TIDMBKY

RNS Number : 5813T

Berkeley Energia Limited

26 March 2021

BERKELEY ENERGIA LIMITED

   NEWS RELEASE   |  2 6 March 2021 

Issue of shares on exercise of unlisted options

Berkeley Energia Limited (Company) has today issued 376,480 fully paid ordinary following the exercise of A$0.35 unlisted options.

800,000 unlisted options were exercised pursuant to a cashless exercise facility, resulting in the issue of 376,480 shares, per the Company's shareholder approved long-term incentive equity plan.

Application will be made to the London and Spanish Stock Exchanges for the new ordinary shares, which rank pari passu with the Company's existing issued ordinary shares, to be admitted to trading on the LSE (as depository interests) and to the Spanish Stock Exchanges. Dealings are expected to commence in due course (Admission).

The Company's issued ordinary share capital following Admission is 258,981,900 ordinary shares.

The above figure of 258,981,900 ordinary shares may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company, under the FCA's Disclosure and Transparency Rules and the CNMVs Listing rules.

An Appendix 2A has been provided below.

For further information, please contact:

Dylan Browne

Company Secretary

+61 8 9322 6322

info@berkeleyenergia.com

Appendix 2A

Application for quotation of +securities

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.

If you are an entity incorporated outside Australia and you are seeking quotation of a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.

Part 1 - Entity and announcement details

 
              Question                Question                                             Answer 
               no 
              1.1                     *Name of entity                                      Berkeley Energia Limited 
                                       We (the entity here named) 
                                       apply for +quotation of the 
                                       following +securities and 
                                       agree to the matters set 
                                       out in Appendix 2A of the 
                                       ASX Listing Rules. ([1]) 
                        ---------------------------------------------------  -------------------------------------- 
              1.2                     *Registration type and number                        ABN: 40 052 468 569 
                                       Please supply your ABN, ARSN, 
                                       ARBN, ACN or another registration 
                                       type and number (if you supply 
                                       another registration type, 
                                       please specify both the type 
                                       of registration and the registration 
                                       number). 
                        ---------------------------------------------------  -------------------------------------- 
              1.3                     *ASX issuer code                                     BKY 
                        ---------------------------------------------------  -------------------------------------- 
              1.4                     *This announcement is                    A new announcement 
                                       Tick whichever is applicable.            An update/amendment to a 
                                                                                previous announcement 
                                                                                A cancellation of a previous 
                                                                                announcement 
                        ---------------------------------------------------  -------------------------------------- 
              1.4a                    *Reason for update                                   Not applicable 
                                       Mandatory only if "Update" 
                                       ticked in Q1.4 above. A reason 
                                       must be provided for an update. 
                        ---------------------------------------------------  -------------------------------------- 
              1.4b                    *Date of previous announcement                       Not applicable 
                                       to this update 
                                       Mandatory only if "Update" 
                                       ticked in Q1.4 above. 
                        ---------------------------------------------------  -------------------------------------- 
              1.4c                    *Reason for cancellation                             Not applicable 
                                       Mandatory only if "Cancellation" 
                                       ticked in Q1.4 above. 
                        ---------------------------------------------------  -------------------------------------- 
              1.4d                    *Date of previous announcement                       Not applicable 
                                       to this cancellation 
                                       Mandatory only if "Cancellation" 
                                       ticked in Q1.4 above. 
                        ---------------------------------------------------  -------------------------------------- 
              1.5                     *Date of this announcement                           26 March 2021 
                        ---------------------------------------------------  -------------------------------------- 
 

