26 Mar 2010 07:00
25 March 2010
Companies Announcement OfficeAustralian Stock Exchange Limited20 Bond StreetSYDNEY NSW 2000Via E-lodgementAPPENDIX 3B
Please find attached an Appendix 3B
For and on behalf of the board
PETER LANDAUExecutive Director
For further information please contact:
Range ResourcesPeter LandauTel : +61 (8) 8 9488 5220Em: plandau@rangeresources.com.auAustralia LondonPPR Conduit PRDavid Tasker Jonathan CharlesTel: +61 (8) 9388 0944 Tel: + 44 (0) 20 7429 6666Em: david.tasker@ppr.com.au Em: jonathan@conduitpr.comRFC Corporate Finance (Nominated Advisor) Old Park Lane Capital PlcStuart Laing Michael ParnesTel: +61 (8) 9480 2500 Tel: +44 (0) 207 518 2603Range Background
Range Resources is a dual listed oil & gas exploration company with oil & gas interests in the frontier state of Puntland, Somalia, the Republic of Georgia and Texas, USA.
* In Puntland, Range holds a 20% working interest in two licences
encompassing the highly prospective Dharoor and Nugaal valleys with plans
to drill two wells - 65% Operator, in 2010.
* In the Republic of Georgia, Range holds a 50% farm-in interest in onshore
blocks VIa and VIb, covering approx. 7,000sq.km. Currently, Range is
undertaking a 350km 2D seismic program.
* Range holds a 25% interest in the North Chapman Ranch project, Texas. The
project area encompasses approximately 1,680 acres in one of the most
prolific oil and gas producing trends in the State of Texas. Drilling of
the first well has resulted in a commercial discovery with production commencing Jan/Feb 2010. 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 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003.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 Ordinary Fully Paid Shares or to be issued Listed Options (RRSO 5 cents, 31 Dec 2011) Unlisted Options (5 cents, 31 Mar 2015) Unlisted Director Options (10 cents, 31 Dec 2011)
2 Number of +securities issued 40,000,000 Ordinary Fully Paid
or to be issued (if known) or Shares to be issued in a Placement
maximum number which may be to Sophisticated and Institutional
issued Clients of Old Park Lane Capital PLC as approved by shareholders at the Company's General Meeting held on 19 March 2010. 18,845,645 Unlisted Options (5 cents, 31 Mar 2015) to be issued to Old Park Lane Capital PLC as approved by shareholders at the Company's General Meeting held on 19 March 2010. 60,000,000 Unlisted Directors Options (10 cents, 31 Dec 2011) to be issued to the Board of Directors as approved by shareholders at the Company's General Meeting held on 19 March 2010. 6,291 Ordinary Fully Paid Shares to be issued on exercise of listed options (RRSO 5 cents, 31 Dec 2011) 6,000,000 Ordinary Fully Paid Shares and 73,982,857 listed options (RRSO 5 cents, 31 Dec 2011) in consideration for Broker, Facilitation, Financing, Capital Raising and Corporate Advisory Fees. 3 Principal terms of the 40,000,000 Ordinary Fully Paid
+securities (eg, if options, Shares to be issued in a Placement
exercise price and expiry to Sophisticated and Institutional
date; if partly paid Clients of Old Park Lane Capital PLC
+securities, the amount as approved by shareholders at the
outstanding and due dates for Company's General Meeting held on 19
payment; if +convertible March 2010. securities, the conversion price and dates for 18,845,645 Unlisted Options (5 conversion) cents, 31 Mar 2015) to be issued to Old Park Lane Capital PLC as approved by shareholders at the Company's General Meeting held on 19 March 2010. 60,000,000 Unlisted Directors Options (10 cents, 31 Dec 2011) to be issued to the Board of Directors as approved by shareholders at the Company's General Meeting held on 19 March 2010. 6,291 Ordinary Fully Paid Shares to be issued on exercise of listed options (RRSO 5 cents, 31 Dec 2011) 6,000,000 Ordinary Fully Paid Shares and 73,982,857 listed options (RRSO 5 cents, 31 Dec 2011) in consideration for Broker, Facilitation, Financing, Capital Raising and Corporate Advisory Fees.4 Do the +securities rank Yes - Ordinary Fully Paid
equally in all respects from and Listed Options (RRSO, 5 cents 31 Dec 2011)
the date of allotment with an existing +class of quoted No - New Class +securities? Unlisted Options (5 cents, 31 Mar 2015) and Unlisted Director Options (10 cents, 31 Dec 2011) 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 40,000,000 Ordinary consideration Fully Paid Shares to be issued in a Placement to Sophisticated and Institutional Clients of Old Park Lane Capital PLC as approved by shareholders at the Company's General Meeting held on 19 March 2010, raising $2m before costs. Funds raised will be used to assist in operational activities on the Company's Puntland, Georgian and Texan operations, working capital requirements and issue costs. 18,845,645 Unlisted Options (5 cents, 31 Mar 2015) to be issued to Old Park Lane Capital PLC as approved by shareholders at the Company's General Meeting held on 19 March 2010. 60,000,000 Unlisted Directors Options (10 cents, 31 Dec 2011) to be issued to the Board of Directors as approved by shareholders at the Company's General Meeting held on 19 March 2010. 