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ANSON RESOURCES LIMITED — Capital/Financing Update 2024
Sep 26, 2024
64435_rns_2024-09-26_800eaeba-c99a-40d4-8d4c-49feefe5583d.pdf
Capital/Financing Update
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Not for release to US wire services or distribution in the United States
27 September 2024 ASX Announcement
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– Share Purchase Plan Offer Booklet
ASX: ASN Announcement
Anson Resources Limited (ASX: ASN ) (“ Anson Resources ” or “ the Company ”) advises that the Share Purchase Plan announced on Friday 20 September 2024 is now open.
Further to that announcement, attached is a copy of the letter sent to eligible shareholders and the Share Purchase Plan offer booklet. The Share Purchase Plan offer booklet is also available for download at https://investor.automic.com.au/#/home.
The Share Purchase Plan offer opens today and is expected to close at 5.00pm (AWST) on Friday 11 October 2024.
This announcement has been authorized for release by the Executive Chairman and CEO.
ENDS
For further information please contact:
Bruce Richardson Will Maze Executive Chairman and CEO Head of Investor Relations E: [email protected] E: [email protected] Ph: +61 7 3132 7990 Ph: +61 7 3132 7990 www.ansonresources.com Follow us on Twitter @anson_ir
Click here to subscribe to news from Anson Resources: https://www.ansonresources.com/contact/
About Anson Resources Ltd
Anson Resources (ASX: ASN) is an ASX-listed mineral resources company with a portfolio of minerals projects in key demand-driven commodities. Its core asset is the Paradox Lithium Project in Utah, in the USA. Anson is focused on developing the Paradox Project into a significant lithium producing operation. The Company’s goal is to create long-term shareholder value through the discovery, acquisition and development of natural resources that meet the demand of tomorrow’s new energy and technology markets.
Important Notice: 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.
Australian Registered Office Level 3, 10 Eagle Street BRISBANE QLD 4000 T: + 61 7 3132 7990 E: [email protected]
Anson Resources Ltd ABN: 46 136 636 005 ASX: ASN OTC: ANSNF
27 September 2024
ASX:ASN
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NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Anson Resources Limited – Share Purchase Plan
Dear Shareholder,
On behalf of the Board of Anson Resources Limited (ABN 46 136 636 005) (" Company " or " Anson "), I am pleased to offer you the opportunity to apply for fully paid ordinary shares in the Company (" Shares ") under a share purchase plan (" SPP ") to raise an intended sum of $2 million (" SPP Offer ").
The Company is offering eligible shareholders the opportunity to apply under the SPP for, and purchase, up to $30,000 worth of Shares (" SPP Shares ") without incurring brokerage, commission or transaction costs. The issue price of the SPP Shares under the SPP is $0.08 per SPP Share (" Issue Price "). One free attaching unlisted option will also be issued on the basis of one (1) option for every two (2) Shares subscribed for and issued under the SPP Offer.
The Issue Price is the same price as Shares issued under the Placement (defined below). The Issue Price represents a 9.1% discount to the last closing price of $0.088 on 17 September 2024 and a 14.9% discount to the volume weighted average market price of Shares over the last 10 days on which sales of Shares were recorded on the ASX immediately prior to the SPP being announced.
The Company recently conducted a placement of ordinary shares to institutional and sophisticated investors (" Placement "), which raised $5 million, as announced to ASX on 20 September 2024. Proceeds from the completed Placement and SPP Offer will be used towards:
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1 Optimisation studies of the Green River Lithium Project in the USA;
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2 Pilot Plant operations including delivery of qualification samples to offtakers;
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3 Resource Expansion drilling at Green River; and
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4 Exploration at the Yellow Cat Uranium Project in the USA and critical minerals exploration in Australia.
Anson also announced on 20 September 2024 that, following commencement of trading of the SPP Shares, Anson will undertake an "Attaching Options Offer", whereby Anson will issue one free unlisted attaching option for every two Shares allocated under the Placement and SPP (" Attaching Options "), via a prospectus to be lodged by Anson on the ASX and dispatched to eligible shareholders on or around 28 October 2024 (" Attaching Options Prospectus ").
It is proposed that the Attaching Options will be exercisable at $0.12 within two years from the date of issue. Full details of the offer of the Attaching Options will be set out in the Attaching Options Prospectus.
Participation by Eligible Shareholders
Participation in the SPP Offer is optional and is open to shareholders who were registered as holders of Shares at 5:00pm (AWST) on Thursday, 19 September 2024 (" Record Date ") and whose registered address is in Australia or New Zealand and who are not in the United States or acting for the account or benefit of a person in the United States (" Eligible Shareholders ").
The offer of SPP Shares under the SPP Offer opens on Friday, 27 September 2024 and is expected to close at 5:00pm (AWST) on Friday, 11 October 2024 (" Offer Period "). These dates are indicative only and the Company reserves the right to vary any of these dates and times (other than the Record Date) at
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its discretion (even if the SPP Offer has opened, or applications or payments have been received) by lodging a revised timetable with ASX.
If you reside outside Australia or New Zealand or are in the United States, or are acting on behalf of a person in the United States, you are not an Eligible Shareholder and are not entitled to participate in the SPP Offer, nor are you entitled to participate in the SPP Offer on behalf of those persons. Applications under the SPP Offer can only be made by Eligible Shareholders and an Eligible Shareholder's right to participate in the SPP is not transferable.
Certain Eligible Shareholders who are custodians holding Shares on behalf of certain beneficiaries are also invited to participate in the SPP Offer on the terms and conditions set out in the SPP Booklet.
How to apply
Eligible Shareholders may participate in the SPP Offer by following the instructions on their Application Form which is also accessible at https://investor.automic.com.au/#/home. Payment must be made directly via BPAY® (for Eligible Shareholders with a registered address in Australia).
Eligible Shareholders with registered addresses in New Zealand may make payment directly via BPAY® or, alternatively, by electronic funds transfer equivalent to the dollar amount of the parcel of Shares you wish to apply for pursuant to the terms and conditions contained in the SPP Booklet (including using the unique reference number provided on your Application Form for purposes of the SPP Offer only). If payment is made by electronic funds transfer, the Application Form does not need to be returned. Anson recommends that payments are made via BPAY[®] wherever possible.
As noted above, the SPP Offer is expected to close at 5.00pm (AWST) on Friday, 11 October 2024 (unless varied or extended) and payment must be received before this time. Please take into account BPAY® or electronic funds transfer processing times. The Company will not be accepting payment by cash, cheque, bank draft or money order.
The Anson Board has determined to target raising $2 million from the SPP Offer. As the SPP Offer is not underwritten, the SPP Offer may raise more or less than this amount. In the event that we receive applications for more SPP Shares than we decide to issue, Company may apply scale backs.
In conducting any scale back, the Board may take into account a number of factors including the shareholdings of Eligible Shareholders (as at the Record Date) who applied for SPP Shares. This means that the Company may reject certain applications, in whole or in part. Accordingly, Anson encourages Eligible Shareholders who wish to participate in the SPP Offer to submit their application as early as possible.
Further details as to the application process are included in the SPP Booklet, which can be accessed at https://investor.automic.com.au/#/home. As noted below, the Board urges you to read the SPP Booklet carefully and in its entirety for the full terms governing the SPP.