Part 2 - Type of issue

 
              Question                Question                                               Answer 
               No. 
              2.1                     *The + securities to be quoted             Being issued as part of 
                                       are:                                       a transaction or transactions 
                                       Select whichever item is applicable.       previously announced to the 
                                       If you wish to apply for quotation         market in an Appendix 3B 
                                       of different types of issues               Being issued under a +dividend 
                                       of securities, please complete             or distribution plan 
                                       a separate Appendix 2A for                 Being issued as a result 
                                       each type of issue.                        of options being exercised 
                                                                                  or other +convertible securities 
                                                                                  being converted 
                                                                                  Unquoted partly paid +securities 
                                                                                  that have been paid up and 
                                                                                  are now quoted fully paid 
                                                                                  +securities 
                                                                                  +Restricted securities where 
                                                                                  the escrow period has expired 
                                                                                  or is about to expire 
                                                                                  +Securities previously issued 
                                                                                  under an +employee incentive 
                                                                                  scheme where the restrictions 
                                                                                  on transfer have ceased or 
                                                                                  are about to cease 
                                                                                  +Securities issued under 
                                                                                  an +employee incentive scheme 
                                                                                  that are not subject to a 
                                                                                  restriction on transfer or 
                                                                                  that are to be quoted notwithstanding 
                                                                                  there is a restriction on 
                                                                                  transfer 
                                                                                  Other 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2a.1                  *Date of Appendix 3B notifying                         Not applicable 
                                       the market of the proposed 
                                       issue of +securities for which 
                                       quotation is now being sought 
                                       Answer this question if your 
                                       response to Q2.1 is "Being 
                                       issued as part of a transaction 
                                       or transactions previously 
                                       announced to the market in 
                                       an Appendix 3B" 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2a.2                  *Are there any further issues                          Not applicable 
                                       of +securities yet to take 
                                       place to complete the transaction(s) 
                                       referred to in the Appendix 
                                       3B? 
                                       Answer this question if your 
                                       response to Q2.1 is "Being 
                                       issued as part of a transaction 
                                       or transactions previously 
                                       announced to the market in 
                                       an Appendix 3B". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2a.2.1                *Please provide details of                             Not applicable 
                                       the further issues of +securities 
                                       yet to take place to complete 
                                       the transaction(s) referred 
                                       to in the Appendix 3B 
                                       Answer this question if your 
                                       response to Q2.1 is "Being 
                                       issued as part of a transaction 
                                       or transactions previously 
                                       announced to the market in 
                                       an Appendix 3B" and your response 
                                       to Q2.2a.2 is "Yes". 
                                       Please provide details of 
                                       the proposed dates and number 
                                       of securities for the further 
                                       issues. This may be the case, 
                                       for example, if the Appendix 
                                       3B related to an accelerated 
                                       pro rata offer with an institutional 
                                       component being quoted on 
                                       one date and a retail component 
                                       being quoted on a later date. 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2b.1                  *Date of Appendix 3A.1 lodged                          Not applicable 
                                       with ASX in relation to the 
                                       underlying +dividend or distribution 
                                       Answer this question if your 
                                       response to Q2.1 is "Being 
                                       issued under a dividend or 
                                       distribution plan". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2b.2                  *Does the +dividend or distribution                    Not applicable 
                                       plan meet the requirement 
                                       of listing rule 7.2 exception 
                                       4 that it does not impose 
                                       a limit on participation? 
                                       Answer this question if your 
                                       response to Q2.1 is "Being 
                                       issued under a dividend or 
                                       distribution plan". 
                                       Note: Exception 4 only applies 
                                       where security holders are 
                                       able to elect to receive all 
                                       of their dividend or distribution 
                                       as securities. For example, 
                                       Exception 4 would not apply 
                                       in the following circumstances: 
                                       1) The entity has specified 
                                       a dollar limit on the level 
                                       of participation e.g. security 
                                       holders can only participate 
                                       to a maximum value of $x in 
                                       respect of their entitlement, 
                                       or 2) The entity has specified 
                                       a maximum number of securities 
                                       that can participate in the 
                                       plan e.g. security holders 
                                       can only receive securities 
                                       in lieu of dividend payable 
                                       for x number of securities. 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2c.1                  Please state the number and                            800,000 unlisted options 
                                       type of options that were                              exercisable at A$0.35 each 
                                       exercised or other +convertible                        on or before 31 December 
                                       securities that were converted                         2022 (ASX Code - BKYAT) 
                                       (including their ASX security 
                                       code) 
                                       Answer this question if your 
                                       response to Q2.1 is "Being 
                                       issued as a result of options 
                                       being exercised or other convertible 
                                       securities being converted". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2c.2                  And the date the options were                          26 March 2021 
                                       exercised or other +convertible 
                                       securities were converted 
                                       Answer this question if your 
                                       response to Q2.1 is "Being 
                                       issued as a result of options 
                                       being exercised or other convertible 
                                       securities being converted". 
                                       Note: If this occurred over 
                                       a range of dates, enter the 
                                       date the last of the options 
                                       was exercised or convertible 
                                       securities was converted. 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2d.1                  Please state the number and                            Not applicable 
                                       type of partly paid +securities 
                                       (including their ASX security 
                                       code) that were fully paid 
                                       up 
                                       Answer this question if your 
                                       response to Q2.1 is "Unquoted 
                                       partly paid securities that 
                                       have been paid up and are 
                                       now quoted fully paid securities". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2d.2                  And the date the + securities                          Not applicable 
                                       were fully paid up 
                                       Answer this question if your 
                                       response to Q2.1 is "Unquoted 
                                       partly paid securities that 
                                       have been paid up and are 
                                       now quoted fully paid securities". 
                                       Note: If this occurred over 
                                       a range of dates, enter the 
                                       date the last of the securities 
                                       was fully paid up. 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2e.1                  Please state the number and                            Not applicable 
                                       type of +restricted securities 
                                       (including their ASX security 
                                       code) where the escrow period 
                                       has expired or is about to 
                                       expire 
                                       Answer this question if your 
                                       response to Q2.1 is "Restricted 
                                       securities where the escrow 
                                       period has expired or is about 
