Issue of New Securities
June 04 2003 - 4:18AM
UK Regulatory
RNS Number:8960L
BHP Billiton PLC
04 June 2003
"For the information of your local market, please find following an Appendix 3B
to the Listing Rules of the Australian Stock Exchange filed with that Exchange
following the issue of new securities in BHP Billiton Limited under various
employee incentive share schemes during the period 1 November 2002 to 30 April
2003. K J Wood Secretary."
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement,
application for quotation of additional securities
and agreement
Information or documents not available now must be given to ASX as soon as
available. Information and documents given to ASX become ASX's property and may
be made public.
Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000.
Name of entity
BHP BILLITON LIMITED
ACN, ARBN or ARSN
004 028 077
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not
enough space).
1 +Class of +securities issued or to be
issued Fully Paid Ordinary Shares
2 Number of +securities issued or to be
issued (if known) or maximum number which 9,978,692
may be issued
3 Principal terms of the +securities (eg, if
options, exercise price and expiry date; if Not applicable
partly paid +securities, the amount
outstanding and due dates for payment; if
+convertible securities, the conversion
price and dates for conversion)
4 Do the +securities rank equally in all The additional securities rank equally in all respects with existing
respects from the date of allotment with an quoted securities from the date of allotment or, in the case of
existing +class of quoted +securities? Executive Share Scheme shares, from the date of payment of the final
call amount.
If the additional securities do not rank
equally, please state:
* the date from which they do
* the extent to which they participate
for the next dividend, (in the case of
a trust, distribution) or interest
payment
* the extent to which they do not rank
equally, other than in relation to the
next dividend, distribution or interest
payment
5 Issue price or consideration i. Executive Share Scheme:
40,000 @ $ 8.49 a share paid to one dollar thirty-six cents.
30,000 @ $ 9.62 a share paid to one dollar thirty-six cents.
20,000 @ $12.12 a share paid to one dollar forty cents.
40,000 @ $16.87 a share paid to one dollar thirty-six cents.
24,543 @ nominal value
ii. Employee Share Plan:
95,000 @ $18.00 a share
1,389,844 @ $17.08 a share
113,500 @ $17.09 a share
74,500 @ $17.09 a share
300,986 @ $ 8.29 a share
162,648 @ $ 8.30 a share
19,500 @ $13.30 a share
75,000 @ $13.31 a share
10,000 @ $13.01 a share
691,500 @ $14.29 a share
5,000 @ $15.62 a share
180,000 @ $14.30 a share
25,000 @ $14.30 a share
29,500 @ $14.12 a share
92,150 @ $14.13 a share
1,729,100 @ $14.30 a share
1,000 @ $14.13 a share
4,829,921 @ nominal value
6 Purpose of the issue i. The purpose and terms of issue in respect of the Executive Share
Scheme are contained in the Explanatory Booklet (previously
(If issued as consideration for the forwarded). Includes issue of bonus shares in order to compensate
acquisition of assets, clearly identify partly paid shareholders for loss suffered due to an anomaly in
those assets) relation to the treatment of the Executive Shares under the BHP
Steel Demerger.
ii. Allotment of 4,994,228 shares issued as a result of exercised
options to shareholders participating in the Company's Employee
Share Plan in accordance with the terms and conditions of the
Plan.
iii. Allotment of 4,829,921 shares issued as a result of exercised
options in consideration of the July 2001 BHP Billiton DLC Merger
1.0651 for 1 Bonus Issue to shareholders participating in the
Company's Employee Share Plan & Executive Share Scheme.
iv. Employee Share Plan: The purpose and terms of issue in respect of
the Employee Share Plan are contained in the Explanatory Booklet
(previously forwarded).
7 Dates of entering +securities into a. Executive Share Scheme: 21 January 2003 to
uncertificated holdings or despatch of 3 April 2003.
certificates b. Employee Share Plan Options: 1 November 2002 to 30 April 2003.
Number +Class
8 Number and +class of all +securities quoted
on ASX (including the securities in clause 3,746,966,809 Ordinary shares fully paid
2 if applicable)
Number +Class
9 Number and +class of all +securities not
quoted on ASX (including the securities in 25,481,988 Employee Share Plan Options
clause 2 if applicable)
240,000 Ordinary shares paid to $1.40
1,155,000 Ordinary shares paid to $1.36
6,120,682 Performance Share Plan Performance
Rights
11,451,354 Group Incentive Scheme
Performance Shares
10 Dividend policy (in the case of a trust, The additional securities will participate fully in future dividends
distribution policy) on the increased
capital (interests)
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval required? Not Applicable
12 Is the issue renounceable or non-renounceable? Not Applicable
13 Ratio in which the +securities will be offered Not Applicable
14 +Class of +securities to which the offer
relates Not Applicable
15 +Record date to determine entitlements Not Applicable
16 Will holdings on different registers (or
subregisters) be aggregated for calculating Not Applicable
entitlements?