To download your Application Form you have the following 3 choices:
| I already have an online account with the Automic Share registry |
I don't have an online account with Automic – but wish to register for one |
I don't have an online account with Automic – but want to use Automic for this Offer only |
|||
|---|---|---|---|---|---|
| https://investor.automic.com .au Select: "Existing Users Sign In". Once you have successfully signed in, click on |
https://investor.automic.com.au/#/sign up Select_Anson Resources Limited_from the dropdown list in the ISSUER field. Enter your holder number SRN / HIN (from your latest Holding Statement). Enter a |
https://investor.automic.com. au/#/loginsah Select_Anson Resources Limited_ from the dropdown list in the ISSUER field. |
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I already have an online I don't have an online account with I don't have an online account
account with the Automic Automic – but wish to register for one with Automic – but want to use
Share registry Automic for this Offer only
"Documents and single identifying word from your holder
Enter your holder number SRN /
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| I already have an online account with the Automic Share registry I don't have an online account with Automic – but wish to register for one I don't have an online account with Automic – but want to use Automic for this Offer only |
I already have an online account with the Automic Share registry I don't have an online account with Automic – but wish to register for one I don't have an online account with Automic – but want to use Automic for this Offer only |
I already have an online account with the Automic Share registry I don't have an online account with Automic – but wish to register for one I don't have an online account with Automic – but want to use Automic for this Offer only |
|---|---|---|
| "Documents and " |
single identifying word from your holder |
Enter your holder number SRN / |
| Statements. Download the Terms and Conditions and application form. Submit your payment using the payment details provided on your application form. Do not return your application form. |
name. Enter your Postcode (Australia) or Country of Residence (Outside Australia). Tick box "I am not a robot", then Next Complete prompts. Once you have successfully signed in, click on "Documents and Statements". Download the Terms and Conditions and application form. Submit your payment using the payment details provided on your application form. Do not return your application form. |
HIN (from your latest Holding Statement). Enter a single identifying word from your holder name. Enter your Postcode (Australia) or Country of Residence (Outside Australia). Tick box "I am not a robot", then Next Complete prompts. Once you have successfully signed in, click on "Documents and Statements". Download the Terms and Conditions and application form. Submit your payment using the payment details provided on your application form. Do not return your application form. |
Important Information
The SPP Offer is governed by the terms and conditions in the SPP Booklet. The Board urges you to read the SPP Booklet carefully and, in its entirety, together with announcements made by the Company to ASX, before deciding whether to participate in the SPP Offer.
If you are uncertain whether Shares are a suitable investment for you, you should consult your financial or other professional adviser. The Board recommends that you obtain your own financial and taxation advice in relation to the SPP and consider price movements of Shares in the Company prior to electing to participate in the SPP.
All amounts are in Australian Dollars unless otherwise explicitly stated.
Enquiries
If you have any queries in relation to your Application Form, please contact the Anson SPP Information Line on 1300 103 390 (within Australia) or +61 2 8072 1415 (international) between 8.30am – 5.00pm (AWST) Monday to Friday. If you have any queries regarding the SPP Offer, please contact the Company directly on + 61 7 3132 7990.
Yours sincerely,
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Bruce Richardson
Chairman and Chief Executive Officer
Anson Resources Limited
ANSON RESOURCES LIMITED
SHARE PURCHASE PLAN
27 September 2024 Anson Resources Limited (ABN 46 136 636 005)
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
This is an important document and requires your immediate attention. You should read this SPP Booklet in full. This SPP Booklet is not a prospectus or product disclosure statement under the Corporations Act and has not been lodged with ASIC. If you have any questions about this document, you should seek professional advice from an adviser who is licensed by ASIC to give that advice. You can also contact the Anson SPP Information Line on 1300 103 390 (within Australia) or +61 2 8072 1415 (outside Australia) at any time from 8.30am to 5.00pm (AWST) Monday to Friday (excluding public holidays). The distribution of this document (including electronic copies) outside Australia and New Zealand may be restricted by law.
| Index | |
|---|---|
| Key Dates | 2 |
| Important Notices | 3 |
| Chairman’s Letter | 5 |
| How to Apply | 8 |
| Frequently Asked Questions | 9 |
| SPP Terms and Conditions | 12 |
| Glossary | 22 |
| Corporate Directory | 24 |
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Key dates for the SPP
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Event Date (and time if relevant)
Record Date 5.00pm (AWST) on 19 September 2024
Opening Date and date that this SPP 27 September 2024
Booklet is made available
Closing Date (expected) 5.00pm (AWST) on 11 October 2024
SPP results announcement 17 October 2024
Issue Date
18 October 2024
SPP Shares commence trading on 21 October 2024
ASX
SPP holding statements dispatched 21 October 2024
to shareholders
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Note: This timetable is indicative only and subject to change. The commencement of trading and quotation of SPP Shares is subject to confirmation from ASX. Subject to the requirements of the Corporations Act, the ASX Listing Rules and other applicable rules, Anson reserves the right to amend this timetable (other than the Record Date) at any time, including extending the period for the SPP or accepting late applications, either generally or in particular cases, without notice. All references to times in this SPP Booklet are to Australian Western Standard Time (" AWST ").
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Important Notices
This SPP Booklet is not a prospectus or product disclosure statement under the Corporations Act and has not been lodged with ASIC. The information in this SPP Booklet is not investment advice or a recommendation to acquire SPP Shares and has been prepared without taking into account your investment objectives, financial circumstances or particular needs as an investor (including financial and taxation considerations). It is recommended that you read the entire SPP Booklet and seek professional investment advice from your financial adviser or other professional adviser before deciding whether to apply for SPP Shares.
A cooling-off regime does not apply in relation to the acquisition of SPP Shares. You cannot withdraw your Application once it has been submitted.
By submitting your Application, you are accepting the risk that the market price of Shares may change between the date you submit your Application and the Issue Date. This means it is possible that, between the time you make your Application and up to or after the Issue Date, you may be able to buy Shares on market at a lower price than the Issue Price.
Anson will not issue SPP Shares to an applicant if those SPP Shares, either alone or in conjunction with the issue of SPP Shares under other Applications received by Anson, would contravene any law or the ASX Listing Rules. All amounts are in Australian Dollars unless otherwise explicitly stated.
Capitalised terms used in this SPP Booklet have the meaning set out in the Glossary of this SPP Booklet.
OFFERING RESTRICTIONS
This SPP Booklet is intended for use only in connection with the offer of SPP Shares to Eligible Shareholders. This SPP Booklet does not constitute an offer of securities in any place outside Australia or New Zealand and no action has been taken to permit an offering of SPP Shares in any jurisdiction outside of Australia and New Zealand.
The laws of some countries prohibit or make impracticable participation in the SPP by certain overseas Shareholders. Anson has determined that it is not practical to permit Shareholders who do not have a registered address in Australia or New Zealand to participate in the SPP.
Due to legal restrictions, nominees and custodians may not distribute this SPP Booklet or any other material relating to the SPP, and may not permit any beneficial shareholder to participate in the SPP, in any country outside Australia or New Zealand.
