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AMAERO LTD Capital/Financing Update 2024

Sep 16, 2024

64254_rns_2024-09-16_1e223ef3-a583-41cb-886a-a7edaca4ab33.pdf

Capital/Financing Update

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ASX Announcement: 17 September 2024

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Amaero Announces Successful Upsized $25 Million Placement

  • Amaero has successfully completed an upsized institutional placement to raise A$25.0 million following strong support from existing cornerstone institutional shareholders as well as from new Australian and international institutions. The offering was priced at A$0.35 per share, a 4% discount to last closing price.

  • Net proceeds from the Placement will primarily be used to fund the purchase of capital equipment including the second atomizer and improvements to the Company’s headquarters in Tennessee.

  • Post transaction pro forma cash balance of approximately A$37.2 million to contribute to funding the Company’s planned capital investment program as it ramps up production.

Amaero International Limited (ASX:3DA) (“Amaero” or “the Company”) is pleased to announce that it has successfully completed the bookbuild of an upsized institutional placement (“ Placement” ) to raise approximately A$25.0 million. The Placement will result in the issuance of approximately 71.4 million new fully paid ordinary shares (“ New Shares” ) to eligible sophisticated, professional and institutional investors at a price of A$0.35 per New Share (“ Placement Price” ).

Hank J. Holland, Chairman and CEO commented:

“Amaero would like to thank existing institutional shareholders for their strong ongoing support and to welcome new Australian and international institutional funds to our register. Given that investor demand substantially exceeded the initially targeted raise of A$20 million, the Company elected to upsize the offering to A$25 million. This capital raising, along with qualification of C103 AM powder and the accompanying offtake and preferred supplier agreement with ADDMAN Group are culminating milestones and position Amaero as the largest capacity and most responsive U.S. domestic producer of C103, refractory and specialty alloy powder for additive manufacturing.”

Placement Details

The Company will issue approximately 71.4 million New Shares under the Placement, which represents 13.1% of Amaero’s existing issued capital, as follows:

  • an unconditional component of approximately $19.6 million fully committed proceeds and 56.1 million New Shares will be completed pursuant to the Company’s existing placement capacity under Listing Rules 7.1 and 7.1A ( Tranche 1 ); and

  • a conditional component of approximately $5.4 million and 15.4 million New Shares to be issued, subject to shareholder approval at the 2024 Annual General Meeting ( AGM ) ( Tranche 2 ). A notice of shareholder meeting will be sent to shareholders shortly.

The Placement Price of $0.35 per New Share represents a:

  • 4.1% discount to the last closing price of $0.365 on 12 September 2024;

  • 9.0% discount to the 5-day Volume Weighted Average Price ( VWAP ) of $0.3845 as on and including 12 September 2024; and

ASX Announcement: 17 September 2024

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  • 5.9% discount to the 10-day VWAP of $0.3718 as on and including 12 September 2024.

New Shares issued under the Placement will rank pari passu with existing fully paid ordinary shares on issue. The Placement is not underwritten.

Curran & Co Pty Ltd and Shaw and Partners Limited acted as Joint Lead Managers to the Placement and Gilbert + Tobin acted as Legal Advisor to the Company.

Use of Proceeds of Placement

The Company proposes to use the proceeds from the Placement as follows:

Item $ Amount
Capital equipment purchases A$12.8m
Fit out and improvements to 130 Innovation Drive facility inTennessee A$10.8m
Offer costs A$1.3m
TOTAL A$25.0m

Note: This is a statement of current intentions only at the date of this announcement and Amaero reserves the right to change the funding allocations across categories, subject to market requirements.

Timetable

Outlined below is a table of relevant events and dates relating to the Placement. These events and dates are indicative only and subject to change by the Company. Subject to the ASX Listing Rules, the Corporations Act and other applicable laws, the Company’s Board reserves the right to modify dates in the timetable without prior notice.

Event Date
Announcement of Placement Tuesday, 17 September 2024
Settlement of New Shares under Tranche 1 Friday, 20 September 2024
Allotment of New Shares under Tranche 1 Monday, 23 September 2024
Anticipated date of dispatch of Notice of AGM Friday, 27 September 2024
Anticipated date of AGM and approval of Tranche 2 Tuesday, 29 October 2024
Settlement of New Shares under Tranche 2* Thursday, 31 October 2024
Allotment of New Shares under Tranche 2* Friday, 1 November 2024
  • Subject to shareholder approval being obtained at the AGM.

This announcement has been authorized for release by the Board of Directors of the Company.

ASX Announcement: 17 September 2024

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Not an offer of securities

This announcement has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.

About Amaero

Amaero International Limited (ASX:3DA) is an ASX-listed company with manufacturing and corporate headquarters located in Tennessee, USA. Amaero is a leading U.S. domestic producer of high-value C103, refractory alloy, and titanium powders for additive and advanced manufacturing of components utilized by the defense, space, and aviation industries. The technical and manufacturing team brings decades of experience and know-how with pioneering work in gas atomization of refractory and titanium alloys. The company has commissioned advanced gas atomization technology with an industry leading yield of AM powder. The company is also a leader in Isostatic Powder Processing (IPP) manufacturing of large near-net-shape powder metallurgy parts with forged-equivalent material properties and microstructure for a variety of alloys. IPP is helping alleviate the strained domestic supply chain for castings and forgings of large components.

For further information, please visit: https://www.amaeroinc.com

For further information, please contact:

Amaero International Limited (ASX:3DA)

Hank J. Holland Chairman and CEO [email protected]

Jane Morgan Investor and Media Relations [email protected]

For more information

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