                                       to expire". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2e.2                  And the date the escrow restrictions                   Not applicable 
                                       have ceased or will cease 
                                       Answer this question if your 
                                       response to Q2.1 is "Restricted 
                                       securities where the escrow 
                                       period has expired or is about 
                                       to expire". 
                                       Note: If this occurred over 
                                       a range of dates, enter the 
                                       date the last of the escrow 
                                       restrictions has ceased or 
                                       will cease. 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2f.1                  Please state the number and                            Not applicable 
                                       type of +securities (including 
                                       their ASX security code) previously 
                                       issued under the +employee 
                                       incentive scheme where the 
                                       restrictions on transfer have 
                                       ceased or are about to cease 
                                       Answer this question if your 
                                       response to Q2.1 is "Securities 
                                       previously issued under an 
                                       employee incentive scheme 
                                       where the restrictions on 
                                       transfer have ceased or are 
                                       about to cease". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2f.2                  And the date the restrictions                          Not applicable 
                                       on transfer have ceased or 
                                       will cease: 
                                       Answer this question if your 
                                       response to Q2.1 is "Securities 
                                       previously issued under an 
                                       employee incentive scheme 
                                       where the restrictions on 
                                       transfer have ceased or are 
                                       about to cease". 
                                       Note: If this occurred over 
                                       a range of dates, enter the 
                                       date the last of the restrictions 
                                       on transfer has ceased or 
                                       will cease. 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2g.1                  Please state the number and                            Not applicable 
                                      type of +securities (including 
                                      their ASX security code) issued 
                                      under an +employee incentive 
                                      scheme that are not subject 
                                      to a restriction on transfer 
                                      or that are to be quoted 
                                      notwithstanding 
                                      there is a restriction on 
                                      transfer 
                                      Answer this question if your 
                                      response to Q2.1 is "Securities 
                                      issued under an employee incentive 
                                      scheme that are not subject 
                                      to a restriction on transfer 
                                      or that are to be quoted 
                                      notwithstanding 
                                      there is a restriction on 
                                      transfer". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2g.2                  *Please attach a document                              Not applicable 
                                      or provide details of a URL 
                                      link for a document lodged 
                                      with ASX detailing the terms 
                                      of the + employee incentive 
                                      scheme or a summary of the 
                                      terms. 
                                      Answer this question if your 
                                      response to Q2.1 is "Securities 
                                      issued under an employee incentive 
                                      scheme that are not subject 
                                      to a restriction on transfer 
                                      or that are to be quoted 
                                      notwithstanding 
                                      there is a restriction on 
                                      transfer". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2g.3                  *Are any of these +securities                          Not applicable 
                                      being issued to +key management 
                                      personnel (KMP) or an +associate 
                                      Answer this question if your 
                                      response to Q2.1 is "Securities 
                                      issued under an employee incentive 
                                      scheme that are not subject 
                                      to a restriction on transfer 
                                      or that are to be quoted 
                                      notwithstanding 
                                      there is a restriction on 
                                      transfer". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2g.3.a                *Provide details of the recipients and the number of 
                                       +securities issued to each of them. 
                                       Answer this question if your response to Q2.1 is "Securities 
                                       issued under an employee incentive scheme that are not 
                                       subject to a restriction on transfer or that are to be 
                                       quoted notwithstanding there is a restriction on transfer" 
                                       and your response to Q2.2g.3 is "Yes". Repeat the detail 
                                       in the table below for each KMP involved in the issue. 
                                       If the securities are being issued to the KMP, repeat 
                                       the name of the KMP or insert "Same" in "Name of registered 
                                       holder". If the securities are being issued to an associate 
                                       of a KMP, insert the name of the associate in "Name of 
                                       registered holder". 
                                                     Name of KMP                Name of                         Number of 
                                                                                registered                      +securities 
                                                                                holder 
                                                     N/A                        N/A                             N/A 
                                                                  ------------------------------  ----------------------------- 
                        --------------------------------------------------------------------------------------------------------- 
              2.2h.1                  * The purpose(s) for which                              To raise additional working 
                                       the entity is issuing the                               capital 
                                       +securities is:                                         To fund the retirement of 
                                       Answer this question if your                            debt 
                                       response to Q2.1 is "Other".                            To pay for the acquisition 
                                       You may select one or more                              of an asset [provide details 
                                       of the items in the list.                               below] 
                                                                                               To pay for services rendered 
                                                                                               [provide details below] 
                                                                                               Other [provide details below] 
                                                                                               Additional details : 
                                                                                               Not applicable 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2h.2                  *Please provide any further                            Not applicable 
                                       information needed to understand 
                                       the circumstances in which 
                                       you are applying to have these 
                                       +securities quoted on ASX, 
                                       including (if applicable) 
                                       why the issue of the +securities 
                                       has not been previously announced 
                                       to the market in an Appendix 
                                       3B 
                                       You must answer this question 
                                       if your response to Q2.1 is 
                                       "Other". If there is no other 
                                       information to provide, please 
                                       answer "Not applicable" or 
                                       "N/A". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2i                    *Are these +securities being                           Not applicable 
                                       offered under a +disclosure 
                                       document or +PDS? 
                                       Answer this question if your 
                                       response to Q2.1 is any option 
                                       other than "Being issued as 
                                       part of a transaction or transactions 
                                       previously announced to the 
                                       market in an Appendix 3B". 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.2i.1                  *Date of +disclosure document                          Not applicable 
                                       or +PDS? 
                                       Answer this question if your 
                                       response to Q2.1 is any option 
                                       other than "Being issued as 
                                       part of a transaction or transactions 
                                       previously announced to the 
                                       market in an Appendix 3B" 
                                       and your response to Q2.2i 
                                       is "Yes". 
                                       Under the Corporations Act, 
                                       the entity must apply for 
                                       quotation of the securities 
                                       within 7 days of the date 
                                       of the disclosure document 
                                       or PDS. 
                        -----------------------------------------------------  -------------------------------------------------- 
              2.3                     *The +securities to be quoted              Additional +securities in 
                                       are:                                       a class that is already quoted 
                                       Tick whichever is applicable               on ASX ("existing class") 
                                                                                  New +securities in a class 
                                                                                  that is not yet quoted on 
                                                                                  ASX ("new class") 
                        -----------------------------------------------------  -------------------------------------------------- 
 