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
This SPP Booklet does not constitute an offer to sell, or a solicitation of an offer to buy, any Shares in the United States or any other jurisdiction in which such an offer would be illegal. The Shares to be offered and sold under the SPP have not been, and will not be, registered under the U.S. Securities Act of 1933 (the " U.S. Securities Act ") or the securities laws of any state or other jurisdiction of the United States. Accordingly, the Shares to be offered and sold under the SPP may not be offered or sold, directly or indirectly, in the United States or to any person acting for the account or benefit of a person in the United States. The Shares to be offered and sold under the SPP may only be offered and sold to Eligible Shareholders outside the United States in 'offshore transactions' (as defined in Rule 902(h) under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act.
Due to these legal restrictions, you must not send copies of this SPP Booklet or any other material relating to the SPP to any person resident in the United States or elsewhere outside Australia and New Zealand.
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BPAY[®1] PAYMENTS
Anson recommends that payments are made via BPAY[®] wherever possible. New Zealand residents will have the option of making their payment by BPAY[®] or electronic funds transfer.
1 Registered to BPAY Pty Ltd ABN 69 079 137 518.
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Chairman's Letter
27 September 2024
Dear Shareholder
Anson Share Purchase Plan
On behalf of the Board of Anson Resources Limited (" Anson "), I am pleased to invite you to participate in the Anson Share Purchase Plan (“ SPP ”). The SPP provides each Eligible Shareholder with an opportunity to apply for up to A$30,000 worth of fully paid ordinary shares in Anson (“ Shares ”). Participation is optional.
The SPP follows the placement announced by Anson on 20 September 2024, which included a A$5 million placement of ordinary shares to institutional and sophisticated investors, which we announced had completed on 26 September 2024 (“ Placement ”).
Shares purchased under the SPP (" SPP Shares ") will be issued at A$0.08, being the same price as Shares issued under the Placement. There are no brokerage, commission or transaction costs associated with participating in the SPP.
Anson also announced on 20 September 2024 that, following commencement of trading of the SPP Shares, Anson will undertake an "Attaching Options Offer", whereby Anson will issue one free unlisted attaching option for every two new Shares allocated under the Placement and SPP (" Attaching Options "), via a prospectus to be lodged by Anson on the ASX and dispatched to eligible shareholders on or around 28 October 2024 (" Attaching Options Prospectus ").
It is proposed that the Attaching Options will be exercisable at A$0.12 (representing a premium of 50% over the issue price for Shares under the Placement and SPP) within two years from the date of issue. Full details of the offer of the Attaching Options will be set out in the Attaching Options Prospectus.
Anson is targeting to raise up to A$2 million under the SPP. In our absolute discretion, we may issue more or fewer SPP Shares than that target amount. If we receive Applications for more SPP Shares than we decide to issue, we may scale back Applications for SPP Shares in our absolute discretion.
In the event of a scale-back, the value of SPP Shares allocated to you may be less than the Parcel you initially applied for. If this occurs, any excess money will be refunded to you, without interest. Any scaleback of Applications will be conducted having regard to the shareholdings of Eligible Shareholders (defined below) as at the Record Date, being 5.00pm (AWST) on 19 September 2024 who applied for SPP Shares. If this happens you may be issued SPP Shares to a value that is less than the value of SPP Shares you applied for.
Anson is raising capital primarily to fund the Green River Lithium Project in the USA, Pilot Plant operations, delivery of qualification samples to offtakers and further drilling at Green River. Funds will also be applied for exploration at Anson's Yellow Cat Uranium Project in the USA and critical minerals exploration in Australia. Further information regarding the use of proceeds is contained in the announcement released to the ASX on 20 September 2024.
To be eligible to participate in the SPP, you must have been a registered holder of Shares at the Record Date and shown on the Register to have an address in Australia or New Zealand and be outside the United States and not acting for the account or benefit of a person in the United States (" Eligible Shareholder ").
Details of the SPP Offer, including how to apply, are on pages 7 and 8.
Please ensure that the Registrar receives your Application and Application Monies by the Closing Date (expected to be 5.00pm (AWST) on 11 October 2024).
This SPP Booklet sets out the details and the terms and conditions of the SPP and I encourage you to read it carefully and in full, and to seek your own financial and taxation advice in relation to the SPP Offer,
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before making a decision on whether to participate. If you have any additional questions, you can call the Anson SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet).
On behalf of the Board, I thank you for your continued support of Anson.
Yours sincerely
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Bruce Richardson
Chairman and Chief Executive Officer Anson Resources Limited
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Summary of SPP Offer
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Eligible Shareholders Registered holders of Shares at 5.00pm (AWST) on 19 September 2024.
Must have a registered address in Australia or New Zealand and be outside
the United States and not acting for the account or benefit of a person in the
United States.
Application amount Eligible Shareholders can apply for a Parcel of SPP Shares, up to an
aggregate of A$30,000 across all their holdings, regardless of how many
Shares they currently hold. Parcels have a dollar value of A$1,000, A$2,000,
A$5,000, A$10,000, A$15,000, A$20,000 or A$30,000.
Issue Price The Issue Price per SPP Share is A$0.08, being the same price paid by
institutional and sophisticated investors under the Placement.
Ranking of SPP SPP Shares will rank equally with existing Shares.
Shares
Scale-back Anson has absolute discretion to scale back Applications depending on
demand. In the event of a scale-back, the value of SPP Shares allocated to
you may be less than the Parcel you initially applied for. Any scale-back of
Applications will be conducted having regard to the shareholdings of Eligible
Shareholders (as at the Record Date) who applied for SPP Shares. If this
happens, you may be issued SPP Shares to a value that is less than the
value of SPP Shares you applied for, and you will be refunded the difference
between the value of SPP Shares issued to you (calculated using the Issue
Price) and the Application Monies you paid (without interest).
We expect to announce the final outcome of the SPP, including any scale-
back, on 17 October 2024.
Refunds If a refund is made to shareholders whose dividends are paid in Australian
dollars or New Zealand dollars, payment will be made by direct deposit in
Australian or New Zealand dollars to your nominated account as recorded on
the Register. Refunds in New Zealand dollars will be converted from
Australian dollars by reference to prevailing foreign exchange market rates
available on the day of conversion.
Any refunds will be made as soon as practicable after the Issue Date. No
interest will be paid on any money refunded.
When to apply The SPP Offer opens at 9.00am (AWST) on 27 September 2024 and is
expected to close at 5.00pm (AWST) on 11 October 2024.
Issue Date of SPP SPP Shares are expected to be issued on 18 October 2024.
Shares
Dispatch of holding It is expected that holding statements for SPP Shares will be dispatched to
statements for SPP shareholders on 21 October 2024 and that SPP Shares will commence
Shares and trading on the ASX on the same date.
commencement of
trading of SPP Shares
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How to Apply
If you would like to apply to participate in the SPP, please follow the instructions on your Application Form. You can access your personalised Application Form at https://investor.automic.com.au/#/home or by contacting the Anson SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet).
Apply using BPAY[® ]
You can make a payment by BPAY[®] equivalent to the dollar amount of the Parcel you wish to apply for. To do this, you must use the Biller Code and unique reference number shown on your personalised Application Form which you can access from the SPP website at https://investor.automic.com.au/#/home.
If you make your payment with BPAY[®] you do not need to return your Application Form.
