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RENT.COM.AU LIMITED Capital/Financing Update 2013

Jun 27, 2013

65722_rns_2013-06-27_d69569a1-dcda-4a9b-9ccb-fde9a5250c7e.pdf

Capital/Financing Update

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28 June 2013

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Dear Optionholder

Notice to Optionholders of Renounceable Pro Rata Rights Issue

We write to you as the registered holder of Select Exploration Limited ( “Select” or the “Company” ) options as at today’s date.

As advised in the Company’s ASX announcement dated 21 June 2013 and as detailed by the Company in the prospectus lodged by the Company with ASIC and ASX on 26 July 2013, Select is undertaking a renounceable pro-rata rights issue to Eligible Shareholders of ordinary fully paid shares in the Company (“ Shares ”) at an issue price of $0.01 per Share on the basis of two (2) Shares for every one (1) Share held at the Record Date (“ Rights Issue ” or “ Offer ”).

Where the determination of the entitlement of any Eligible Shareholder results in a fraction of a Share, such fraction will be rounded down to the nearest whole Share.

A prospectus in relation to the Offer was lodged with ASIC and ASX on 26 June 2013 (“ Prospectus ”) and is available on the Company’s ASX platform at the ASX website (www.asx.com.au).

The purpose of the Offer is to strengthen the Company’s balance sheet position whilst enabling the Company to continue to work toward its stated objectives as more specifically detailed in the Prospectus.

Select currently has the following Shares, options and performance shares on issue:

  • (a) 41,554,537 Shares

  • (b) 3,018,785 listed Options ($0.20, 31 July 2013)

  • (c) 27,443,886 listed Options ($0.35, 30 September 2015)

  • (d) 3,850,000 unlisted Options ($0.36, 30 June 2016)

  • (e) 50,000,000 Performance Shares

On the basis that no options are exercised, or other securities converted prior to the Record Date, the Offer is for 83,109,074 ordinary fully paid Shares. The offer will raise up to $831,090 (before payment of the costs associated with the Offer). Funds raised from the Offer will be used as detailed in the Prospectus.

The Record Date to determine entitlements for Eligible Shareholders is 5 July 2013 (“ Record Date ”).

Eligible Shareholders are those persons who:

  • (a) are registered as a holder of Shares as at 5.00pm (WST time) on the Record Date; and (b) have a registered address in Australia, New Zealand , the Republic of Mauritius, Ireland, the Cayman Islands, the United Arab Emirates, Panama, the United Kingdom, India and Seychelles (together the Eligible Countries ). The Offer is not being extended to any Shareholder whose registered address is outside the Eligible Countries.

Shareholders not satisfying the above criteria will not be eligible to participate in the Offer.

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The Offer is renounceable and is not underwritten. In the event that not all Eligible Shareholders accept their full entitlements under the Offer, the directors of Select reserve the right, subject to any restrictions imposed by the Corporations Act 2001 and the Listing Rules, to issue any shortfall Shares at their sole discretion. The final amount raised by the Offer will be determined by the amount of Shareholders who participate in the Offer and the ability of Directors to place the shortfall Shares. Application has been made to ASX for official quotation of the Shares.

A copy of the prospectus will be sent to Eligible Shareholders on 8 July 2013. Rights trading commences on the ASX on 1 July 2013 and ceases at the close of trading on the ASX on 15 July 2013.

The Company does not currently have a dividend policy, and no dividends have been paid by the Company since it was listed on ASX. No Shareholder approval is required for the Offer.

The proposed timetable of the Offer is as follows:

proposed timetable of the Offer is as follows:
Lodgement of Prospectus with ASIC and provision of copies to ASX
Appendix 3Bgiven to ASX
26 June 2013
Appendix 3B notice sent to eligible shareholders 28 June 2013
ExistingSharesquoted on an "ex" basis and rights tradingstarts 1 July2013
Record Date 5 July2013
Prospectus and Entitlement and Acceptance Form sent to Eligible
Shareholders
8 July 2013
Rights tradingends 15 July2013
Sharesquoted on a deferred basis 16 July2013
Closing Date* 5.00pm (WST) on
22 July2013
ASX notified of under subscriptions 25 July2013
Anticipated date for issue of the Shares** 30 July2013
  • Subject to the Listing Rules, the Directors reserve the right to extend the Closing Date for the Offer. Any extension of the Closing Date will have a consequential effect on the anticipated date for allotment and issue of the Shares.

** Indicative date only.

Under the terms of the options you currently hold, there is no entitlement to participate in the Offer unless you exercise your options, and are entered into the register as a Shareholder of the Company on or before the Record Date.

If you wish to participate in the Offer, you need to exercise your options so that you are registered as a Shareholder of the Company at 5.00pm (WST) on the Record Date. A notice of exercise of options and payment of the exercise price of the options should be lodged with the Company’s Share Registry, Security Transfer Registrars, with sufficient time to ensure that you are registered as a Shareholder of the Company by the Record Date.

If you do not wish to participate in the Offer, you do not need to take any action. This letter is to inform you of the Offer. You are not required to do anything in respect to this letter.

The directors of Select recommend that if you are in doubt as to the value of the Offer then you should contact your financial advisor.

For further information on the Offer:

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  • (a) see the Company’s Prospectus lodged with ASIC and ASX on 26 June 2013, and available at www.asx.com.au; or

  • (b) contact the Company Secretary on +61 8 9322 7600 between 8.30am and 5.00pm (WST) Monday to Friday.

Yours Sincerely

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Ian Macliver Chairman