Part 3A - number and type of +securities to be quoted (existing class or new class) where issue has previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "existing class" or "new class".

 
              Question                Question                           Answer 
               No. 
              3A.1                    *ASX security code & description   Not applicable 
                        ----------------------------------------------  --------------- 
              3A.2                    *Number of +securities to          Not applicable 
                                       be quoted 
                        ----------------------------------------------  --------------- 
 

Part 3B - number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "existing class".

 
              Question                Question                                               Answer 
               No. 
              3B.1                    *ASX security code & description                       BKY - fully paid ordinary 
                                                                                              shares 
                        ------------------------------------------------------------------  -------------------------- 
                                      *Number of +securities to 
              3B.2                     be quoted                                             376,480 
                        ------------------------------------------------------------------  -------------------------- 
              3B.3a                   *Will the +securities to be                            Yes 
                                       quoted rank equally in all 
                                       respects from their issue 
                                       date with the existing issued 
                                       +securities in that class? 
                        ------------------------------------------------------------------  -------------------------- 
              3B.3b                   *Is the actual date from which                         Not applicable 
                                       the +securities will rank 
                                       equally (non-ranking end date) 
                                       known? 
                                       Answer this question if your 
                                       response to Q3B.3a is "No". 
                        ------------------------------------------------------------------  -------------------------- 
              3B.3c                   *Provide the actual non-ranking                        Not applicable 
                                       end date 
                                       Answer this question if your 
                                       response to Q3B.3a is "No" 
                                       and your response to Q3B.3b 
                                       is "Yes". 
                        ------------------------------------------------------------------  -------------------------- 
              3B.3d                   *Provide the estimated non-ranking                     Not applicable 
                                       end period 
                                       Answer this question if your 
                                       response to Q3B.3a is "No" 
                                       and your response to Q3B.3b 
                                       is "No". 
                        ------------------------------------------------------------------  -------------------------- 
              3B.3e                   *Please state the extent to                            Not applicable 
                                      which the +securities do not 
                                      rank equally: 
                                       *    in relation to the next dividend, distribution 
                                       or 
                                            interest payment; or 
 
 
                                       *    for any other reason 
 
 
                                      Answer this question if your 
                                      response to Q3B.3a is "No". 
                                      For example, the securities 
                                      may not rank at all, or may 
                                      rank proportionately based 
                                      on the percentage of the period 
                                      in question they have been 
                                      on issue, for the next dividend, 
                                      distribution or interest payment; 
                                      or they may not be entitled 
                                      to participate in some other 
                                      event, such as an entitlement 
                                      issue. 
                        ------------------------------------------------------------------  -------------------------- 
 

Part 3C - number and type of +securities to be quoted (new class) where issue has not previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B" and your response to Q2.3 is "new class".

 
              Question                Question                                                                       Answer 
               No. 
              3C.1                    *Security description                                             Not applicable 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.2                    *Security type                                                     Ordinary fully or partly 
                                       Select one item from the list                                     paid shares/units 
                                       that best describes the securities                                Options 
                                       the subject of this form.                                         +Convertible debt 
                                       This will determine more detailed                                 securities 
                                       questions to be asked about                                       Non-convertible +debt 
                                       the security later in this                                        securities 
                                       section. Select "ordinary                                         Redeemable preference 
                                       fully or partly paid shares/units"                                shares/units 
                                       for stapled securities or                                         Other 
                                       CDIs. For interest rate securities, 
                                       please select the appropriate 
                                       choice from either "Convertible 
                                       debt securities" or "Non-convertible 
                                       debt securities". Select "Other" 
                                       for performance shares/units 
                                       and performance options/rights 
                                       or if the selections available 
                                       in the list do not appropriately 
                                       describe the security being 
                                       issued. 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.3                    ISIN code                                                         Not applicable 
                                       Answer this question if you 
                                       are an entity incorporated 
                                       outside Australia and you 
                                       are seeking quotation of a 
                                       new class of securities other 
                                       than CDIs. See also the note 
                                       at the top of this form. 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.4                    *Number of +securities to                                         Not applicable 
                                       be quoted 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.5a                   *Will all the +securities                                         Not applicable 
                                       issued in this class rank 
                                       equally in all respects from 
                                       the issue date? 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.5b                   *Is the actual date from which                                    Not applicable 
                                       the +securities will rank 
                                       equally (non-ranking end date) 
                                       known? 
                                       Answer this question if your 
                                       response to Q3C.5a is "No". 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.5c                   *Provide the actual non-ranking                                   Not applicable 
                                       end date 
                                       Answer this question if your 
                                       response to Q3C.5a is "No" 
                                       and your response to Q3C.5b 
                                       is "Yes". 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.5d                   *Provide the estimated non-ranking                                Not applicable 
                                       end period 
                                       Answer this question if your 
                                       response to Q3C.5a is "No" 
                                       and your response to Q3C.5b 
                                       is "No". 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.5e                   *Please state the extent to                                       Not applicable 
                                       which the +securities do not 
                                       rank equally: 
                                        *    in relation to the next dividend, distribution or 
                                             interest payment; or 
 