This is the fastest and easiest way to apply.
Application Monies must be paid in Australian dollars.
Anson will not accept payment by cash, cheque, bank draft or money order.
If you are paying by BPAY[®] , please check your daily transaction limit and the processing cut-off time for BPAY[®] with your financial institution. It is strongly recommended that you apply by BPAY[®] to ensure that your Application is received by the Closing Date.
For Eligible Shareholders resident in New Zealand only
New Zealand residents will have the option of making their payment by BPAY[® ] or electronic funds transfer (EFT). You can make a payment by EFT equivalent to the dollar amount of the Parcel you wish to apply for. To do this, you must use the account details and unique reference number shown on your personalised Application Form.
If you make your payment with EFT you do not need to return your Application Form.
The SPP Offer opens on 27 September 2024 and closes on the Closing Date (expected to be 5.00pm (AWST) on 11 October 2024).
You will not be able to withdraw or reduce your Application or Application Monies once you have submitted it. Interest will not be paid on any Application Monies received.
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Frequently Asked Questions
When will the SPP Shares be issued?
It is expected that SPP Shares will be issued on 18 October 2024 and SPP Shares will commence trading on the ASX on 21 October 2024.
What is the SPP?
The SPP is an offer by Anson to Eligible Shareholders to apply for up to A$30,000 worth of Shares at the Issue Price without paying any brokerage, commission or transaction costs.
How much is Anson targeting to raise under the SPP?
Anson is targeting to raise up to A$2 million under the SPP. In our absolute discretion, we may issue more or fewer SPP Shares than that target amount. If we receive Applications for more SPP Shares than we decide to issue, we may scale back Applications for SPP Shares in our absolute discretion. In the event of a scale-back, the value of SPP Shares allocated to you may be less than the Parcel you initially applied for. If this occurs, you will be refunded the difference between the value of SPP Shares issued to you (calculated using the Issue Price) and the Application Monies you paid (without interest).
See the section on page 10 under the heading "What will happen if Anson scales back Applications?" for details regarding Anson's scale-back policy.
Who is eligible to participate in the SPP?
An Eligible Shareholder is a registered holder of Shares at the Record Date (being 5.00pm (AWST) on 19 September 2024) and shown on the Register to have an address in Australia or New Zealand and who is outside the United States and not acting for the account or benefit of a person in the United States.
Shareholders who hold Shares on behalf of persons who reside outside Australia or New Zealand, are in the United States or are acting for the account or benefit of a person in the United States are not eligible to participate in the SPP on behalf of those persons.
Custodians, trustees and nominees may only distribute documents relating to the SPP to Eligible Beneficiaries. In particular, Custodians, trustees and nominees must not distribute any documents relating to the SPP to any person in the United States or to any person acting for the account or benefit of a person in the United States.
What is the Issue Price of the SPP Shares?
The Issue Price per SPP Share is A$0.08, being the same price paid by institutional and sophisticated investors under the Placement.
What costs are associated with the SPP?
There are no brokerage, commission or transaction costs payable by Eligible Shareholders in relation to the application for, and the issue of, SPP Shares.
Do I have to participate in the SPP?
No. Participation in the SPP is optional. If you do not wish to participate in the SPP, no action is required on your part.
To decide if you would like to participate in the SPP, Anson recommends you seek professional investment advice from your financial adviser or other professional adviser, and you monitor the market
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price of Shares (which is quoted on the ASX website at www.asx.com.au). This SPP Booklet does not purport to contain all of the information that you may need to make an investment decision.
What is the market price of Shares?
The market price of Shares can be obtained from the ASX’s website (www.asx.com.au) by searching for the ASX code “ASN” in the cash market prices search section.
What do I do if I am a Custodian?
If you are a Custodian, you may choose whether or not to apply for SPP Shares on behalf of your Eligible Beneficiaries.
" Eligible Beneficiaries " are Beneficiaries with a registered address in either Australia or New Zealand as at the Record Date, provided that such Beneficiary resides in Australia or New Zealand, and is not in the United States or acting for the account or benefit of a person in the United States.
If you wish to apply as a Custodian to receive SPP Shares for one or more Eligible Beneficiaries, you must complete and submit an additional Custodian Certificate before your Application will be accepted. Applications by Custodians that are not accompanied by a duly completed Custodian Certificate will be rejected.
Custodians should contact the Registrar on the Anson SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet) to request a Custodian Certificate that contains these certifications and other details required to be provided by the Custodian.
By applying as a Custodian on behalf of Eligible Beneficiaries to purchase SPP Shares, you certify (among other things) that each Eligible Beneficiary has not applied for an amount exceeding A$30,000 across all of their holdings.
Anson is not required to determine, and will not determine, the identity or residence of any beneficial owners of Shares. Each Custodian will need to determine for itself whether its beneficiaries are Eligible Beneficiaries.
Each Custodian must not participate in the SPP on behalf of, and must not distribute this SPP Booklet or any other document relating to the SPP to, any person in the United States. Failure to comply with these restrictions may result in violations of applicable securities laws.
Can my offer under the SPP be transferred to a third party?
No. Under the SPP Offer, you cannot transfer your offer to apply for SPP Shares to anyone else.
How much can I invest under the SPP?
If you are an Eligible Shareholder, you may apply for up to a total of A$30,000 worth of SPP Shares across all your holdings.
What will happen if Anson scales back Applications?
If Anson scales back Applications in its absolute discretion, the value of SPP Shares allocated to you may be less than the Parcel you initially applied for.
Any scale-back will be conducted having regard to the shareholdings of Eligible Shareholders (as at the Record Date) who applied for SPP Shares.
If this happens you may be issued SPP Shares to a value that is less than the value of SPP Shares you applied for.
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In the case of Eligible Shareholders with more than one Anson shareholding, only the shareholding (as at the Record Date) on which an Application has been made will be considered in the event of any scaleback.
Should this happen, the difference between the value of SPP Shares issued to you (calculated using the Issue Price) and the Application Monies you paid will be refunded to you, without interest, as soon as practicable after the Issue Date.
Will I receive notification of my issue?
Yes. The Registrar will send you a holding statement on or around 21 October 2024 which will include details of the number of SPP Shares issued to you and the Issue Price of the SPP Shares.
You are responsible for confirming your allocation of SPP Shares before trading SPP Shares to avoid the risk of selling SPP Shares you do not own.
Can I withdraw my Application (eg, if the market price of Shares falls after submitting my Application?)
No. Your Application, once submitted, is irrevocable and unconditional and may not be varied or withdrawn even if the market price of Shares is less than the Issue Price.
By submitting your Application, you are accepting the risk that the market price of Shares may change between the date on which you submit your Application and the Issue Date. This means that, up to or after the Issue Date, you may be able to buy Shares on market at a lower price than the Issue Price.
What do I do if I receive more than one Application Form?
Eligible Shareholders who receive more than one Application Form under the SPP because, for example, they hold Shares in more than one capacity or in different registered holdings, may apply on different Application Forms for SPP Shares but may not apply for SPP Shares with a total dollar amount exceeding A$30,000 across all of their holdings.
What rights will the Shares issued under the SPP have?
SPP Shares will rank equally with existing Shares quoted on the ASX, with the same voting rights, dividend rights and other entitlements from the Issue Date.