6,291 Ordinary Fully Paid Shares to be issued on exercise of listed options (RRSO 5 cents, 31 Dec 2011) 6,000,000 Ordinary Fully Paid Shares and 73,982,857 listed options (RRSO 5 cents, 31 Dec 2011) in consideration for Broker, Facilitation, Financing, Capital Raising and Corporate Advisory Fees. 6 Purpose of the 40,000,000 Ordinary issue Fully Paid Shares to be issued in a (If issued as Placement to consideration Sophisticated and for the Institutional Clients acquisition of of Old Park Lane assets, Capital PLC as clearly approved by identify those shareholders at the assets) Company's General Meeting held on 19 March 2010, raising $2m before costs. Funds raised will be used to assist in operational activities on the Company's Puntland, Georgian and Texan operations, working capital requirements and issue costs. 18,845,645 Unlisted Options (5 cents, 31 Mar 2015) to be issued to Old Park Lane Capital PLC as approved by shareholders at the Company's General Meeting held on 19 March 2010. 60,000,000 Unlisted Directors Options (10 cents, 31 Dec 2011) to be issued to the Board of Directors as approved by shareholders at the Company's General Meeting held on 19 March 2010. 6,291 Ordinary Fully Paid Shares to be issued on exercise of listed options (RRSO 5 cents, 31 Dec 2011) 6,000,000 Ordinary Fully Paid Shares and 73,982,857 listed options (RRSO 5 cents, 31 Dec 2011) in consideration for Broker, Facilitation, Financing, Capital Raising and Corporate Advisory Fees. 7 Dates of entering 25 March 2010 +securities into uncertificated holdings or despatch of certificates Number +Class 8 Number and +class of 853,583,049 * Ordinary fully paid shares (RRS) all +securities quoted on ASX (including the 64,897,125 Listed Options (RRSOA) securities in clause 2 (A$1.00, 1 October 2010) if applicable) 421,452,742 * Listed Attaching Option (RRSO) ($A0.05, 31 December 2011) * 50m ordinary fully paid shares and 50m listed options RRSO (5 cents, 31December 2011) still to be issued upon milestones in respect to the Georgianacquisition . Number +Class
9 Number and +class of 18,845,645 Unlisted Options (A$0.05, 31 Mar 2015)
all +securities not quoted on ASX
(including the 60,000,000 Unlisted Directors Options (A$0.10, 31 Dec 2011)
securities in clause 2 if applicable) 3,177,029 Unlisted Options (A$0.50, 30 June 2012) 10 Dividend policy (in the Not applicable case of a trust, distribution policy) on the increased capital (interests)
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval N/A required? 12 Is the issue renounceable or N/A non-renounceable? 13 Ratio in which the +securities N/A will be offered 14 +Class of +securities to which N/A the offer relates 15 +Record date to determine N/A entitlements 16 Will holdings on different N/A registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements N/A in relation to fractions 18 Names of countries in which the N/A entity has +security holders who will not be sent new issue 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 of N/A acceptances or renunciations 20 Names of any underwriters N/A 21 Amount of any underwriting fee N/A or commission 22 Names of any brokers to the N/A issue 23 Fee or commission payable to the N/A broker to the issue 24 Amount of any handling fee N/A payable to brokers who lodge acceptances or renunciations on behalf of +security holders 25 If the issue is contingent on N/A +security holders' approval, the date of the meeting 26 Date entitlement and acceptance N/A form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued N/A 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 will begin N/A (if applicable) 29 Date rights trading will end (if N/A applicable) 30 How do +security holders sell N/A their entitlements in full through a broker? 31 How do +security holders sell N/A part of their entitlements through a broker and accept for the balance? 32 How do +security holders dispose N/A of their entitlements (except by sale through a broker)? 33 +Despatch date N/A
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation ofsecurities34 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 date of allotment 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)
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 anyapplications received by us in relation to any +securities to be quoted andthat no-one has any right to return any +securities to be quoted under sections737, 738 or 1016F of the Corporations Act at the time that we request that the+securities be quoted.
• We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the +securities to be quoted, it has been provided 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 ofany claim, action or expense arising from or connected with any breach of thewarranties in this agreement.
4 We give ASX the information and documents required by this form. If any information or document not available now, 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: 25 March 2010Print name: Jane Flegg - Company Secretary
vendor