxy is not the chair of the meeting; and - at the meeting, a poll is duly demanded on the resolution; and - either of the following applies: - the proxy is not recorded as attending the meeting; or - the proxy does not vote on the resolution, the chair of the meeting is taken, before voting on the resolution closes, tohave been appointed as the proxy for the purposes of voting on the resolutionat the meeting. BUSINESS OF THE MEETING AGENDA 1. FINANCIAL STATEMENTS AND REPORTS To receive and consider the annual financial report of the Company for thefinancial year ended 30 June 2013 together with the declaration of thedirectors, the director's report, the Remuneration Report and the auditor'sreport. 2. RESOLUTION 1 - ADOPTION OF RENUMERATION REPORT To consider and, if thought fit, to pass, with or without amendment, thefollowing resolution as a non-binding resolution: "That, for the purposes of section 250R(2) of the Corporations Act and for allother purposes, approval is given for the adoption of the Remuneration Reportas contained in the Company's annual financial report for the financial yearended 30 June 2013." Note: the vote on this Resolution is advisory only and does not bind theDirectors or the Company. Voting Prohibition Statement: A vote on this Resolution must not be cast (in any capacity) by or on behalfof either of the following persons: (a) a member of the Key Management Personnel, details of whose remunerationare included in the Remuneration Report; or (b) a Closely Related Party of such a member. However, a person (the voter) described above may cast a vote on thisResolution as a proxy if the vote is not cast on behalf of a person describedabove and either: (a) the voter is appointed as a proxy by writing that specifies the way the proxyis to vote on this Resolution; or (b) the voter is the Chair and the appointment of the Chair as proxy: (i) does not specify the way the proxy is to vote on this Resolution; and (ii) expressly authorises the Chair to exercise the proxy even though this Resolution is connected directly or indirectly with the remuneration of a member of the Key Management Personnel. 3. RESOLUTION 2 - ELECTION OF DIRECTOR - MARCUS EDWARD-JONES To consider and, if thought fit, to pass, with or without amendment, thefollowing resolution as an ordinary resolution: "That, for the purpose of clause 13.2 of the Constitution, ASX Listing Rule14.4 and for all other purposes, Mr Marcus Edward-Jones, a Director, retiresby rotation, and being eligible, is re-elected as a Director." 4. RESOLUTION 3 - RATIFICATION OF PRIOR ISSUE - SHARES To consider and, if thought fit, to pass, with or without amendment, thefollowing resolution as an ordinary resolution: "That, for the purposes of ASX Listing Rule 7.4 and for all other purposes,Shareholders ratify the issue of 53,125,000 Shares on the terms and conditionsset out in the Explanatory Statement." Voting Exclusion: The Company will disregard any votes cast on this Resolutionby a person who participated in the issue and any associates of those persons.However, the Company need not disregard a vote if it is cast by a person as aproxy for a person who is entitled to vote, in accordance with the directionson the Proxy Form, or, it is cast by the person chairing the meeting as proxyfor a person who is entitled to vote, in accordance with a direction on theProxy Form to vote as the proxy decides. 5. RESOLUTION 4 - RATIFICATION OF PRIOR ISSUE UNDER FINANCING AGREEMENTS To consider and, if thought fit, to pass, with or without amendment, thefollowing resolution as an ordinary resolution: "That, for the purposes of ASX Listing Rule 7.4 and for all other purposes,Shareholders ratify the issue of 77,002,322 Shares on the terms and conditionsset out in the Explanatory Statement." Voting Exclusion: The Company will disregard any votes cast on this Resolutionby a person who participated in the issue and any associates of those persons.However, the Company need not disregard a vote if it is cast by a person as aproxy for a person who is entitled to vote, in accordance with the directionson the Proxy Form, or, it is cast by the person chairing the meeting as proxyfor a person who is entitled to vote, in accordance with a direction on theProxy Form to vote as the proxy decides. 