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Appendix 3B
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
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
Information or documents not available now must be given to ASX as soon as available. Information
and documents given to ASX become ASX’s 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 Ordinary Fully Paid shares
be issued
2 Number of +securities issued or Up to 284,698,002 Ordinary Fully Paid shares
to be issued (if known) or under the entitlement offer announced to the
maximum number which may be ASX on 28 June 2013 (Entitlement Offer)
issued
3 Principal terms of the +securities Ordinary Fully Paid shares
(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)
4 Do the +securities rank equally in Yes, the shares will rank equally with the ordinary
all respects from the date of shares currently on issue.
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
5 Issue price or consideration $0.22 per share.
6 Purpose of the issue Cash will be utilised in providing funding primarily for
(If issued as consideration for the construction of the Boikarabelo coal mine in the
the acquisition of assets, clearly Waterberg region of South Africa and also to provide
identify those assets) funding for working capital.
7 Dates of entering +securities On or about 29 July 2013.
into uncertificated holdings or
despatch of certificates
Number +Class
8 Number and +classof all Assuming Ordinary
+securities quoted on ASX successful
(including the securities in completion of the
clause 2 if applicable) Entitlement Offer,
there will be
569,396,004
Ordinary Fully
Paid shares on
issue
Number +Class
9 Number and +classof all 1,875,000 50 cent unquoted options expiring on
+securities not quoted on ASX 7 July 2013
(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 Not applicable
a trust, distribution policy) on
the increased capital (interests)
Part 2 - Bonus issue or pro rata issue
+ See chapter 19 for defined terms.
Appendix 3B Page 2 1/1/2003
11 Is security holder approval No
required?
12 Is the issue renounceable or Non-renounceable
non-renounceable?
13 Ratio in which the +securities 1 new share for 1 existing share
will be offered
14 +Class of +securities to which the Ordinary Fully Paid shares
offer relates
15 +Record date to determine 7.00pm (Sydney time) on 8 July 2013
entitlements
16 Will holdings on different Yes
registers (or subregisters) be
aggregated for calculating
entitlements?
17 Policy for deciding entitlements N/A
in relation to fractions
18 Names of countries in which the Brunei, China, Channel Islands, Cameroon,
entity has +security holders who Israel, Japan, Monaco, Taiwan, United States
will not be sent new issue of America
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 22 July 2103
acceptances or renunciations
20 Names of any underwriters N/A
21 Amount of any underwriting fee N/A
or commission
22 Names of any brokers to the BBY Limited
issue
23 Fee or commission payable to 2% of any funds subscribed by any investors
the broker to the issue introduced to take up any shortfall. 0.5% fee
for managing the shortfall.
24 Amount of any handling fee Nil
payable to brokers who lodge
acceptances or renunciations on
behalf of +security holders
25 If the issue is contingent on N/A
+security holders’ approval, the
date of the meeting
26 Date entitlement and acceptance No prospectus or Product Disclosure
form and prospectus or Product Statement is being produced. The Entitlement
Disclosure Statement will be Offer Booklet will be sent to eligible
sent to persons entitled shareholders on or about 9 July 2013
27 If the entity has issued options, 28 June 2013
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 N/A
applicable)
29 Date rights trading will end (if N/A
applicable)
30 How do +security holders sell N/A
their entitlements in full
through a broker?
31 How do +security holders sell N/A
part of their entitlements
through a broker and accept for
the balance?
32 How do +security holders N/A
dispose of their entitlements
(except by sale through a
broker)?
33 +Despatch date On or about 29 July 2013.
+ See chapter 19 for defined terms.
Appendix 3B Page 4 1/1/2003
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
--headditional securities, and the number andofpercentage of holders of
If + +
securities are equity securities, the names the 20 largest
the + additional
+securities held by those holders
Not available. Updated top 20 will be disclosed after the issue is completed.
36
-the securities are equity the number of holders in theschedule of
If + +
securities, a distribution the
+
additional securities setting out categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
Not available. Updated distribution schedule will be disclosed after the issue is
completed.
37
?copy of any trust deed for the additional
A +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)
+ See chapter 19 for defined terms.
Appendix 3B Page 6 1/1/2003
Quotation agreement
1 +Quotation of our additional +securities is in ASX’s 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
28 June 2013
== == == == ==
+ See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 7
Sydney
28 June 2013
JSE Sponsor:
Macquarie First South Capital (Proprietary) Limited
Date: 28/06/2013 09:03:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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