Where can I obtain more information on the risks associated with Anson and holding Anson Shares?
You should be aware that applying for SPP Shares involves a number of risks.
See Anson's ASX announcements, including in particular Anson's most recent Annual Report which includes a section on risk factors. These can be obtained from ASX's website (www.asx.com.au).
These risks, together with other general risks applicable to all investments in listed securities not specifically referred to, may affect the value of the securities in the future. Accordingly, an investment in Anson should be considered highly speculative. You should consider consulting your financial adviser or other professional adviser before deciding whether to apply for SPP Shares.
Where can I obtain more information on the SPP?
If you have any further questions you can call the Anson SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet).
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SPP Terms and Conditions
Important Notice
Please read these SPP Terms and Conditions carefully as you will be bound by them if you apply for SPP Shares. Eligible Shareholders whose Applications are accepted will also be bound by Anson’s Constitution.
1 Offer
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(a) Anson offers each Eligible Shareholder the opportunity to apply for specific Parcels of Shares up to A$30,000 worth of Shares under the SPP subject to and in accordance with these SPP Terms and Conditions (the “ SPP Offer ”).
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(b) On 26 September 2024, Anson announced that it had raised $5 million through the Placement at an offer price of A$0.08 per Share. The Issue Price for each SPP Share will be the same as the issue price under the Placement.
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(c) The SPP Offer opens on 27 September 2024 and closes on the Closing Date (expected to be 5.00pm (AWST) on 11 October 2024).
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(d) It is expected that the SPP Shares allotted to you under the SPP will commence trading on the ASX on or about 21 October 2024 and you should receive your holding statement on or around that date. You should check your holding statement to confirm your holding before trading in any SPP Shares you believe have been allotted to you under the SPP.
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(e) The SPP Offer is made in Australia under and in accordance with the ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 .
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(f) The SPP Offer is made in New Zealand under and in accordance with the Financial Markets Conduct (Incidental Offers) Exemption Notice 2021 .
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(g) The SPP Offer to each Eligible Shareholder (whether you are a Custodian or you hold Shares on your own account) is made on the same terms and conditions.
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(h) As announced by Anson on 20 September 2024, it is proposed that Anson will undertake the Attaching Options Offer, whereby it is proposed that each participant in the Placement and SPP will be issued with Attaching Options, following commencement of trading of SPP Shares.
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(i) For the avoidance of doubt, this SPP Booklet does not constitute an offer under or in connection with the Attaching Options Offer, and does not include, and does not purport to include, any information relevant for the purposes of the Attaching Options Offer. Full details of the Attaching Options Offer will be set out in the prospectus to be lodged by Anson on the ASX and made available to eligible shareholders on or around 28 October 2024.
2 Eligible Shareholders
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(a) Subject to sections 2(c) to 2(j) of these SPP Terms and Conditions, all persons registered as holders of Shares at the Record Date and shown on the Register to have an address in Australia or New Zealand and who are outside the United States and not acting for the account or benefit of a person in the United States may participate in the SPP (referred to as " Eligible Shareholders ").
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(b) Directors and employees of Anson are entitled to participate in the SPP if they are Eligible Shareholders.
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(c) Shareholders who hold Shares on behalf of persons who:
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(i) reside outside Australia or New Zealand;
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(ii) are in the United States; or
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(iii) are acting for the account or benefit of a person in the United States,
-
are not entitled to participate in the SPP on behalf of those persons.
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(d) The Shares to be offered and sold under the SPP have not been, and will not be, registered under the U.S. Securities Act, or the securities laws of any state or other jurisdiction of the United States. Accordingly, shareholders who are located in the United States or are acting for the account or benefit of a person in the United States are not Eligible Shareholders and are not entitled to participate in the SPP. Shares to be offered and sold under the SPP may only be offered and sold outside the United States in 'offshore transactions' (as defined in Rule 902(h) under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act.
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(e) A Custodian must not participate in the SPP on behalf of, nor distribute this SPP Booklet or any other document relating to the SPP to, any person in the United States.
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(f) Consistent with the representations, warranties and acknowledgements contained in section 4 of these SPP Terms and Conditions and the Application Form, you may not submit any completed Application Forms for any person in the United States or any person who is acting for the account or benefit of a person in the United States. Failure to comply with these restrictions may result in violations of applicable securities laws.
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(g) Shareholders who are joint holders of Shares are taken to be a single registered holder of Shares for the purposes of determining whether they are an Eligible Shareholder, and the certification under section 4(a)(ix) of these SPP Terms and Conditions by one joint holder will be effective in respect of the other joint holder(s).
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(h) If you are a Custodian for one or more persons who were resident in Australia or New Zealand on the Record Date, you may apply for up to A$30,000 worth of SPP Shares for each Eligible Beneficiary subject to you annexing to your Application Form a certificate (“ Custodian Certificate ”)[2] addressed to Anson with the following information as required by ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 :
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(i) confirmation that:
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(A) you hold Shares on behalf of one or more other persons (each a " participating beneficiary ") that are not Custodians; and/or
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(B) a Downstream Custodian holds beneficial interests in Shares on behalf of one or more other persons (each a " participating beneficiary "), and you hold the Shares to which those beneficial interests relate on behalf of the Downstream Custodian or another Custodian;
-
-
(ii) confirmation that each participating beneficiary has subsequently instructed the following persons:
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(A) where sub-paragraph (i)(A) above applies – you; or
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(B) where sub-paragraph (i)(B) above applies – the Downstream Custodian,
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to apply for SPP Shares on their behalf under the SPP;
- (iii) the number of participating beneficiaries and their names and addresses;
2 The Custodian Certificate can be obtained by contacting the Registrar on the Anson SPP Information Line (see details in the Corporate Directory at the back of this SPP Booklet).
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-
(iv) in respect of each participating beneficiary:
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(A) where sub-paragraph (i)(A) above applies – the number of Shares that you hold on their behalf; or
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(B) where sub-paragraph (i)(B) above applies – the number of Shares to which the beneficial interests relate;
-
-
(v) in respect of each participating beneficiary:
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(A) where sub-paragraph (i)(A) above applies – the number or the dollar amount of Shares they have instructed you to apply for on their behalf; or
-
(B) where sub-paragraph (i)(B) above applies – the number or the dollar amount of Shares they have instructed the Downstream Custodian to apply for on their behalf;
-
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(vi) confirmation that there are no participating beneficiaries in respect of which the total Application price for the following exceeds A$30,000:
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(A) the Shares applied by you under the SPP in accordance with the instructions referred to in sub-paragraph (v) above; and
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(B) any other Shares issued to you in the 12 months before the Application as a result of an instruction given by them to you or the Downstream Custodian to apply for Shares on their behalf under an arrangement similar to the SPP;
-
-
(vii) confirmation that a copy of this SPP Booklet was given to each participating beneficiary; and
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(viii) where sub-paragraph (i)(B) above applies – the name and address of each Custodian who holds beneficial interests in the Shares held by you in relation to each participating beneficiary.
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(i) If you hold Shares as a trustee or nominee for another person, but are not a Custodian, you cannot participate for beneficiaries in the manner described above. In this case, the rules in section 3(b) of these SPP Terms and Conditions apply.
