88 Energy Limited Rights Issue Notice (0596D)
05 October 2018 - 4:00PM
UK Regulatory
TIDM88E
RNS Number : 0596D
88 Energy Limited
05 October 2018
5(th) October 2018
88 ENERGY LIMITED
RIGHTS ISSUE
NOTICE UNDER SECTION 708AA(2)(f) OF THE CORPORATIONS ACT
This notice is given by 88 Energy Limited ("the Company") under
section 708AA(2)(f) of the Corporations Act 2001 (Cth)
(Corporations Act) as modified by ASIC Corporations
(Non-Traditional Rights Issues) Instrument 2016/84 (Instrument
2016/84). References in this notice to the Corporations Act are
references to the Corporations Act as modified or amended by
Instrument 2016/84.
Further to the announcement dated 3(rd) October 2018, the
Company is offering eligible shareholders the opportunity to
acquire additional fully paid ordinary shares in the capital of the
Company (Shares) via a pro rata non-renounceable rights issue
(Rights Issue) on the basis of one (1) fully paid ordinary share in
the capital of the Company (New Shares) for every seven (7) Shares
held at at 7.00 p.m. (AEDT) in respect of ordinary shareholders and
6.00 p.m. (London Time) in respect of depositary interest holders
on the record date of 10(th) October 2018 to raise approximately
$14.33m / GBP7.96m before costs.
The Company intends to use the funds from the Rights Issue to
for potential production testing at the Winx-1 exploration well,
possible cost overruns associated with the drilling of Winx-1,
lease rentals and interest costs to maintain assets in good
standing, ongoing geological and geophysical work and working
capital and general administration.
New Shares under the Rights Issue will be offered at an issue
price of $0.018 / GBP0.01 per share. Based on the capital structure
(and assuming no convertible securities are converted into Shares
prior to the record date for the Rights Issue) the maximum number
of New Shares which may be issued under the Rights Issue is
795,884,235 Shares. The Rights Issue will not be underwritten.
The Company reserves the right to undertake a placing to
institutional investors of any Shortfall Shares.
An offer document relating to the Rights Issue (Offer Document)
will be mailed to eligible shareholders together with a
personalised Entitlement and Acceptance Form in accordance with the
timetable set out in the Offer Document and in the announcement
released by the Company on 3(rd) October 2018.
The Company hereby gives notice under section 708AA(2)(f) of the
Corporations Act that:
1.1.1 the Company will offer the Shares under the Rights Issue
for issue without disclosure to investors under Part 6D.2 of the
Act,;
1.1.2 the Company is providing this notice under section 708AA(2)(f) of the Corporations Act;
1.1.3 at the date of this notice, the Company has complied with:
(i) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and
(ii) section 674 of the Corporations Act as it applies to the Company;
1.1.4 at the date of this notice, there is no information that
is "excluded information" within the meaning of section 708AA(8)
and section 708AA(9) of the Corporations Act; and
1.1.5 the potential effect that the issue of the Shares under
the Rights Issue will have on the control of the Company is as
follows:
(a) if all eligible shareholders take up their entitlements
under the Rights Issue, the issue of Shares under the Rights Issue
will have no effect on the control of the Company as at the Record
Date and all shareholders will hold the same percentage interest in
the Company, subject only to changes resulting from ineligible
shareholders being unable to participate in the Rights Issue;
(b) in the more likely event that there is a shortfall, eligible
shareholders who do not subscribe for their full entitlement of
Shares under the Rights Issue and ineligible shareholders unable to
participate in the Rights Issue will be diluted relative to those
shareholders who subscribe for some or all of their entitlement;
and
(c) In the event there is a shortfall, eligible shareholders of
the Company will be given first opportunity to apply for additional
shortfall shares on a pro-rata basis calaculated using the number
of shares held as at the close of the offer period (Shortfall
Offer). The Company will ensure that no person will be issued,
through participation in the Shortfall Offer, Shares if such issue
will result in their voting power in the Company exceeding 19.9%.
Having regard to the number of Shares to be issued under the Rights
Issue, even if a substantial shortfall eventuated, the Company does
not anticipate that any participant in the Shortfall Offer would be
in a position to exercise any substantive control in the Company.
The Company reserves the right to place any shortfall shares that
are not taken up by existing shareholders.
Further details of the Rights Issue, including how to apply for
entitlement and shortfall shares, will be set out in an Offer
Document to be dated 5(th) October 2018, which will be lodged with
ASX and AIM and sent to all shareholders as per the timetable
contained in the announcement dated 3(rd) October 2018. The Offer
Document can be viewed at the link below:
http://www.rns-pdf.londonstockexchange.com/rns/0596D_1-2018-10-4.pdf
Media and Investor Relations:
88 Energy Ltd
Dave Wall, Managing Director Tel: +61 8 9485 0990
Email: admin@88energy.com
Finlay Thomson, Investor Relations Tel: +44 7976 248471
Hartleys Ltd
Dale Bryan Tel: + 61 8 9268 2829
Cenkos Securities Tel: + 44 131 220 6939
Neil McDonald/Derrick Lee
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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