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RANGE INTERNATIONAL LIMITED Capital/Financing Update 2016

Jul 20, 2016

65662_rns_2016-07-20_0e21f907-4dd7-4f12-a634-6bd3cf064b4b.pdf

Capital/Financing Update

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==> picture [200 x 59] intentionally omitted <==

21 July 2016

Pre-quotation Disclosure Announcement

Range International Limited completes IPO and ASX Listing

Range International Limited (ACN 611 998 200) ( Company ) has successfully completed the issue of fully paid ordinary shares in the Company ( Shares ) under the initial public offering ( Offer ) described in its Prospectus dated 14 June 2016 ( Prospectus ).

The following information is given for release to the market in connection with the commencement of official quotation of the Company's Shares on the Australian Securities Exchange.

Close of the Offer and issue of Shares

The Company confirms that the Offer has closed and it has completed the issue of 50,000,000 Shares at an issue price of $1.00.

The Company has received cleared funds for the issue price of every Share issued under the Offer.

Following completion of the Offer, the Company has 150,000,000 Shares on issue. The Company confirms that at the time of admission to the official list of ASX it will have a free float of at least 20%.

Despatch of holding statements and refund of application monies

The Company confirms that CHESS transaction confirmation statements and issuer sponsored holding statements, which state the number of Shares issued to each successful applicant under the Offer, were despatched on 19 July 2016.

It is the responsibility of each applicant under the Offer to confirm their holding before trading in Shares. Applicants who sell Shares before they receive an initial holding statement do so at their own risk.

Any applicable refund monies were also dispatched.

Shares subject to voluntary escrow arrangements

The Company confirms that 100,000,000 Shares are subject to voluntary escrow arrangements. These Shares will be escrowed as follows:

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Period of restriction
commencing on the date of
admission to the official list of
ASX
Number of Existing Shares
subject to voluntary escrow
restrictions (including shares
subject to mandatory escrow
restrictions)
Etonhurst Capital Limited
(controlled by Stewart Hall)
24 months 7,897,838
Matthew Darby 24 months 18,598,899
Bill Koeck 24 months 66,055
Existing Shareholders which hold
more than 1% of the Existing
Shares
12 months 43,873,302
All other Existing Shareholders 6 months 29,563,906
TOTAL 100,000,000

Shares subject to ASX restrictions and the restriction period applied to those securities

Number of shares Number of options
24 months from the date of official
quotation of the securities
48,124,809 4,712,698
12 months from the date of issue 17,359,788 N/A
TOTAL 65,484,597 4,712,698

Issue of Options under Option Plan

The Company has completed the issue of the unquoted options contemplated in the Company's prospectus. Accordingly the Company has the following Options on issue:

Holder Relationship with Entity Number of securities held
Stewart Hall Executive Chairman 1,413,448
Matthew Darby Executive Director 1,413,448
Lars Amstrup Managing Director 1,635,802
Tier
2
Participants
(other
executives/employees)
Unrelated
employees/executives
2,169,462
Bill Koeck Non-executive Director 125,000
Mark Daniel Non-executive Director 125,000
TOTAL OPTIONS 6,882,160

Completion of Re-domicile from the Commonwealth of Dominica

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The "re-domicile" was completed on 21 June 2016. The Company is now registered under the Corporations Act 2001(Cth).

Completion of the Restructure

The Restructure under which the Company acquired all outstanding shares in Range International Holdings Limited was completed on 21 June 2016.

Completion of the New Zealand Sale and Purchase Agreement

The acquisition of goodwill and intellectual property from Range Industries Limited (and its subsidiaries) was completed on 7 June 2016.

ASX Corporate Governance Council – Corporate Governance Principles and Recommendations

The Company will separately disclose the extent to which it will follow, as at the date of its admission to the official list, the recommendations set by the ASX Corporate Governance Council.

Other pre-quotation disclosures

The following documents have been released on the ASX Market Announcements Platform today:

  • a distribution schedule of the shareholders of the Company following completion of the Offer;

  • a statement setting out the names of the Company's 20 largest shareholders following completion of the Offer;

  • the Company's Appendix 1A ASX Listing Application and Agreement and Information Form and Checklist ;

  • the Prospectus;

  • the Company's Constitution;

  • copies of the audited financial statements for Range International Holdings Limited for the financial years ended 31 December 2013, 31 December 2014 and 31 December 2015.

  • the full terms and conditions of the Option Plan Rules relating to the Company's Option Plan; and

  • the Company's Securities Trading Policy .

Stewart Hall Executive Chairman, Range International Limited

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