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(j) If you are an Eligible Shareholder, participation in the SPP is entirely at your option, your rights under the SPP Offer are personal to you and are non-renounceable, which means you cannot transfer your rights to acquire SPP Shares under the SPP to another person. Once submitted, an Application under the SPP cannot be withdrawn or altered.
3 Applying for SPP Shares
- (a) Participation in the SPP is optional. Eligible Shareholders may apply to purchase SPP Shares in a Parcel with a dollar amount of A$1,000, A$2,000, A$5,000, A$10,000, A$15,000, A$20,000 or A$30,000. If you are an Eligible Shareholder and wish to participate in the SPP, you must follow the instructions on the Application Form and make payment using BPAY[®] (or alternatively, electronic funds transfer if you are a New Zealand resident) equivalent to the dollar amount of the Parcel you wish to apply for (including providing the Biller Code and unique reference number provided to you on your Application Form for the purposes of the SPP only). Contact your financial institution to make your payment from your cheque or savings account. Your payment must be received by the Registrar by 5.00pm (AWST) on the Closing Date (expected to be 5.00pm (AWST) on 11 October 2024). Payments must be made in Australian dollars. Anson will not accept payment by cash, cheque, bank draft or money order.
If Anson receives:
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an amount that is not equal to A$1,000, A$2,000, A$5,000, A$10,000, A$15,000, A$20,000 or A$30,000, Anson may round down the dollar amount of SPP Shares that you are applying for to the next lowest Parcel; or
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less than A$1,000, Anson may reject your Application,
and refund the portion of your Application Monies that is not used to purchase SPP Shares, without interest, as soon as practicable after the Issue Date.
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(b) Eligible Shareholders (other than Custodians) who receive more than one offer under the SPP (for example, because they hold Shares in more than one capacity or in different registered holdings) may apply on different Application Forms for SPP Shares but may not apply for SPP Shares with a total dollar amount of more than A$30,000.
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(c) Anson may accept or reject your Application for SPP Shares in its absolute discretion. Anson may reject your Application in the following circumstances (among others):
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(i) your Application Form is incorrectly completed, incomplete or otherwise determined by Anson to be invalid;
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(ii) you have applied for SPP Shares with a total Application price of less than A$1,000;
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(iii) if your Application Monies do not correspond to the value of the Parcel you have applied for;
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(iv) your BPAY[®] or electronic funds transfer payment is incomplete or invalid;
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(v) unless you are a Custodian, it appears that you are applying to acquire SPP Shares with a total Application price in excess of A$30,000 under the SPP;
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(vi) you are a Custodian and you have not provided the required Custodian Certificate;
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(vii) your Application Form or BPAY[®] or electronic funds transfer payment is received after the Closing Date. Late payments will be refunded, without interest, as soon as practicable after the Issue Date; or
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(viii) Anson believes you are not an Eligible Shareholder (subject to compliance with any applicable ASIC requirements).
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(d) If the value of the Parcel you have applied for cannot be divided by the Issue Price to give a whole number of SPP Shares and no scale-back is applied to your Application, the number of SPP Shares you will be issued will be rounded down to the nearest whole number of SPP Shares. If the difference between the value of SPP Shares issued to you (calculated using the Issue Price) and your Application Monies is less than A$2, it will be donated to a charity or charities nominated by Anson. If the difference is A$2 or more, that amount will be refunded to you, without interest.
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(e) If a refund is made to shareholders whose dividends are paid in Australian dollars or New Zealand dollars, payment will be made by direct deposit in Australian or New Zealand dollars to your nominated account as recorded on the Register. Refunds in New Zealand dollars will be converted from Australian dollars by reference to prevailing foreign exchange market rates available on the day of conversion.
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(f) Any refunds will be made as soon as practicable after the Issue Date.
4 Acknowledgements by Making an Application
- (a) If you make an Application, by making that Application, you will be deemed to have represented on behalf of each person on whose account you are acting that you:
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(i) acknowledge that you have read and accepted these SPP Terms and Conditions in full and you declare that all details and statements in your Application Form are true and complete and not misleading;
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(ii) declare that you were the registered holder(s) at the Record Date of the Shares indicated on the Application Form as being held by you on the Record Date;
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(iii) acknowledge that you are an Eligible Shareholder using the unique reference number provided to you on the Application Form;
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(iv) irrevocably and unconditionally agree to these SPP Terms and Conditions, including the terms of the Application Form and agree not to do any act or thing that would be contrary to the spirit, intention or purpose of the SPP;
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(v) acknowledge and agree that no offer of Attaching Options is made pursuant to the Application Form;
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(vi) agree to be bound by the terms of Anson’s Constitution (as may be amended from time to time);
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(vii) declare you are over 18 years of age (if you are an individual) and have full legal capacity and power to exercise and perform all of your rights and obligations under the SPP Offer;
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(viii) acknowledge your Application is irrevocable and unconditional and cannot be varied by you;
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(ix) if you are applying on your own behalf (and not as a Custodian), certify that the total of the Application price for the following does not exceed A$30,000:
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(A) the Shares the subject of your Application;
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(B) any other Shares in the class you applied for under the SPP; and
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(C) any other Shares in the class which you have instructed a Custodian to acquire on your behalf under the SPP or any other similar arrangement in the 12 months prior to the date of submission of the Application;
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(x) if you are a Custodian and are applying on behalf of an Eligible Beneficiary on whose behalf you hold Shares, certify that:
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(A) you are a Custodian;
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(B) you held Shares on behalf of the Eligible Beneficiary as at the Record Date who has instructed you to apply for SPP Shares on their behalf under the SPP and that the Eligible Beneficiary has been given a copy of this SPP Booklet;
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(C) you are not applying for SPP Shares on behalf of any Eligible Beneficiary with a total Application price of more than A$30,000; and
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(D) the information in the Custodian Certificate submitted with your Application Form is true and correct and not misleading;
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(xi) accept the risk associated with any refund that may be dispatched to your address or to your nominated bank account as shown on the Register;
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(xii) are responsible for any dishonour fees or other costs Anson may incur in processing a payment that is dishonoured;
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(xiii) acknowledge that no interest will be paid on any Application Monies held pending the issue of the SPP Shares or subsequently returned to you for any reason;
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(xiv) authorise Anson and the Registrar and their respective officers or agents to do anything on your behalf necessary for SPP Shares to be issued to you, including to act on instructions of the Registrar upon using the contact details set out in your Application Form;
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(xv) acknowledge that the information contained in this SPP Booklet (including these SPP Terms and Conditions and your Application Form) is not financial product or investment advice nor a recommendation that SPP Shares are suitable for you and have been prepared without taking into account your investment objectives, financial situation or particular needs;
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(xvi) acknowledge that this SPP Booklet is not a prospectus or product disclosure statement under the Corporations Act, does not contain all of the information that you may require in order to assess an investment in Anson and is given in the context of Anson’s past and ongoing continuous disclosure announcements to the ASX;
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(xvii) acknowledge that none of Anson or its related bodies corporate and affiliates and their respective directors, officers, partners, employees, representatives, agents, consultants or advisers guarantees the performance of Anson;
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(xviii) if you submit an Application Form;
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(A) authorise Anson to correct any errors in your Application Form; and
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(B) acknowledge that Anson may determine that your Application Form is valid, in accordance with these SPP Terms and Conditions, even if the Application Form is incomplete, contains errors or is otherwise defective;
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(xix) acknowledge that, to the extent permitted by any applicable law, Anson is not liable for any exercise of its discretions referred to in this SPP Booklet;
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(xx) represent and warrant that the law of any place does not prohibit you from being given this SPP Booklet and the Application Form, nor does it prohibit you from making an Application for the SPP Shares and that you are otherwise eligible to participate in the SPP;
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(xxi) represent that you are not in the United States or in any other country outside Australia and New Zealand and you are not acting for the account or benefit of a person in the United States or in any other country outside Australia and New Zealand;
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(xxii) acknowledge that the Shares have not been, and will not be, registered under the U.S. Securities Act or the securities laws of any state or other jurisdiction of the United States and, accordingly, the Shares to be offered and sold pursuant to the SPP may not be offered, sold or resold, directly or indirectly, in the United States;
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(xxiii) acknowledge the SPP Shares may only be offered and sold to Eligible Shareholders outside the United States in 'offshore transactions' (as defined in Rule 902(h) under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act);
-
(xxiv) represent that you have not, and you agree that you will not, send this SPP Booklet or any other materials relating to the SPP to any person in the United States or any other country outside Australia and New Zealand, or to any person acting for the account or benefit of a person in the United States or any other country outside Australia and New Zealand;
17
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(xxv) if you are acting as a trustee, nominee or Custodian, each beneficial holder on whose behalf you are participating in the SPP is resident in Australia or New Zealand, and you have not sent this SPP Booklet, or any materials relating to the SPP to any person outside of Australia and New Zealand; and
-
(xxvi) acknowledge and agree that if in the future you decide to sell or otherwise transfer the Shares, you will only do so in standard brokered transactions on the ASX, where neither you nor any person acting on your behalf knows, or has reason to know, that the sale has been pre-arranged with, or the purchaser is, a person in the United States.