 
                                        *    for any other reason 
 
 
                                       Answer this question if your 
                                       response to Q3C.5a is "No". 
                                       For example, the securities 
                                       may not rank at all, or may 
                                       rank proportionately based 
                                       on the percentage of the period 
                                       in question they have been 
                                       on issue, for the next dividend, 
                                       distribution or interest payment; 
                                       or they may not be entitled 
                                       to participate in some other 
                                       event, such as an entitlement 
                                       issue. 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.6                    Please attach a document or                                       Not applicable 
                                       provide a URL link for a document 
                                       lodged with ASX setting out 
                                       the material terms of the 
                                       +securities to be quoted 
                                       You may cross-reference a 
                                       disclosure document, PDS, 
                                       information memorandum, investor 
                                       presentation or other announcement 
                                       with this information provided 
                                       it has been released to the 
                                       ASX Market Announcements Platform. 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.7                    *Have you received confirmation                                   Not applicable 
                                       from ASX that the terms of 
                                       the +securities are appropriate 
                                       and equitable under listing 
                                       rule 6.1? 
                                       Answer this question only 
                                       if you are an ASX Listing. 
                                       (ASX Foreign Exempt Listings 
                                       and ASX Debt Listings do not 
                                       have to answer this question). 
                                       If your response is "No" and 
                                       the securities have any unusual 
                                       terms, you should approach 
                                       ASX as soon as possible for 
                                       confirmation under listing 
                                       rule 6.1 that the terms are 
                                       appropriate and equitable. 
                        -----------------------------------------------------------------------------  ----------------------------- 
              3C.8       *Provide a distribution schedule for the new +securities 
                          according to the categories set out in the left hand 
                          column - including the number of recipients and the total 
                          percentage of the new +securities held by the recipients 
                          in each category.              Number of                       Number of                    Total 
                                        +securities                     holders                      percentage 
                                        held                                                         of 
                                                                                                     +securities 
                                                                                                     held 
                                        1 - 1,000 
                                                          ---------------------------  --------------------------- 
                                        1,001 - 5,000 
                                                          ---------------------------  --------------------------- 
                                        5,001 - 10,000 
                                                          ---------------------------  --------------------------- 
                                        10,001 - 100,000 
                                                          ---------------------------  --------------------------- 
                                        100,001 and over 
                                                          ---------------------------  --------------------------- 
 