6. RESOLUTION 5 - RATIFICATION OF PRIOR ISSUE UNDER LOAN FACILITY To consider and, if thought fit, to pass, with or without amendment, thefollowing resolution as an ordinary resolution: "That, for the purposes of ASX Listing Rule 7.4 and for all other purposes,Shareholders ratify the issue of 90,084,270 Shares and 44,573,892 Options onthe terms and conditions set out in the Explanatory Statement." Voting Exclusion: The Company will disregard any votes cast on this Resolutionby a person who participated in the issue and any associates of those persons.However, the Company need not disregard a vote if it is cast by a person as aproxy for a person who is entitled to vote, in accordance with the directionson the Proxy Form, or, it is cast by the person chairing the meeting as proxyfor a person who is entitled to vote, in accordance with a direction on theProxy Form to vote as the proxy decides. 7. RESOLUTION 6 - PLACEMENT - SHARES To consider and, if thought fit, to pass, with or without amendment, thefollowing resolution as an ordinary resolution: "That, for the purposes of ASX Listing Rule 7.1 and for all other purposes,approval is given for the Company to issue up to that number of Shares, whenmultiplied by the issue price, will raise up to $10,000,000 on the terms andconditions set out in the Explanatory Statement." Voting Exclusion: The Company will disregard any votes cast on this Resolutionby any person who may participate in the proposed issue and a person who mightobtain a benefit, except a benefit solely in the capacity of a holder ofordinary securities, if the Resolution is passed and any associates of thosepersons. However, the Company need not disregard a vote if it is cast by aperson as a proxy for a person who is entitled to vote, in accordance with thedirections on the Proxy Form, or, it is cast by the person chairing themeeting as proxy for a person who is entitled to vote, in accordance with adirection on the Proxy Form to vote as the proxy decides. Issue of Shares Range Resources Limited announces the issue of the following securities: 21,856,214 Ordinary Fully Paid Shares issued in lieu of debt conversion and financing costs 1,111,112 Unlisted Options issued for debt conversion as per agreement (£0.018, 30 September 2016) 694,445 Unlisted Options issued for debt conversion as per agreement (£0.018, 31 October 2016) 2,205,885 Unlisted Options issued for debt conversion as per agreement (£0.017, 31 October 2016) 1,250,000 Unlisted Options issued for debt conversion as per agreement (£0.016, 31 October 2016) 5,666,668 Unlisted Options issued for debt conversion as per agreement (£0.015, 31 October 2016) Application will be made for the 21,856,214 new shares to be admitted totrading on ASX and AIM. Trading in the new shares is expected to commence onor around 4 November 2013. Following the issue of these securities the total number of securities onissue are as follows: 3,170,341,275 Ordinary Fully Paid Shares 70,241,168 Options ($0.05, 31 January 2016) 855,166 Unlisted Options (£0.04p, 30 June 2015) 7,058,824 Unlisted Options (£0.17p, 30 April 2016) 17,921,146 Class B Performance Shares 5,180,000 Unlisted Options (£0.075p, 31 January 2017) 9,000,000 Unlisted Options (£0.125p, 31 March 2015) 15,708,801 Unlisted Options (£0.0615. 19 October 2015) 32,275,862 Unlisted Options (£0.05075, 30 Nov 2015) 5,000,000 Unlisted Options ($0.10, 31 January 2016) 5,000,000 Unlisted Options ($0.06, 10 February 2016) 146,533,850 Unlisted Options (£0.04, 30 April 2016) 5,000,000 Unlisted Options (£0.037, 11 July 2016) 476,190 Unlisted Options (£0.021, 25 July 2016) 952,381 Unlisted Options (£0.021, 29 July 2016) 6,714,284 Unlisted Options (£0.021, 31 August 2016) 9,000,000 Unlisted Options (£0.02, 31 August 2016) 3,947,369 Unlisted Options (£0.19, 30 September 2016) 8,666,670 Unlisted Options (£0.18, 30 September 2016) 694,445 Unlisted Options (£0.018, 31 October 2016) 2,205,885 Unlisted Options (£0.017, 31 October 2016) 1,250,000 Unlisted Options (£0.016, 31 October 2016) 5,666,668 Unlisted Options (£0.015, 31 October 2016) For and on behalf of the Board Yours faithfully Peter LandauExecutive Director Contacts Range Resources Limited PPR (Australia)Peter Landau David TaskerT: +61 (8) 9488 5220 T: +61 (8) 9388 0944E: plandau@rangeresources.com.au E: david.tasker@ppr.com.au GMP Securities Europe LLP RFC Ambrian Limited (Nominated