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TRIANGLE ENERGY (GLOBAL) LIMITED — Capital/Financing Update 2024
Feb 18, 2024
65907_rns_2024-02-18_5480066a-355c-49c0-b5de-04ae30972728.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Announcement Summary
Entity name
TRIANGLE ENERGY (GLOBAL) LIMITED
Announcement Type
New announcement
Date of this announcement
19/2/2024
The Proposed issue is:
A standard pro rata issue (including non-renounceable or renounceable)
Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)
enounceable) |
||
|---|---|---|
| Maximum Number of | ||
| ASX +security code | +Security description | +securities to be issued |
| TEGO | OPTION EXPIRING 30-JUN-2025 | 47,398,406 |
| TEG | ORDINARY FULLY PAID | 94,796,812 |
Ex date
5/3/2024
+Record date
6/3/2024
Offer closing date
25/3/2024
Issue date 26/3/2024
Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Part 1 - Entity and announcement details
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1.1 Name of +Entity
TRIANGLE ENERGY (GLOBAL) LIMITED
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
ABN
Registration Number
52110411428
1.3 ASX issuer code
TEG
1.4 The announcement is
New announcement
1.5 Date of this announcement
19/2/2024
1.6 The Proposed issue is:
A standard +pro rata issue (non-renounceable or renounceable)
1.6a The proposed standard +pro rata issue is:
- Non-renounceable
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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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
TEG : 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? Yes No
Details of +securities proposed to be issued
ASX +security code and description
TEG : ORDINARY FULLY PAID
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)
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 1 17
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions of 0.5 or more rounded up 94,796,812 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 0.01600
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?
Yes
Describe the limits on over-subscription
The Entitlement Offer will include a shortfall facility under which eligible shareholders who take up their full entitlements will be invited to apply for additional shares in the Entitlement Offer (Shortfall Facility).
Will a scale back be applied if the offer is over-subscribed?
Yes
Describe the scale back arrangements
Additional shares will only be available where there is a shortfall between the applications received from eligible shareholders and the number of New Shares proposed to be issued under the Entitlement Offer. There is no guarantee that applicants under the Shortfall Facility will receive all or any of the shares they apply for under the Shortfall Facility.
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Attaching +Security
Is the proposed attaching 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
Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX)
Details of attaching +securities proposed to be issued ASX +security code and description
TEGO : OPTION EXPIRING 30-JUN-2025
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Offer ratio (ratio of attaching securities at which the new +securities will be issued)
| The quantity of attaching +securities to be issued | For a given quantity of the new +securities issued |
|---|---|
| 1 | 2 |
| What will be done with fractional entitlements? | Maximum number of +securities proposed to be issued |
| Fractions of 0.5 or more rounded up | (subject to rounding) |
| 47,398,406 | |
| Offer price details for retail security holders | |
| In what currency will the offer be made? | What is the offer price per +security for the retail offer? |
| AUD 0.00000 |
AUD - Australian Dollar
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
The Entitlement Offer will include a shortfall facility under which eligible shareholders who take up their full entitlements will be invited to apply for additional shares in the Entitlement Offer (Shortfall Facility).
Will a scale back be applied if the offer is over-subscribed?
Yes
Describe the scale back arrangements
Additional shares will only be available where there is a shortfall between the applications received from eligible shareholders and the number of New Shares proposed to be issued under the Entitlement Offer. There is no guarantee that applicants under the Shortfall Facility will receive all or any of the shares they apply for under the Shortfall Facility.
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Part 3C - Timetable
3C.1 +Record date
6/3/2024
3C.2 Ex date
5/3/2024
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Appendix 3B - Proposed issue of securities
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3C.4 Record date 6/3/2024
3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue
8/3/2024
3C.6 Offer closing date 25/3/2024
3C.7 Last day to extend the offer closing date
20/3/2024
3C.9 Trading in new +securities commences on a deferred settlement basis 26/3/2024
3C.11 +Issue date and last day for entity to announce results of +pro rata issue
26/3/2024
3C.12 Date trading starts on a normal T+2 basis
27/3/2024
3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis
2/4/2024
Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? Yes
3E.1a Who is the lead manager/broker?
Euroz Hartleys Limited.
3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
The Lead Manager will be paid a fee of 6%, exclusive of GST, of the proceeds raised under the Placement and Entitlement Offer announced on 19 February 2024. In addition, the Lead Manager will be issued 1 unlisted broker option for every 4 new shares issued pursuant to the Placement (subject to shareholder approvals). Each broker option will have an exercise price of $0.024 each and expiring 3 years from the date of issue.
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 Only as noted above.
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Appendix 3B - Proposed issue of securities
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
Funds raised under the Placement will be applied against the exploration and drilling of Triangle's Perth Basin assets (L7 and EP437) and for general working capital purposes.
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
All countries with the exception 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
www.triangleenergy.com.au
3F.7 Any other information the entity wishes to provide about the proposed issue
Refer to ASX announcement released earlier today.
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)? No
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 cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
Appendix 3B - Proposed issue of securities
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