                          Answer this question only if you are an ASX Listing (ASX 
                          Foreign Exempt Listings and ASX Debt Listings do not 
                          have to answer this question) and the securities to be 
                          quoted have already been issued. 
                          Note: if the securities to be quoted have not yet been 
                          issued, under listing rule 3.10.5, you will need to provide 
                          to ASX a list of the 20 largest recipients of the new 
                          +securities, and the number and percentage of the new 
                          +securities received by each of those recipients, and 
                          a distribution schedule for the securities when they 
                          are issued. 
                        ------------------------------------------------------------------------------------------------------------ 
              3C.9a                   Ordinary fully or partly paid shares/units details 
                                       Answer the questions in this section if you selected 
                                       this security type in your response to Question 3C.2. 
                        ------------------------------------------------------------------------------------------------------------ 
                                      * + Security currency                                           Not applicable 
                                       This is the currency in which 
                                       the face amount of an issue 
                                       is denominated. It will also 
                                       typically be the currency 
                                       in which distributions are 
                                       declared. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Will there be CDIs issued                                      Not applicable 
                                       over the + securities? 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *CDI ratio                                                      Not applicable 
                                       Answer this question if you 
                                       answered "Yes" to the previous 
                                       question. This is the ratio 
                                       at which CDIs can be transmuted 
                                       into the underlying security 
                                       (e.g. 4:1 means 4 CDIs represent 
                                       1 underlying security whereas 
                                       1:4 means 1 CDI represents 
                                       4 underlying securities). 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Is it a partly paid class                                      Not applicable 
                                       of + security? 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Paid up amount: unpaid amount                                  Not applicable 
                                       Answer this question if answered 
                                       "Yes" to the previous question. 
                                       The paid up amount represents 
                                       the amount of application 
                                       money and/or calls which 
                                       have been paid on any security 
                                       considered 'partly paid' 
                                       The unpaid amount represents 
                                       the unpaid or yet to be called 
                                       amount on any security considered 
                                       'partly paid'. 
                                       The amounts should be provided 
                                       per the security currency 
                                       (e.g. if the security currency 
                                       is AUD, then the paid up 
                                       and unpaid amount per security 
                                       in AUD). 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Is it a stapled + security?                                    Not applicable 
                                       This is a security class 
                                       that comprises a number of 
                                       ordinary shares and/or ordinary 
                                       units issued by separate 
                                       entities that are stapled 
                                       together for the purposes 
                                       of trading. 
                        ---------------------------------------------------------------------------  ------------------------------- 
              3C.9b      Option details 
                          Answer the questions in this section if you selected 
                          this security type in your response to Question 3C.2. 
                        ------------------------------------------------------------------------------------------------------------ 
                                      * + Security currency                                           Not applicable 
                                       This is the currency in which 
                                       the exercise price is payable. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Exercise price                                                 Not applicable 
                                       The price at which each option 
                                       can be exercised and convert 
                                       into the underlying security. 
                                       The exercise price should 
                                       be provided per the security 
                                       currency (i.e. if the security 
                                       currency is AUD, the exercise 
                                       price should be expressed 
                                       in AUD). 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Expiry date                                                    Not applicable 
                                       The date on which the options 
                                       expire or terminate. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Details of the number and                                      Not applicable 
                                       type of + security (including 
                                       its ASX security code if 
                                       the + security is quoted 
                                       on ASX) that will be issued 
                                       if an option is exercised 
                                       For example, if the option 
                                       can be exercised to receive 
                                       one fully paid ordinary share 
                                       with ASX security code ABC, 
                                       please insert "One fully 
                                       paid ordinary share (ASX:ABC)". 
                        ---------------------------------------------------------------------------  ------------------------------- 
              3C.9c      Details of non-convertible +debt securities, +convertible 
                          debt securities, or redeemable preference shares/units 
                          Answer the questions in this section if you selected 
                          one of these security types in your response to Question 
                          3C.2. 
                          Refer to Guidance Note 34 and the " Guide to the Naming 
                          Conventions and Security Descriptions for ASX Quoted 
                          Debt and Hybrid Securities " for further information 
                          on certain terms used in this section 
                        ------------------------------------------------------------------------------------------------------------ 
                                      *Type of + security                                              Simple corporate bond 
                                       Select one item from the                                         Non-convertible note or bond 
                                       list                                                             Convertible note or bond 
                                                                                                        Preference share/unit 
                                                                                                        Capital note 
                                                                                                        Hybrid security 
                                                                                                        Other 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      * + Security currency                                           Not applicable 
                                       This is the currency in which 
                                       the face value of the security 
                                       is denominated. It will also 
                                       typically be the currency 
                                       in which interest or distributions 
                                       are paid. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      Face value                                                      Not applicable 
                                       This is the principal amount 
                                       of each security. 
                                       The face value should be 
                                       provided per the security 
                                       currency (i.e. if security 
                                       currency is AUD, then the 
                                       face value per security in 
                                       AUD). 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Interest rate type                                              Fixed rate 
                                       Select one item from the                                         Floating rate 
                                       list                                                             Indexed rate 
                                       Select the appropriate interest                                  Variable rate 
                                       rate type per the terms of                                       Zero coupon/no interest 
                                       the security. Definitions                                        Other 
                                       for each type are provided 
                                       in the Guide to the Naming 
                                       Conventions and Security 
                                       Descriptions for ASX Quoted 
                                       Debt and Hybrid Securities 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      Frequency of coupon/interest                                     Monthly 
                                       payments per year                                                Quarterly 
                                       Select one item from the                                         Semi-annual 
                                       list.                                                            Annual 
                                                                                                        No coupon/interest payments 
                                                                                                        Other 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      First interest payment date                                                  Not applicable 
                                       A response is not required 
                                       if you have selected "No 
                                       coupon/interest payments" 
                                       in response to the question 
                                       above on the frequency of 
                                       coupon/interest payments 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      Interest rate per annum                                                      Not applicable 
                                       Answer this question if the 
                                       interest rate type is fixed. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Is the interest rate per                                                    Not applicable 
                                       annum estimated at this time? 
                                       Answer this question if the 
                                       interest rate type is fixed. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      If the interest rate per                                                     Not applicable 
                                       annum is estimated, then 
                                       what is the date for this 
                                       information to be announced 
                                       to the market (if known) 
                                       Answer this question if the 
                                       interest rate type is fixed 
                                       and your response to the 
                                       previous question is "Yes". 
                                       Answer "Unknown" if the date 
                                       is not known at this time. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Does the interest rate include                                              Not applicable 
                                       a reference rate, base rate 
                                       or market rate (e.g. BBSW 
                                       or CPI)? 
                                       Answer this question if the 
                                       interest rate type is floating 
                                       or indexed. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *What is the reference rate,                                                 Not applicable 
                                       base rate or market rate? 
                                       Answer this question if the 
                                       interest rate type is floating 
                                       or indexed and your response 
                                       to the previous question 
                                       is "Yes". 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Does the interest rate include                                              Not applicable 
                                       a margin above the reference 
                                       rate, base rate or market 
                                       rate? 
                                       Answer this question if the 
                                       interest rate type is floating 
                                       or indexed. 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *What is the margin above                                                    Not applicable 
                                       the reference rate, base 
                                       rate or market rate (expressed 
                                       as a percent per annum) 
                                       Answer this question if 
                                       the interest rate type is 
                                       floating or indexed and your 
                                       response to the previous 
                                       question is "Yes" . 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *S128F of the Income Tax                                                      s128F exempt 
                                       Assessment Act status applicable                                             Not s128F exempt 
                                       to the + security                                                            s128F exemption 
                                       Select one item from the                                                     status unknown 
                                       list                                                                         Not applicable 
                                       For financial products which 
                                       are likely to give rise to 
                                       a payment to which s128F 
                                       of the Income Tax Assessment 
                                       Act applies, ASX requests 
                                       issuers to confirm the s128F 
                                       status of the security: 
                                        *    "s128F exempt" means interest payments are not 
                                             taxable to non-residents; 
 
 
                                        *    "Not s128F exempt" means interest payments are 
                                             taxable to non-residents; 
 
 
                                        *    "s128F exemption status unknown" means the issuer is 
                                             unable to advise the status; 
 
