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HYTERRA LTD — Capital/Financing Update 2012
Feb 14, 2012
65084_rns_2012-02-14_25e06c06-0a47-430b-8b48-addfc457b8f4.pdf
Capital/Financing Update
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15 February 2012
The Manager Company Announcements Office Australian Securities Exchange Ltd 4th Floor, 20 Bridge Street SYDNEY NSW 2000
APPOINTMENT OF PAUL UNDERWOOD & CAPITAL RAISING
The Board of Tango Petroleum Limited (ASX Code: TNP, “Tango” or the “Company”) is pleased to advise that Mr Paul Underwood has been appointed as Executive Chairman of the Company effective 14 February 2012.
Mr Underwood has 30 years experience in the upstream oil and gas sector. He is the former founding Managing Director and Chief Executive Officer of Tap Oil Limited, a position he held for eleven years. Mr Underwood presided over Tap Oil during its progression from an unlisted junior start up company into a significant participant in the oil and gas sector with a market capitalisation of several hundred million dollars.
Mr Underwood is also a Non Executive Director of Western Power, a Western Australian state owned electricity utility, a position he has held for approximately three years.
The Board of Tango look forward to Mr Underwood commencing this new role and adding value for shareholders via his extensive contact network within the oil and gas sector and the investment community.
Mr Mathew Walker will vacate his position as Executive Chairman and hand over executive responsibilities of the Company to Mr Underwood but will remain as a Director of the Company until 30 June 2012. Mr Tim Johnston has resigned from the Board effective 14 February 2012.
Mr Underwood’s remuneration includes a modest salary of $100,000 per annum plus statutory superannuation contributions and an option package comprising 60 million options subject to the vesting conditions set out below:
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Class A - 15,000,000 options exercisable at 3 cents vesting immediately;
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• Class B - 15,000,000 options exercisable at 3 cents vesting on completion of a capital raising by the Company of not less than $2,000,000;
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Class C – 15,000,000 options exercisable at 4 cents vesting if TNP shares trade at a VWAP of 5 cents or above on the ASX for 10 consecutive trading days;
Office - Suite 9, 1200 Hay Street, West Perth WA 6005 Postal - PO Box 281, West Perth WA 6872 Ph: 08 6460 4960 Fax: 08 9324 3045 Web: www.tangopetroleum.com.au ABN – 68 116 829 675
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Class D – 15,000,000 options exercisable at 4 cents vesting if TNP shares trade at a VWAP of 8 cents or above on the ASX for 10 consecutive trading days;
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All options have a 4 year expiry term and their issue is subject to shareholder approval.
The fact that Mr Underwood has accepted a majority performance based Executive package with consideration dependent on substantial share price appreciation is considered a major positive by the Board of his appointment.
Mr Underwood said “I am very enthusiastic at the prospect of sourcing new projects for Tango and delivering significant long term value to the shareholders”.
Mr Walker said “Paul Underwood has an extensive amount of oil and gas and corporate experience and had an excellent track record of delivering shareholder value during his tenure at Tap Oil. I look forward to working with him in establishing a new strategy for the Company and securing new business opportunities for Tango. We are excited to have him on board”.
Capital Raising
The Company has also agreed (subject to shareholder approval) to place 10,000,000 ordinary shares to Mr Underwood at an issue price of $0.01 per share to raise $100,000. This is the same issue price as the recent Entitlement Issue. The funds raised from this share issue will be used for working capital.
The Company has also agreed to place the shortfall of the recent Entitlement Issue at $0.01 to clients of Forrest Capital.
A Notice of Meeting seeking shareholder approval for the issue of shares and options to Mr Underwood will be lodged as soon as is practicable.
The existing Directors of the Company have given irrevocable undertakings to appoint Mr Underwood as proxy to exercise all the voting rights associated with their holdings at the proposed shareholder meeting.
Yours faithfully,
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Mathew Walker Director
For further information please contact:
James Robinson, Company Secretary, Tango Petroleum Limited: Ph + 61 8 6460 4960
Office - Suite 9, 1200 Hay Street, West Perth WA 6005 Postal - PO Box 281, West Perth WA 6872 Ph: 08 6460 4960 Fax: 08 9324 3045 Web: www.tangopetroleum.com.au ABN – 68 116 829 675