Notice

Cooper Energy Limited - Accelerated Non-Renounceable Entitlement Offer

What's this about:
  • ASX Market
  • Trading
  • Compliance
  • Other
  • Equities
  • Accelerated Non-renounceable Entitlement Offer
Notice reference number: 0334.17.03
Date published: 29/03/17
Effective as of: 29/03/17
Last updated: 29/03/17

On 29 March 2017, Cooper Energy Limited (ASX Code: COE) (Company) announced a fully underwritten equity raising of approximately $151 million comprises the following:

  • An institutional placement of 150 million new fully paid ordinary shares at an issue price of $0.315 to raise approximately $47 million (“Institutional Placement”).
  •  1 for 2 accelerated pro-rata non-renounceable entitlement offer at an issue price of $0.315 per new share to raise approximately $104 million (“Entitlement Offer”).

The Entitlement Offer has the following two components.

  • An institutional entitlement offer, where offers have been made to qualifying institutional securityholders for them to apply for their pro-rata entitlement (“Institutional Entitlement Offer”). 

  • A retail entitlement offer, where offers will be made to qualifying retail securityholders for them to apply for their pro-rata entitlement (“Retail Entitlement Offer”).

New shares issued will rank equally in all respects with existing shares from the date of issue.

Entitlements not taken up under the Institutional Entitlement Offer will be offered to eligible institutional investors concurrently with the Institutional Entitlement Offer and Institutional Placement.

The anticipated timetable in relation to the Entitlement Offer is set out below.

Timing

Event

Wednesday, 29 March

Request for trading halt on ASX

Wednesday, 29 March

Announce Accelerated Non-Renounceable Entitlement Offer and Placement

 

Release investor presentation, capital raising announcement, cleansing notice under section 708AA(2)(f) of the Corporations Act and Appendix 3B to ASX

Wednesday, 29 March

Institutional Entitlement Offer opens

Thursday, 30 March

Institutional Entitlement Offer closes

Friday, 31 March

Announce final issue price and/or final issue ratio if not known on announcement date

Friday, 31 March

Announce results of Institutional Entitlement Offer

 

Release Retail Entitlement Offer Booklet

Friday, 31 March

Trading halt lifted

 

Shares trade ex-entitlement

Friday, 31 March

Record date for entitlements

Wednesday, 5 April

Retail Entitlement Offer Booklet dispatched with personalised entitlement and acceptance forms to eligible retail shareholders

 

Announce dispatch of Retail Entitlement Offer Booklet to ASX

 

Retail Entitlement Offer opens

Friday, 7 April

Provide ASX with issue date and number of shares for which quotation is sought, and a statement setting out the issued capital following the issue under the Institutional Entitlement Offer and Placement

 

Release updated Appendix 3B (if required)

Friday, 7 April

 

DvP settlement of Institutional Entitlement Offer and Placement

Monday, 10 April

Issue and quotation of shares issued under Institutional Entitlement Offer and Placement

Monday, 10 April

Release announcement setting out Listing Rule 7.1A.4(b) and 3.10.5A in respect of Placement shares issued under Listing Rule 7.1A

 

Release cleansing notice under section 708A(5)(e)

 

Provide ASX with a document setting out information required by Listing Rule 7.1A.4(a) in respect of Placement shares issued under Listing Rule 7.1A (not for release to market)

Tuesday, 18 April

Last day to extend closing date of Retail Entitlement Offer

Friday, 21 April

Retail Entitlement Offer closes (unless extended)

Thursday, 27 April

Announce results of Retail Entitlement Offer

Monday, 1 May

Provide ASX with issue date and number of shares for which quotation is sought, and a statement setting out the issued capital following the issue under the Retail Entitlement Offer

 

Issue shares under Retail Entitlement Offer and advise ASX that entry of shares into a certificated subregister or an uncertificated subregister (as applicable) has occurred

 

Release updated Appendix 3B (if required)

Tuesday, 2 May

Quotation of shares under Retail Entitlement Offer

Wednesday, 3 May

Dispatch holding statements to retail shareholders

 

Settlement issues

Despite the fact that securities are trading ‘ex entitlement’ on ASX Trade, CHESS will not recognise for settlement purposes the ‘ex entitlement’ or the ‘cum entitlement’ tag on CHESS messages and CHESS will not maintain cum balances during the deemed ‘CHESS ex-period’, i.e. the period commencing on the deemed CHESS ex-date up to and including the record date. However, a record date cum balance will be available the business day following the record date, which will be equal to the registered holding balance at CHESS end of day on the record date. As a result any transfer that occurs prior to record date will be effectively transferred on a ‘cum entitlement’ basis.

Therefore, Participants must ensure that any transfer, including the priming of Broker Entrepot Accounts, is conducted in accordance with the basis of quote. For example, a transfer in relation to a transaction conducted on an ‘ex entitlement’ basis should ordinarily only occur post record date.

CHESS will perform automatic diary adjustments to ‘cum entitlement’ settlement obligations outstanding as at the record date.

Trading issues

ASX will not price a ‘cum entitlement’ market with respect to trading in the Company’s securities. Persons who acquire the Company’s securities after the commencement of the trading halt on Wednesday, 29 March 2017 are not entitled to participate in the Entitlement Offer.

 

What do I need to do by when?

For further details, please refer to the Company’s announcements on Wednesday, 29 March 2017.

Need more information?

For further information regarding the Retail Entitlement Offer, please contact the Cooper Energy Shareholder Information Line on 1300 655 248 (local call cost within Australia) or +61 3 9415 4887 (from outside Australia) at any time between 8.30am and 5.00pm (Sydney time), Monday to Friday.

Issued by

Joshua Strutt, Listings Compliance

Contact information

Joshua Strutt
+61 (02)  9227 0000
info@asx.com.au

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