 
                                        *    "Not applicable" means s128F is not applicable to 
                                             this security 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Is the + security perpetual                                                 Not applicable 
                                       (i.e. no maturity date)? 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Maturity date                                                               Not applicable 
                                       Answer this question if the 
                                       security is not perpetual 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Select other features applicable                                             Simple 
                                       to the + security                                                            Subordinated 
                                       Up to 4 features can be selected.                                            Secured 
                                       Further information is available                                             Converting 
                                       in the Guide to the Naming                                                   Convertible 
                                       Conventions and Security                                                     Transformable 
                                       Descriptions for ASX Quoted                                                  Exchangeable 
                                       Debt and Hybrid Securities.                                                  Cumulative 
                                                                                                                    Non-Cumulative 
                                                                                                                    Redeemable 
                                                                                                                    Extendable 
                                                                                                                    Reset 
                                                                                                                    Step-Down 
                                                                                                                    Step-Up 
                                                                                                                    Stapled 
                                                                                                                    None of the 
                                                                                                                    above 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *Is there a first trigger                                       Not applicable 
                                       date on which a right of 
                                       conversion, redemption, call 
                                       or put can be exercised (whichever 
                                       is first)? 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      *If yes, what is the first                                      Not applicable 
                                       trigger date 
                                       Answer this question if 
                                       your response to the previous 
                                       question is "Yes" . 
                        ---------------------------------------------------------------------------  ------------------------------- 
                                      Details of the number and                                       Not applicable 
                                       type of + security (including 
                                       its ASX security code if 
                                       the + security is quoted 
                                       on ASX) that will be issued 
                                       if the +securities to be 
                                       quoted are converted, transformed 
                                       or exchanged 
                                       Answer this question if the 
                                       security features include 
                                       "converting", "convertible", 
                                       "transformable" or "exchangeable". 
                                       For example, if the security 
                                       can be converted into 1,000 
                                       fully paid ordinary shares 
                                       with ASX security code ABC, 
                                       please insert "1,000 fully 
                                       paid ordinary shares (ASX:ABC)". 
                        ---------------------------------------------------------------------------  ------------------------------- 
 
 

Part 4 - Issue details

 
              Question                Question                           Answer 
               No. 
              4.1                     *Have the +securities to           Yes 
                                       be quoted been issued yet? 
                        ----------------------------------------------  ---------------------------------------------- 
              4.1a                    *What was their date of issue?     26 March 2021 
                                       Answer this question if your 
                                       response to Q4.1 is "Yes". 
                        ----------------------------------------------  ---------------------------------------------- 
              4.1b                    *What is their proposed date       Not applicable 
                                       of issue? 
                                       Answer this question if your 
                                       response to Q4.1 is "No". 
                        ----------------------------------------------  ---------------------------------------------- 
              4.2                     *Are the +securities to be         No 
                                      quoted being issued for a 
                                      cash consideration? 
                                      If the securities are being 
                                      issued for nil cash 
                                      consideration, 
                                      answer this question "No". 
                        ----------------------------------------------  ---------------------------------------------- 
              4.2a                    *In what currency is the           Not applicable 
                                      cash consideration being 
                                      paid 
                                      For example, if the 
                                      consideration 
                                      is being paid in Australian 
                                      Dollars, state AUD. 
                                      Answer this question if your 
                                      response to Q4.2 is "Yes". 
                        ----------------------------------------------  ---------------------------------------------- 
              4.2b                    * What is the issue price          Not applicable 
                                      per +security 
                                      Answer this question if your 
                                      response to Q4.2 is "Yes" 
                                      and by reference to the issue 
                                      currency provided in your 
                                      response to Q4.2a. 
                                      Note: you cannot enter a 
                                      nil amount here. If the 
                                      securities 
                                      are being issued for nil 
                                      cash consideration, answer 
                                      Q4.2 as "No" and complete 
                                      Q4.2c and Q4.2d. 
                        ----------------------------------------------  ---------------------------------------------- 
              4.2c                    Please describe the                             Exercise of 800,000 unlisted 
                                      consideration                                    options pursuant to a cashless 
                                      being provided for the                           exercise facility, resulting 
                                      +securities                                      in the issue of 376,480 shares, 
                                      to be quoted                                     per the Company's shareholder 
                                      Answer this question if your                     approved long-term incentive 
                                      response to Q4.2 is "No".                        equity plan 
                        ----------------------------------------------  ---------------------------------------------- 
              4.2d                    Please provide an estimate         Not applicable 
                                      (in AUD) of the value of 
                                      the consideration being provided 
                                      per +security for the 
                                      +securities 
                                      to be quoted 
                                      Answer this question if your 
                                      response to Q4.2 is "No". 
                        ----------------------------------------------  ---------------------------------------------- 
              4.3                     Any other information the          Not applicable 
                                       entity wishes to provide 
                                       about the issue 
                        ----------------------------------------------  ---------------------------------------------- 
 

Part 5 - Issued capital following quotation

 
              Following the quotation of the +securities the subject of this 
               application, the issued capital of the entity will comprise: 
               Note: the figures provided in the tables in sections 5.1 and 
               5.2 below are used to calculate the total market capitalisation 
               of the entity published by ASX from time to time. Please make 
               sure you include in the relevant table each class of securities 
               issued by the entity. 
               If you have quoted CHESS Depository Interests (CDIs) issued 
               over your securities, include them in the table in section 5.1 
               and include in the table in section 5.2 any securities that 
               do not have CDIs issued over them (and therefore are not quoted 
               on ASX). 
               Restricted securities should only be included in the table in 
               section 5.1 if you are applying to have them quoted because 
               the escrow period for the securities has expired or is about 
               to expire. Otherwise include them in the table in section 5.2. 
              5.1                *Quoted +securities (total number of each +class of +securities 
                                  quoted on ASX following the +quotation of the +securities 
                                  the subject of this application)              ASX security code and                          Total number of +securities 
                                                description                                     on issue 
                                                BKY: Ordinary fully paid shares                258,981,900 
                                                                                 ----------------------------------------- 
                   ------------------------------------------------------------------------------------------------------------------------------------------------- 
              5.2                *Unquoted +securities (total number of each +class of 
                                  +securities issued but not quoted on ASX):              ASX security code and description                             Total number 
                                                                                                            of +securities 
                                                                                                                  on issue 
                                                BKYAQ - Performance Share Rights expiring 
                                                 31 December 2021 
 
