Letter to Shareholders
21 January 2010
Companies Announcement Office
Australian Stock Exchange Limited
20 Bond Street
SYDNEY NSW 2000
Via E-lodgement
LETTER TO SHAREHOLDERS
Please find attached letter as dispatched to shareholders.
DI holders on AIM register will receive a similar letter with appropriate
instructions from Computershare UK.
For and on behalf of the board
PETER LANDAU
Executive Director
For further information please contact:
Range Resources
Peter Landau
Tel : +61 (8) 8 9488 5220
Em: plandau@rangeresources.com.au
Australia London
PPR Conduit PR
David Tasker Jonathan Charles
Tel: +61 (8) 9388 0944 Tel: + 44 (0) 20 7429 6666
Em: david.tasker@ppr.com.au Em: jonathan@conduitpr.com
RFC Corporate Finance (Nominated Advisor) Old Park Lane Capital Plc
Stuart Laing Michael Parnes
Tel: +61 (8) 9480 2500 Tel: +44 (0) 207 518 2603
Range Background
Range Resources is a dual listed (ASX: RRS; AIM: RRL) oil & gas exploration
company with oil & gas interests in the frontier state of Puntland, Somalia,
the Republic of Georgia and Texas, USA.
* In Puntland, Range holds a 20% working interest in two licences
encompassing the highly prospective Dharoor and Nugaal valleys with plans
to drill two wells (TSXV:AOI) - 65% Operator, in 2010.
* In the Republic of Georgia, Range holds a 50% farm-in interest in onshore
blocks VIa and VIb, covering approx. 7,000sq.km. Currently, Range is
undertaking a 350km 2D seismic program.
* Range holds a 25% interest in the North Chapman Ranch project, Texas. The
project area encompasses approximately 1,680 acres in one of the most
prolific oil and gas producing trends in the State of Texas. Drilling of
the first well has resulted in a commercial discovery with production
commencing Jan/Feb 2010.
21 January 2010
Dear Shareholder
Non-Renounceable Rights Issue
On 19 January 2010, Range Resources Ltd (the "Company") confirmed the details
of a non-renounceable entitlement issue ("Rights Issue") to all of the
Company's shareholders ("Shareholders") on the basis of 1 ordinary fully paid
share ("New Share") for every 4 ordinary fully paid shares in the capital of
the Company ("Shares") held as at 5:00pm (WDST) on 29 January 2010 (the "Record
Date").
The subscription price for each New Share shall be 5 cents ($0.05).
Approximately $7,579,766 will be raised by the Rights Issue before expenses
(based on the current capital structure of the Company). The Company has lodged
a prospectus with the Australian Securities and Investments Commission in
relation to the Rights Issue (Prospectus).
The maximum number of New Shares which may be issued under the Rights Issue is
151,595,332 New Shares. All of the New Shares issued will rank equally with the
Shares on issue at the date of the Prospectus.
Any New Shares not taken up by Shareholders will form the shortfall ("Shortfall
"). However, Shareholders should note that unless the Company has received
commitments, to its satisfaction, for the entire Shortfall by the closing date
for the Rights Issue, the Rights Issue will not proceed and no New Shares will
be issued and the Company will return all application monies to Applicants in
accordance with the Corporations Act.
No action has been taken to register or qualify the New Shares the subject of
the Rights Issue or otherwise permit a public offering of the New Shares the
subject of the Rights Issue in any jurisdiction outside Australia. It is the
responsibility of applicants outside Australia to obtain all necessary
approvals for the allotment and issue of the New Shares pursuant to the
Prospectus.
The return of a completed Entitlement and Acceptance Form by an applicant with
a registered address outside Australia will be taken by the Company to
constitute a representation and warranty by the applicant that all applicable
securities laws have been complied with and that any necessary advice and
approvals have been obtained.
Following the completion of the Rights Issue, the capital structure of the
Company will be as follows (assuming full subscription and no existing options
are exercised prior to the Record Date):
Number Class
757,976,657 Listed Shares
64,901,186 Listed options ($1.00; 1 October 2010)
340,505,105 Listed Options ($0.05; 31 December 2011)
3,177,029 Unlisted options ($0.50; 30 June 2012)
The proceeds from the Rights Issue shall be used by the Company as follows:
Proceeds of the Offer $
Satisfaction of Company's joint venture obligations in 3,000,000
relation to the Puntland Projects including drilling
site assessment and preparation, rig design,
identification and mobilisation, other pre-drilling
costs and commencement of drilling
Completion of acquisition and interpretation of seismic 2,000,000
data and other exploration costs in relation to the
Georgian Projects
Tie-in costs for Smith No 1 well, development costs for 1,500,000
second well and general exploration and development
costs in relation to the Texas Projects
Working Capital 668,609
Expenses of the Offer1 411,157
Total 7,579,766
The proposed timetable for the Rights Issue is as follows:
Event Date *
Announcement of Rights Issue and Appendix 3B 19 January 2010
Prospectus lodged with ASX and ASIC 19 January 2010
Notice sent to Shareholders 21 January 2010
Ex Date 22 January 2010
(date from which securities commence trading without the
entitlement to participate in the Rights Issue)
Record Date 29 January 2010
(date for determining entitlements of eligible
Shareholders to participate in the Rights Issue)
Prospectus Despatched to Shareholders 1 February 2010
(expected date of despatch of Prospectus, Entitlement
and Acceptance Forms)
Rights Issue Offer Opens 15 February 2010
Closing Date* (5:00pm WDST) 15 February 2010
Securities quoted on a deferred settlement basis 16 February 2010
Notify ASX of under subscriptions 18 February 2010
Allotment Date** 23 February 2010
Despatch Holding Statements** 23 February 2010
* These dates are determined based upon the current expectations of the
Directors and may be changed with 6 Business Days prior notice.
** Indicative dates only.
The Prospectus together with a personalised Entitlement and Acceptance Form
will be sent to eligible Shareholders on the date set out in the timetable
above. Instructions on how and when to apply under the Rights Issue are set out
in the Prospectus. The Prospectus is an important document and should be read
in its entirety before deciding whether to accept an entitlement. If after
reading the Prospectus you have any questions you should consult your
stockbroker, accountant or other professional adviser.
The Prospectus has also been lodged with ASX and is available on the ASX
website at www.asx.com.au and on the Company's website at
www.rangeresources.com.au.
There is also provision to apply for further New Shares in addition to your
entitlement as some entitlements may not be taken up, thereby creating a
shortfall. The Company reserves the right, within 3 months after the Closing
Date under the Rights Issue, to allot any issue any shortfall to eligible
Shareholders and non-Shareholders at the discretion of the Directors.
However, Shareholders should note that unless the Company has received
commitments, to its satisfaction, by the Closing Date for the entire shortfall,
the Rights Issue will not proceed and no New Shares will be issued and the
Company will return all application monies to applicants in accordance with the
Corporations Act.
If you have any questions regarding your rights, or the mailing of the
Prospectus and the accompanying Entitlement and Acceptance Form, please contact
the Company Secretary on (08) 9488 5220.
Yours faithfully
Peter Landau
Executive Director