5 Issue Price of SPP Shares
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(a) The Issue Price per SPP Share is A$0.08, being the same price paid by institutional and sophisticated investors under the Placement.
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(b) You agree to pay the Issue Price per SPP Share for the number of SPP Shares calculated by dividing your Application Monies (being a dollar amount of A$1,000, A$2,000, A$5,000, A$10,000, A$15,000, A$20,000 or A$30,000) by the Issue Price or, if there is a scale-back, the number of SPP Shares calculated under section 7 of these SPP Terms and Conditions.
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(c) You acknowledge the risk that the market price of Shares may change (ie, rise or fall) between the date you submit your Application and the Issue Date, which may mean that the Issue Price you pay for the SPP Shares may exceed, or be less than, the market price of Shares on the Issue Date. You are encouraged to seek your own financial advice in relation to this offer and your participation under the SPP.
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(d) Anson will apply to ASX for quotation of the SPP Shares. It is anticipated that the trading of the SPP Shares on the ASX will commence on 21 October 2024.
6 Rights Attaching to the SPP Shares
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(a) SPP Shares will, at the Issue Date, rank equally in all respects with existing Shares quoted on the ASX, with the same voting rights, dividend rights and other entitlements. This means that they will participate fully in any distributions which have a record date after the date of issue of the SPP Shares, if any.
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(b) Attaching Options will also be issued in respect of SPP Shares that are acquired under the SPP, in accordance with the Attaching Options Offer. Full details of the Attaching Options Offer will be set out in the prospectus expected to be lodged by Anson on ASX and made available to Anson shareholders on or around Monday, 28 October 2024.
7
Scale-back
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(a) Depending on the level of demand, Anson may in its absolute discretion allocate to you less SPP Shares than the value of the Parcel you have applied for.
-
(b) If Anson decides to conduct a scale-back, any scale-back will be conducted having regard to the shareholdings of Eligible Shareholders (as at the Record Date) who applied for SPP Shares.
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(c) In the case of Eligible Shareholders with more than one Anson shareholding, only the shareholding (as at the Record Date) on which an Application has been made will be considered in the event of any scale-back.
-
(d) If there is a scale-back, you may receive less SPP Shares than the Parcel you initially applied for. If a scale-back produces a fractional number of SPP Shares when applied to
18
your Parcel, the number of SPP Shares you will be allocated will be rounded down to the nearest whole number of SPP Shares.
- (e) In the event of a scale-back, the difference between the value of SPP Shares issued to you (calculated using the Issue Price) and the Application Monies will be refunded to you, without interest. If a refund is made to shareholders whose dividends are paid in Australian dollars or New Zealand dollars, payment will be made by direct deposit in Australian or New Zealand dollars to your nominated account as recorded on the Register. Refunds in New Zealand dollars will be converted from Australian dollars by reference to prevailing foreign exchange market rates available on the day of conversion. Any refunds will be made as soon as practicable after the Issue Date.
8
Costs of Participation in the SPP
No brokerage, commission or transaction costs will be payable by Eligible Shareholders in respect of the application for, and the issue of, SPP Shares.
9 New Zealand
The SPP Shares are not being offered or sold to the public within New Zealand other than to existing shareholders of Shares at the Record Date (5.00pm (AWST) on 19 September 2024), with registered addresses in New Zealand to whom the offer of the SPP Shares is being made in reliance on the Financial Markets Conduct Act 2013 and the Financial Markets Conduct (Incidental Offers) Exemption Notice 2021 .
This document has not been registered, filed with or approved by any New Zealand regulatory authority. This document is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.
Application Monies must be paid in Australian dollars.
10 Anson Determination Final
Anson may determine in any manner it thinks fit, any difficulties, anomalies or disputes that may arise in connection with or by reason of the operation of the SPP (either generally or in particular cases) and the decision of Anson will be conclusive and binding on all participants or other persons to whom the determination relates (as applicable).
11 Waiver, Amendment, Suspension and Withdrawal
Anson may, in its absolute discretion, waive compliance with any provision of these SPP Terms and Conditions (including by accepting late applications, either generally or in particular cases), amend or vary these SPP Terms and Conditions (including by changing the timetable for the SPP, such as the Closing Date and Issue Date), or suspend or withdraw the SPP Offer at any time. Any such waiver, amendment, variation, suspension or withdrawal will be binding on all Eligible Shareholders even where Anson does not notify you of the event.
12 No Underwriting
The SPP will not be underwritten.
13 Governing Law
This SPP Booklet, the SPP and the contracts formed on acceptance of Applications made pursuant to the SPP are governed by the law applicable in Queensland, Australia. Each
19
Shareholder who applies for SPP Shares submits to the non-exclusive jurisdiction of the courts of Queensland, Australia.
14 Disclaimer of representations
No person is authorised to give any information, or to make any representation, in connection with the SPP that is not contained in this SPP Booklet.
Any information or representation that is not in this SPP Booklet may not be relied on as having been authorised by Anson, or its related bodies corporate, in connection with the SPP. Except as required by law, and only to the extent so required, none of Anson, its directors, officers or employees or any other person, warrants or guarantees the future performance of Anson or any return on any investment made pursuant to this SPP Booklet.
15 Privacy Policy
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(a) By completing and submitting an Application Form you acknowledge that you have read this SPP Booklet and these SPP Terms and Conditions.
