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BPH ENERGY LTD — Capital/Financing Update 2023
May 14, 2023
64555_rns_2023-05-14_0c050202-7a66-4ee6-a2d9-3d0cb3046317.pdf
Capital/Financing Update
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Proposed issue of securities
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Update Summary
Entity name
BPH ENERGY LTD
Announcement Type
Update to previous announcement
Date of this announcement
15/5/2023
Reason for update to a previous announcement
Applications have not yet been reconciled sufficiently to issue the securities. The revised issue date of the securities proposed to be 16 May 2023.
Refer to next page for full details of the announcement
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Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
BPH ENERGY LTD
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type Registration Number ABN 41095912002
1.3 ASX issuer code
BPH
1.4 The announcement is
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Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
Applications have not yet been reconciled sufficiently to issue the securities. The revised issue date of the securities proposed to be 16 May 2023.
1.4b Date of previous announcement to this update
24/3/2023
1.5 Date of this announcement
15/5/2023
1.6 The Proposed issue is:
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A standard +pro rata issue (non-renounceable or renounceable) A placement or other type of issue
1.6a The proposed standard +pro rata issue is:
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- Non-renounceable
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Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No
Part 3B - Offer details
Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued
ASX +security code and description
BPH : ORDINARY FULLY PAID
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? No No
Details of +securities proposed to be issued
ASX +security code and description
BPHOB : OPTION EXPIRING 30-SEP-2024
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)
The quantity of additional +securities For a given quantity of +securities to be issued held
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What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded up to the next 109,699,865 whole number
Offer price details for retail security holders
In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.00400
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?
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Yes
Describe the limits on over-subscription
Any Entitlement not taken up pursuant to the Offer will form the Shortfall Offer. Shareholders will be permitted to apply for shares in the Shortfall Offer
Will a scale back be applied if the offer is over-subscribed?
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Yes
Describe the scale back arrangements
Set out in the Loyalty Options Prospectus dated 24 March 2023
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
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Yes
Part 3C - Timetable
3C.1 +Record date
30/3/2023
3C.2 Ex date
29/3/2023
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3C.4 Record date 30/3/2023
3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 4/4/2023
3C.6 Offer closing date 10/5/2023
3C.7 Last day to extend the offer closing date
5/5/2023
3C.9 Trading in new +securities commences on a deferred settlement basis 11/5/2023
3C.11 +Issue date and last day for entity to announce results of +pro rata issue 16/5/2023
3C.12 Date trading starts on a normal T+2 basis 17/5/2023
3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 19/5/2023
Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? No
3E.2 Is the proposed offer to be underwritten? No
3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No
3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
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Part 3F - Further Information
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3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
Funding for exploration and development of the Company's existing oil and gas investments, general working capital and expenses of the Offer 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No
3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue
Outside of Australia and New Zealand
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities No
3F.6 URL on the entity's website where investors can download information about the proposed issue
3F.7 Any other information the entity wishes to provide about the proposed issue
3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes
3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a +disclosure document or +PDS for the +securities proposed to be issued
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Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? No
Part 7B - Issue details
Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? Existing class
Details of +securities proposed to be issued
ASX +security code and description BPHOB : OPTION EXPIRING 30-SEP-2024 Number of +securities proposed to be issued 414,600 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Yes In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 0.00400
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
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Part 7C - Timetable
7C.1 Proposed +issue date
16/5/2023
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No
7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes
7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?
414,600
7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue? No
7E.2 Is the proposed issue to be underwritten? No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
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Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
Funding for exploration and development of the Company's existing oil and gas investments, general working capital and expenses of the Offer
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No
7F.2 Any other information the entity wishes to provide about the proposed issue
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a +disclosure document or +PDS for the +securities proposed to be issued
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