Advisor)(Joint Broker) Stuart LaingRichard Greenfield/Rob Collins/ T: +61 (8) 9480 2500Alexandra CarseT: +44 (0) 207 647 2800 Fox-Davies Capital Limited Old Park Lane Capital (Joint Broker)(Joint Broker) Michael ParnesDaniel Fox-Davies T: +44 (0) 207 493 8188T: +44 (0) 203 463 5000 Dahlman Rose & Company (Principal American Liaison)OTCQX International Market (U.S.)Christopher Weekes/Stephen NashT: +1 (212)-372-5766 Range Background Range Resources Limited is a dual listed (ASX:RRS; AIM:RRL) oil & gasexploration company with oil & gas interests in the frontier state ofPuntland, Somalia, the Republic of Georgia, Texas, USA, Trinidad and Colombia. - In Trinidad Range holds a 100% interest in holding companies with threeonshore production licenses and fully operational drilling subsidiary.Independently assessed Proved (P1) reserves in place of 17.5 MMBO with 25.2MMBO of proved, probable and possible (3P) reserves and an additional 81 MMBOof unrisked prospective resources. - In the Republic of Georgia, Range holds a 45% farm-in interest in onshoreblocks VIa and VIb, covering approx. 7,000sq.km. The Company is focussing on arevised development strategy that will focus on low-cost, shallow appraisaldrilling of the contingent resources around the Tkibuli-Shaori ("Tkibuli")coal deposit, which straddles the central sections of the Company's twoblocks, along with attracting potential farm-in partners across the licenseareas given the recent review performed across the licenses. - In Puntland, Range holds a 20% working interest in two licenses encompassingthe highly prospective Dharoor and Nugaal valleys. The operator and 60%interest holder, Horn Petroleum Corp. (TSXV:HRN) has completed two explorationwells and will continue with a further seismic and well program over the next12-18 months. - Range is earning a 65% (option to move to 75%) interest in highlyprospective licences in the Putumayo Basin in Southern Colombia. The Companywill undertake a 3D seismic program in the near term as part of itsexploration commitments on the Company's Colombian interests. - Range has taken a strategic stake (19.9%) in Citation Resources Limited(ASX: CTR) which holds a 70% interest in Latin American Resources (LAR). LARholds an 80-100% interest in two oil and gas development and explorationblocks in Guatemala with Canadian NI 51-101 certified proved plus probable(2P) reserves of 2.3 MMBBL (100% basis). Range also holds a 20% interest inLAR. Table of Reserves and Resources Detailed below are the estimated reserves for the Range project portfolio. Gross Oil Reserves Range's Net Attributable Project 1P 2P 3P Interest 1P 2P 3P Operator Oil & NGL - mmbbls Trinidad 17.5 20.2 25.2 100% 17.5 20.2 25.2 Range Guatemala * 2.3* * 32% * 0.74* * Latin American ResourcesTotal Oil & 17.5 22.5 25.2 17.5 20.9 25.2Liquids Gas Reserves - Bcf Georgia - CBM - - 508 45% - - 229 Strait Oil & Gas Total Gas - - 508 - - 203Reserves * The reserves estimate for the Guatemalan Blocks in which LAR (and CTR) havean interest in is as reported by CTR. CTR has not reported 1P and 3Pestimates, but Range is seeking such information from CTR for future reportingpurposes. Detailed below are the estimated resources and oil-in-place delineated acrossRange's portfolio of project interests. Gross Oil Resources Net Attributable Range'sProject Low Best/ High Interest Low Best/ High Operator Mean Mean Contingent OilResources - mmbbls Guatemala - 20.1 - 32% - 6.4 - Latin American ResourcesTotal Contingent - 20.1 - - 6.4 -Resources Prospective OilResources - mmbbls Trinidad 8.1 40.5 81.0 100% 8.1 40.5 81.0 Range Total Prospective 8.1 40.5 81.0 8.1 40.5 81.0Resources UndiscoveredOil-In-Place - mmbbls Puntland - 16,000 - 20% - 3,200 - Horn Petroleum Georgia - 403 - 45% - 181 - Strait Oil & Gas Colombia - 7.8 - 65-75% - 5.1-5.8 - Petro CaribbeanUndiscoveredGas-In-Place - Tcf Georgia - - 18.44 - 45% - 8.30 - Strait Oil &Conventional Gas Georgia - CBM - 3.16 - 45% - 1.42 - Strait Oil & GasAll of the technical information, including information in relation toreserves and resources that is contained in this document has been reviewedinternally by the Company's technical consultant, Mr Mark Patterson. MrPatterson is a geophysicist who is a suitably qualified person with over 25years' experience in assessing hydrocarbon reserves and has reviewed