AI assistant
ASTRON LIMITED — Capital/Financing Update 2024
Nov 14, 2024
64449_rns_2024-11-14_be12e93f-1c37-4373-a755-fe2cb8e9597f.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Update Summary Entity name ASTRON CORPORATION LIMITED Announcement Type Update to previous announcement Date of this announcement 14/11/2024 Reason for update to a previous announcement Extension of closing date Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
1 / 9
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Part 1 - Entity and announcement details
1.1 Name of +Entity
ASTRON CORPORATION LIMITED
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
ARBN
Registration Number
154624553
1.3 ASX issuer code
ATR
1.4 The announcement is
Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
Extension of closing date
1.4b Date of previous announcement to this update
17/10/2024
1.5 Date of this announcement
14/11/2024
1.6 The Proposed issue is:
A standard +pro rata issue (non-renounceable or renounceable) A placement or other type of issue
1.6a The proposed standard +pro rata issue is:
- Non-renounceable
Appendix 3B - Proposed issue of securities
2 / 9
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No
Part 3B - Offer details
+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued
ASX +security code and description
ATR : CHESS DEPOSITARY INTERESTS 1:1
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? No No
Details of +securities proposed to be issued
ASX +security code and description
ATR : CHESS DEPOSITARY INTERESTS 1:1
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) The quantity of additional +securities For a given quantity of +securities to be issued held
1 12
Appendix 3B - Proposed issue of securities
3 / 9
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
| What will be done with fractional | Maximum number of +securities |
|---|---|
| entitlements? | proposed to be issued (subject to |
| rounding) | |
| Fractions rounded up to the next | 15,219,898 |
| whole number | |
| Offer price details for retail security holders | |
| In what currency will the offer be | What is the offer price per +security |
| made? | for the retail offer? |
| AUD - Australian Dollar | AUD 0.66000 |
| Oversubscription & Scale back details | |
| Will individual +security holders be permitted to apply for more than their | |
| entitlement (i.e. to over-subscribe)? | |
| Yes | |
| Describe the limits on over-subscription None - Applicants will be entitled to subscribe for Additional New CDIs at the Offer Price subject to availability |
|
| Will a scale back be applied if the offer | is over-subscribed? |
| Yes | |
| Describe the scale back arrangements At the Company's discretion |
|
| Will these +securities rank equally in all respects from their issue date with | |
| the existing issued +securities in that class? | |
| Yes |
Part 3C - Timetable
3C.1 +Record date
22/10/2024
3C.2 Ex date
21/10/2024
3C.4 Record date
22/10/2024
3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue
24/10/2024
3C.6 Offer closing date
3/12/2024
Appendix 3B - Proposed issue of securities
4 / 9
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
3C.7 Last day to extend the offer closing date
28/11/2024
3C.9 Trading in new +securities commences on a deferred settlement basis 4/12/2024 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 9/12/2024 3C.12 Date trading starts on a normal T+2 basis 10/12/2024 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 12/12/2024
Part 3E - Fees and expenses 3E.1 Will there be a lead manager or broker to the proposed offer? Yes 3E.1a Who is the lead manager/broker? Morgans Financial Limited and Blue Ocean Equities Pty Limited 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? 6% of funds raised from non-related party shareholders. 3E.2 Is the proposed offer to be underwritten? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer ASX Listing Fees - ~$40,000 Share registry and other share issuance fees - ~$65,000 Legal and other fees - ~$25,000
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Redomicile of the parent entity to Australia $1.8m Preparation for construction of the Donald Project $5.0m Feasibility Study for China plant expansion $2.0m Exploration of 100% owned RL2003 $1.0m Niafarang Project, Working Capital and offer costs - $3.2m
3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue?
Appendix 3B - Proposed issue of securities
5 / 9
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue
Countries other than Australia, New Zealand, Hong Kong and China
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities
Yes
3F.5a Please provide further details of the offer to eligible beneficiaries
Further information will be sent to eligible securityholders in an Offer Booklet expected to be lodged with the ASX and despatched or otherwise made available on or around Wednesday, 23 October 2024.
3F.6 URL on the entity's website where investors can download information about the proposed issue
The Offer Booklet and personalised Entitlement and Acceptance Form will be available online via a special webpage that will be set up by Computershare and accessible from Wednesday, 23 October 2024 (the day the Entitlement Offer opens). General information about Astron's projects is available on the website: www.astronlimited.com.au
3F.7 Any other information the entity wishes to provide about the proposed issue
3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? No
3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
Appendix 3B - Proposed issue of securities
6 / 9
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? No
Part 7B - Issue details
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this +security include an offer of attaching +securities? No
Details of +securities proposed to be issued
ASX +security code and description
ATR : CHESS DEPOSITARY INTERESTS 1:1
Number of +securities proposed to be issued
4,545,455
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? Yes
In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 0.66000
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Appendix 3B - Proposed issue of securities
7 / 9
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
Part 7C - Timetable
7C.1 Proposed +issue date
24/10/2024
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No
7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes
7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?
4,545,455
7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue? Yes
7E.1a Who is the lead manager/broker?
Morgans Financial Limited and Blue Ocean Equities Pty Limited
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
See Question 3E.1b
7E.2 Is the proposed issue to be underwritten?
No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue See Question 3E.4
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
See 3F.1
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No
Appendix 3B - Proposed issue of securities
8 / 9
Appendix 3B - Proposed issue of securities
==> picture [21 x 22] intentionally omitted <==
7F.2 Any other information the entity wishes to provide about the proposed issue
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
Appendix 3B - Proposed issue of securities
9 / 9