17 Policy for deciding entitlements in relation to
fractions Not Applicable
18 Names of countries in which the entity has
+security holders who will not be sent new Not Applicable
issue documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing date for receipt of acceptances or
renunciations Not Applicable
20 Names of any underwriters Not Applicable
21 Amount of any underwriting fee or commission Not Applicable
22 Names of any brokers to the issue Not Applicable
23 Fee or commission payable to the broker to the
issue Not Applicable
24 Amount of any handling fee payable to brokers
who lodge acceptances or renunciations on Not Applicable
behalf of +security holders
25 If the issue is contingent on +security
holders' approval, the date of the meeting Not Applicable
26 Date entitlement and acceptance form and
prospectus will be sent to persons entitled Not Applicable
27 If the entity has issued options, and the terms
entitle option holders to participate on Not Applicable
exercise, the date on which notices will be
sent to option holders
28 Date rights trading will begin (if applicable) Not Applicable
29 Date rights trading will end (if applicable) Not Applicable
30 How do +security holders sell their
entitlements in full through a broker? Not Applicable
31 How do +security holders sell part of their
entitlements through a broker and accept for Not Applicable
the balance?
32 How do +security holders dispose of their
entitlements (except by sale through a broker)? Not Applicable
33 +Despatch date Not Applicable
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of
securities
34 Type of securities
(tick one)
(a) X Securities described in Part 1
(b) All other securities
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully
paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion
of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
(If the additional securities do not form a new class, go to 43)
Tick to indicate you are providing the information or
documents
35 N/A The names of the 20 largest holders of the additional +securities, and the number and percentage of
additional +securities held by those holders
36 N/A A distribution schedule of the additional +securities setting out the number of holders in the
categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37 N/A A copy of any trust deed for the additional +securities
(now go to 43)
Entities that have ticked box 34(b)
38 Number of securities for which +quotation is
sought Not Applicable
39 Class of +securities for which quotation is
sought Not Applicable
40 Do the +securities rank equally in all
respects from the date of allotment with an Not Applicable
existing +class of quoted +securities?
If the additional securities do not rank
equally, please state:
* the date from which they do
* the extent to which they participate for
the next dividend, (in the case of a
trust, distribution) or interest payment
* the extent to which they do not rank
equally, other than in relation to the
next dividend, distribution or interest
payment
41 Reason for request for quotation now Not Applicable
Example: In the case of restricted securities,
end of restriction period
(if issued upon conversion of another
security, clearly identify that other
security)
Number +Class
42 Number and +class of all +securities quoted
on ASX (including the securities in clause Not Applicable
38)
(now go to 43)
All entities
Fees
43 Payment method (tick one)
Cheque attached
Electronic payment made
Note: Payment may be made electronically if Appendix 3B is given to ASX electronically at the same
time.
Periodic payment as agreed with the home branch has been arranged
Note: Arrangements can be made for employee incentive schemes that involve frequent issues of
securities.
X To be invoiced
Quotation agreement
1 +Quotation of our additional +securities is in ASX's absolute
discretion. ASX may quote the +securities on any conditions it decides.
2 We warrant to ASX that the issue of the +securities to be quoted
complies with the law and is not for an illegal purpose, and that there
is no reason why those +securities should not be granted +quotation. We
warrant to ASX that an offer of the +securities for sale within 12
months after their issue will not require disclosure under section 707
(3) of the Corporations Law.
3 We will indemnify ASX to the fullest extent permitted by law in
respect of any claim, action or expense arising from or connected with
any breach of the warranties in this agreement.
4 We give ASX the information and documents required by this form. If
any information or document not available now, will give it to ASX
before +quotation of the +securities begins. We acknowledge that ASX is
relying on the information and documents. We warrant that they are (will
be) true and complete.
Sign here: .. . Date: .......4/6/2003.....................
(Director/Deputy Company Secretary)
Print name: R V Taylor
BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number 3196209
Registered in Australia Registered in England and Wales
Registered Office: 600 Bourke Street Melbourne Registered Office: Neathouse Place London SW1V 1BH
Victoria 3000 United Kingdom
Telephone +61 3 9609 3333 Facsimile +61 3 9609 3015 Telephone +44 20 7802 4000 Facsimile +44 20 7802 4111
The BHP Billiton Group is headquartered in Australia
This information is provided by RNS
The company news service from the London Stock Exchange
END
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