therelease and consents to the inclusion of the technical information. The reserves estimate for the Guatemalan Blocks in which LAR (and CTR) have aninterest in is as reported by CTR. CTR has not reported 1P and 3P estimates,but Range is seeking such information from CTR for future reporting purposes. The reserves estimates for the 3 Trinidad blocks and update reserves estimatesfor the North Chapman Ranch Project and East Texas Cotton Valley referredabove have been formulated by Forrest A. Garb & Associates, Inc. (FGA). FGA isan international petroleum engineering and geologic consulting firm staffed byexperienced engineers and geologists. Collectively FGA staff has more than acentury of worldâ€wide experience. FGA have consented in writing to thereference to them in this announcement and to the estimates of oil and naturalgas liquids provided. The definitions for oil and gas reserves are inaccordance with SEC Regulation Sâ€X an in accordance with the guidelines ofthe Society of Petroleum Engineers ("SPE"). The SPE Reserve definitions can befound on the SPE website at spe.org. The prospective resource estimates for the two Dharoor Valley prospects areinternal estimates reported by Africa Oil Corp, the operator of the jointventure, which are based on volumetric and related assessments by Gaffney,Cline & Associates. The TSX certified 51-101 certified reserves with respect to the Guatemalanproject are as reported by ASX listed Company Citation Resources (ASX: CTR). In granting its consent to the public disclosure of this press release withrespect to the Company's Trinidad operations, Petrotrin makes norepresentation or warranty as to the adequacy or accuracy of its contents anddisclaims any liability that may arise because of reliance on it. Reserve information on the Putumayo 1 Well published by Ecopetrol 1987. The technical information included in this Announcement with respect toGeorgia was prepared by Dr. M. Arif Yukler, COO of SOG Georgia. Dr Yukler is ageologist who is a suitably qualified person with more than 38 years ofexperience in the international oil & gas industry, and in assessinghydrocarbon reserves. Dr Yukler has advised companies and government entitiesof all size from small caps to super-majors, as well as state regulatoryauthorities on the management of resources and exploration areas. Dr. Yuklerhas reviewed the release and consents to the inclusion of the technicalinformation with respect to Georgia. SPE Definitions for Proved, Probable, Possible Reserves and ProspectiveResources Proved Reserves are those quantities of petroleum, which by analysis ofgeoscience and engineering data, can be estimated with reasonable certainty tobe commercially recoverable, from a given date forward, from known reservoirsand under defined economic conditions, operating methods, and governmentregulations. Probable Reserves are those additional Reserves which analysis of geoscienceand engineering data indicate are less likely to be recovered than ProvedReserves but more certain to be recovered than Possible Reserves. Possible Reserves are those additional reserves which analysis of geoscienceand engineering data indicate are less likely to be recoverable than ProbableReserves. 1P refers to Proved Reserves, 2P refers to Proved plus Probable Reserves and3P refers to Proved plus Probable plus Possible Reserves. Prospective Resources are those quantities of petroleum estimated, as of agiven date, to be potentially recoverable from undiscovered accumulations byapplication of future development projects. Prospective Resources have both anassociated chance of discovery and a chance of development. ProspectiveResources are further subdivided in accordance with the level of certaintyassociated with recoverable estimates assuming their discovery and developmentand may be sub-classified based on project maturity. Contingent Resources are those quantities of hydrocarbons which are estimated,on a given date, to be potentially recoverable from known accumulations, butwhich are not currently considered to be commercially recoverable. Undiscovered Oil-In-Place is that quantity of oil which is estimated, on agiven date, to be contained in accumulations yet to be discovered. Theestimated potentially recoverable portion of such accumulations is classifiedas Prospective Resources, as defined above.