 
 
                                                 BKYAS - Convertible loan note with a 
                                                 principal amount of US$65 million, 
                                                 convertible 
                                                 into 186,814,815 ordinary shares at a 
                                                 conversion floor price of GBP0.27 per 
                                                 share expiring 30 November 2021 
 
                                                 BKYAR - Unlisted options exercisable                              200,000 
                                                 at GBP0.60 each, vesting on conversion 
                                                 of the Convertible Loan Note and expiring 
                                                 the earlier of 12 months after vesting 
                                                 or on 30 November 2022 
                                                                                                               186,814,815 
                                                 BKYAT - Unlisted options exercisable 
                                                 at $0.35 each on or before 31 December 
                                                 2022 
 
                                                 BKYAR - Unlisted options exercisable                           10,088,625 
                                                 at GBP0.75 each, vesting on conversion 
                                                 of the Convertible Loan Note and expiring 
                                                 the earlier of 18 months after vesting 
                                                 or on 30 May 2023                                               2,900,000 
 
                                                 BKYAU - Unlisted options exercisable 
                                                 at $0.40 each on or before 31 December                         15,132,937 
                                                 2023 
 
                                                 BKYAR - Unlisted options exercisable 
                                                 at GBP1.00 each, vesting on conversion                          3,700,000 
                                                 of the Convertible Loan Note and expiring 
                                                 the earlier of 24 months after vesting 
                                                 or on 30 November 2023.                                        25,221,562 
                                                                                             ----------------------------- 
                   ------------------------------------------------------------------------------------------------------------------------------------------------- 
 

Part 6 - Other Listing Rule requirements

The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:

- your response to Q2.1 is "Being issued under a dividend/distribution plan" and the response to Q2.2b.2 is "No"; or

   -       your response to Q2.1 is "Other". 

Note that if your response to Q2.1 is "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B", it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.

 
              Question                Question                                          Answer 
               No. 
              6.1                     *Has the entity obtained,                         Not applicable 
                                       or is it obtaining, +security 
                                       holder approval for the issue 
                                       under listing rule 7.1? 
                        ------------------------------------------------  ---------------------------- 
              6.1a                    *Date of meeting or proposed                      Not applicable 
                                       meeting to approve the issue 
                                       under listing rule 7.1 
                                       Answer this question if the 
                                       response to Q6.1 is "Yes". 
                        ------------------------------------------------  ---------------------------- 
              6.1b                    *Are any of the +securities                       Not applicable 
                                       being issued without +security 
                                       holder approval using the 
                                       entity's 15% placement capacity 
                                       under listing rule 7.1? 
                                       Answer this question if the 
                                       response to Q6.1 is "No". 
                        ------------------------------------------------  ---------------------------- 
              6.1b.1                  *How many +securities are                         Not applicable 
                                       being issued without +security 
                                       holder approval using the 
                                       entity's 15% placement capacity 
                                       under listing rule 7.1? 
                                       Answer this question if the 
                                       response to Q6.1 is "No" and 
                                       the response to Q6.1b is "Yes". 
                                       Please complete and separately 
                                       send by email to your ASX 
                                       listings adviser a work sheet 
                                       in the form of Annexure B 
                                       to Guidance Note 21 confirming 
                                       the entity has the available 
                                       capacity under listing rule 
                                       7.1 to issue that number of 
                                       securities. 
                        ------------------------------------------------  ---------------------------- 
              6.1c                    *Are any of the +securities                       Not applicable 
                                       being issued without +security 
                                       holder approval using the 
                                       entity's additional 10% placement 
                                       capacity under listing rule 
                                       7.1A (if applicable)? 
                                       Answer this question if the 
                                       response to Q6.1 is "No". 
                        ------------------------------------------------  ---------------------------- 
              6.1c.1                  *How many +securities are                         Not applicable 
                                       being issued without +security 
                                       holder approval using the 
                                       entity's additional 10% placement 
                                       capacity under listing rule 
                                       7.1A? 
                                       Answer this question if the 
                                       response to Q6.1 is "No" and 
                                       the response to Q6.1c is "Yes". 
                                       Please complete and separately 
                                       send by email to your ASX 
                                       listings adviser a work sheet 
                                       in the form of Annexure C 
                                       to Guidance Note 21 confirming 
                                       the entity has the available 
                                       capacity under listing rule 
                                       7.1A to issue that number 
                                       of securities. 
                        ------------------------------------------------  ---------------------------- 
 

Introduced 01/12/19, amended 31/01/20

26 March 2021

NOTICE UNDER SECTION 708A

Berkeley Energia Limited ("the Company") has today issued 376,480 fully paid ordinary shares. The issued shares are part of a class of securities quoted on Australian Securities Exchange ("ASX").

The Company hereby notifies ASX under paragraph 708A(5)(e) of the Corporations Act 2001 (Cwth)(the "Act") that:

   1.   the Company issued the securities without disclosure to investors under Part 6D.2 of the Act; 

2. as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and

3. as at the date of this notice, there is no information that is "excluded information" within the meaning of sections 708A(7) and (8) of the Act.

[1] Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see ASIC Regulatory Guide 189 Disclosure relief for rights issues). If in doubt, please consult your legal adviser.

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END

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(END) Dow Jones Newswires

March 26, 2021 03:00 ET (07:00 GMT)