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(b) As a Shareholder, Anson and the Registrar have already collected certain personal information (which includes your name, mailing address, details of your shareholding and bank account details) from you. If you apply for SPP Shares, Anson and the Registrar may update that personal information or collect additional personal information for the purposes of:
-
(i) processing your application and assessing your acceptance of the SPP Shares;
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(ii) servicing your needs as a shareholder and providing facilities and services that you request; and
-
(iii) carrying out appropriate administration.
-
(c) Anson is required to collect personal information about you under the Corporations Act and Australian taxation laws as part of this offer. If you do not provide your personal information, Anson may be hindered in, or prevented from, processing your Application, administering your shareholding and/or sending you information about the products and services of members of the Anson Group, including future offers of securities.
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(d) You acknowledge that the personal information submitted as part of the Application Form or other forms and otherwise provided to Anson (directly or via its agents, including the Registrar) will be collected, used and disclosed by Anson (and its agents, including the Registrar) in order to process your Application, service your needs as a shareholder, provide facilities and services that you request, carry out appropriate administration, send you information about the products and services of members of the Anson Group, including future offers of securities and as otherwise required or authorised by law (including, without limitation, any law relating to taxation, money laundering or counterterrorism). Such disclosure may include disclosure to third parties including other members of the Anson Group and to Anson’s agents, service providers, auditors and advisers. Such disclosure may also include disclosure to domestic and overseas regulators or other government agencies (including ASIC and the ATO), stock exchanges, and the public by way of public registers maintained by regulators or other bodies. Some of these recipients may be located outside Australia (including in New Zealand) where your personal information may not receive the same level of protection as afforded under Australian law.
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(e) The personal information you provide will ordinarily be held and used within Australia and disclosed to third parties who are located in Australia. Anson is unlikely to disclose personal information to overseas recipients.
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(f) Where personal information is disclosed, Anson will seek to ensure that the information is held, used or disclosed consistently with the Privacy Act 1988 (Cth) and any other applicable privacy laws and codes.
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(g) If you would like any further information about Anson's privacy practices or access to the personal information collected by Anson in relation to your shareholding, you may contact Anson through the Anson SPP Information Line.
16 Taxation
Eligible Shareholders should consult their own taxation advisor about the tax status of their investment in SPP Shares.
17 General
If you have any questions about the operation of SPP, please contact the Anson SPP Information Line on 1300 103 390 (within Australia) or +61 2 8072 1415 (outside Australia) any time between 8.30am and 5.00pm (AWST), Monday to Friday.
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Glossary
The following definitions apply throughout this SPP Booklet unless the context requires otherwise.
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Definition Meaning
A$ or $ Australian dollars.
Anson Anson Resources Limited (ABN 46 136 636 005).
Anson Group Anson and its related bodies corporate.
Application the arranging for payment of the relevant Application Monies through
BPAY [® ] or electronic funds transfer, in accordance with the instructions on
the Application Form.
Application Form the application form relating to the SPP that is available at
https://investor.automic.com.au/#/home or by contacting the Anson SPP
Information Line (see details in the Corporate Directory at the back of this
SPP Booklet). This may include a deemed application form in the same
terms, where a valid BPAY [® ] or electronic funds transfer payment is made.
Application Monies the aggregate amount payable for the SPP Shares applied for through
BPAY [® ] or electronic funds transfer.
ASIC Australian Securities and Investments Commission.
ASX ASX Limited (ACN 008 624 691) or, where the context requires, the
securities exchange operated by it on which the Shares are quoted.
ASX Listing Rules the listing rules of ASX as amended from time to time.
ATO Australian Taxation Office.
Attaching Option a free unlisted option issued under the Attaching Options Offer to acquire
one Share to each:
• Eligible Shareholder on the basis of one option for every two SPP
Shares allotted pursuant to the SPP; and
• participants in the Placement, on the basis of one option for every
two Shares allotted pursuant to the Placement.
Attaching Options the issue by Anson of the Attaching Options via prospectus to be lodged by
Offer Anson on the ASX and dispatched to eligible shareholders on or around 28
October 2024.
AWST Australian Western Standard time.
Beneficiary either or both of the following:
• one or more persons on whose behalf a Custodian holds Shares;
and/or
• a Downstream Custodian.
Closing Date the last day on which Applications will be accepted (expected to be 5.00pm
(AWST) on 11 October 2024).
Corporations Act Corporations Act 2001 (Cth) as amended from time to time.
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Definition Meaning
Custodian a custodian, trustee or nominee within the definition of “custodian” in ASIC
Corporations (Share and Interest Purchase Plans) Instrument 2019/547 .
Custodian Certificate has the meaning given in clause 2(h) of the SPP Terms and Conditions
Downstream another Custodian on whose behalf a Custodian holds Shares, who holds
Custodian the beneficial interests in Shares on behalf of one or more persons.
Eligible Beneficiary a Beneficiary of a Custodian with a registered address in either Australia or
New Zealand as at the Record Date, provided that such Beneficiary is in
Australia or New Zealand, and not in the United States or acting for the
account or benefit of a person in the United States.
Eligible Shareholder has the meaning given in clause 2(a) of the SPP Terms and Conditions.
Issue Date the date on which SPP Shares are issued (expected to be 18 October
2024).
Issue Price the Issue Price per SPP Share is A$0.08, being the same price paid by
institutional and sophisticated investors under the Placement.
Opening Date 9.00am (AWST) on 27 September 2024.
Parcel a parcel of SPP Shares, with a dollar amount of A$1,000, A$2,000,
A$5,000, A$10,000, A$15,000, A$20,000 or A$30,000, calculated at the
Issue Price.
Placement the placement of Shares to institutional and sophisticated investors,
announced on 20 September 2024.
Record Date 5.00pm (AWST) on 19 September 2024.
Register the register of Shareholders maintained by the Registrar.
Registrar Automic Pty Ltd (ABN 27 152 260 814).
Share or Anson Share a fully paid ordinary share in Anson.
Shareholder a registered holder of Shares at the Record Date.
Share Purchase Plan this share purchase plan being offered to Eligible Shareholders under this
or SPP SPP Booklet.
SPP Booklet this booklet.
SPP Offer has the meaning given in clause 1(a) of the SPP Terms and Conditions.
SPP Share a new Share issued under the SPP.
SPP Terms and the terms and conditions of the SPP set out in this SPP Booklet, including
Conditions this Glossary and your personalised Application Form.
U.S. Securities Act the United States Securities Act of 1933.
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CORPORATE DIRECTORY
ANSON
Anson Resources Limited
ABN 46 136 636 005 GPO Box 5193 Sydney NSW 2001 https://www.ansonresources.com/
REGISTRY
Automic Pty Ltd Level 2 267 St Georges Terrace Perth WA 6000
AUSTRALIAN LEGAL ADVISOR
Allens
Level 28 Deutsche Bank Place 126 Phillip Street Sydney NSW 2000
ANSON SPP INFORMATION LINE
Within Australia: 1300 103 390 Outside Australia: +61 2 8072 1415 Open 8.30am to 5.00pm (AWST) Monday to Friday (excluding public holidays)
https://investor.automic.com.au/#/home
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