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Resource Generation Limited - Appendix 3b: New Issue Announcement, Application For Quotation Of Additional Securities, And Agreement

Release Date: 22/10/2013 09:00:00      Code(s): RSG     
Resource Generation Limited
Registered in Australia under the Corporations Act, 2001 (Cth) with
registration number ACN: 059 950 337
ISIN: AU000000RES1
Share Code on the ASX: RES
Share Code on the JSE: RSG
("Resgen" or the ?Company?)


Appendix 3B

New issue announcement, 
application for quotation of additional securities 
and agreement

Quote
Information or documents not available now must be given to ASX as soon as available.  Information and documents given to ASX become ASXs property and may be made public.
Introduced 1/7/96.  Origin: Appendix 5.  Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.


Name of entity
Resource Generation Limited

ABN
91 059 950 337

We (the entity) give ASX the following information.


Part 1  All issues
You must complete the relevant sections (attach sheets if there is not enough space).

1
+Class of +securities issued or to be issued

Ordinary Fully Paid shares




2
Number  of +securities issued or to be issued (if known) or maximum number which may be issued

237,161,400 Ordinary Fully Paid shares which is the entire shortfall under the entitlement offer announced to the ASX on 28 June 2013 (Entitlement Offer)



3
Principal terms of the +securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)
Ordinary Fully Paid shares





4
Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

If the additional securities do not rank equally, please state:
* the date from which they do
* the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
* the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
Yes, the shares will rank equally with the ordinary shares currently on issue.




5
Issue price or consideration
$0.22 per share.  




6
Purpose of the issue
(If issued as consideration for the acquisition of assets, clearly identify those assets)

Cash will be utilised in providing funding primarily for the construction of the Boikarabelo coal mine in the Waterberg region of South Africa and also to provide funding for working capital.




7
Dates of entering +securities into uncertificated holdings or despatch of certificates
On or about 22 October 2013.



Number
+Class
8
Number and +class of all +securities quoted on ASX (including the securities in clause 2 if applicable)
569,396,004 
Ordinary




Number
+Class
9
Number and +class of all +securities not quoted on ASX (including the securities in clause 2 if applicable)
1,875,000


50 cent unquoted options expiring on 13 March 2014




10
Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)
Not applicable

Part 2  Bonus issue or pro rata issue

11
Is security holder approval required?
For Part 2 information refer Appendix 3B lodged on 28 June 2013



12
Is the issue renounceable or non-renounceable?




13
Ratio in which the +securities will be offered




14
+Class of +securities to which the offer relates




15
+Record date to determine entitlements




16
Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?




17
Policy for deciding entitlements in relation to fractions




18
Names of countries in which the entity has +security holders who will not be sent new issue documents
Note: Security holders must be told how their entitlements are to be dealt with.
Cross reference: rule 7.7.




19
Closing date for receipt of acceptances or renunciations




20
Names of any underwriters




21
Amount of any underwriting fee or commission




22
Names of any brokers to the issue




23
Fee or commission payable to the  broker to the issue




24
Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders




25
If the issue is contingent on +security holders approval, the date of the meeting




26
Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled




27
If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders




28
Date rights trading will begin (if applicable)




29
Date rights trading will end (if applicable)




30
How do +security holders sell their entitlements in full through a broker?




31
How do +security holders sell part of their entitlements through a broker and accept for the balance?


32
How do +security holders dispose of their entitlements (except by sale through a broker)?




33
+Despatch date


Part 3  Quotation of securities
You need only complete this section if you are applying for quotation of securities

34
Type of securities 
(tick one)

(a)
?
Securities described in Part 1



(b)

All other securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities


Tick to indicate you are providing the information or documents



35
?
If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders 

Updated top 20 being lodged separately.




36
?
If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over   4



37

A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

38
Number of securities for which +quotation is sought




39
Class of +securities for which quotation is sought




40
Do the +securities rank equally in all respects from the date of allotment with an existing +class of quoted +securities?

If the additional securities do not rank equally, please state:
* the date from which they do
* the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
* the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment




41
Reason for request for quotation now 
Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)






Number
+Class
42
Number and +class of all +securities quoted on ASX (including the securities in clause 38) 






Quotation agreement

1	+Quotation of our additional +securities is in ASXs absolute discretion.  ASX may quote the +securities on any conditions it decides.  

2	We warrant the following to ASX.

*	The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.

*	There is no reason why those +securities should not be granted +quotation.

*	An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.  
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

*	Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.

*	If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.

3	We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

4	We give ASX the information and documents required by this form.  If any information or document not available now, will give it to ASX before +quotation of the +securities begins.  We acknowledge that ASX is relying on the information and documents.  We warrant that they are (will be) true and complete.



Steve Matthews
Company Secretary
22 October 2013

+ See chapter 19 for defined terms.

Appendix 3B Page 6	1/1/2003


+ See chapter 19 for defined terms.

24/10/2005	Appendix 3B Page 7

Unquote

Sydney 
22 October 2013

JSE Sponsor
Macquarie First South Capital Proprietary Limited


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