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BOSS ENERGY LTD Capital/Financing Update 2021

Mar 28, 2021

64549_rns_2021-03-28_3c5e9828-ad43-4b6f-8e55-35c813234d58.pdf

Capital/Financing Update

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ASX Release 29 March 2021
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Not for release to US wire services or distribution in the United States

Boss acquires strategic uranium inventory after completing $60m capital raising

Strategic acquisition will strengthen Boss Energy’s position in offtake and project funding negotiations

Highlights

  • Boss has entered into Binding Agreements to purchase 1.25 million pounds of uranium on the spot market at a weighted average price of US$30.15 per pound

  • Strategic acquisition to be funded by a well-supported A$60M share placement

  • Placement price of 14 cents per share, representing a discount of 9.7% to the last closing price and 10.6% to the 10 day-trading volume-weighted average market price (VWAP)

  • Acquisition of uranium inventory will deliver several significant benefits for Boss as it becomes Australia’s next uranium producer:

  • Provides greater flexibility for financing and off-take negotiations

  • De-risks the Honeymoon restart as it will ensure Boss can meet offtake obligations, providing initial customers with confidence of supply

  • Clear strategic value and upside for Boss Energy shareholders given forecasts of tight supply-demand fundamentals in the uranium market

Boss Energy (ASX: BOE; Boss or the Company ) is pleased to announce it has received commitments from professional and sophisticated investors for A$60 million through a share placement at 14 cents per share ( Placement ).

Significant demand was received for the Placement from existing institutional shareholders and new and noteworthy investors.

Net proceeds of the Placement will be applied to the strategic purchase of 1.25 million pounds of U3O8 on the uranium spot market. Binding agreements to purchase the uranium inventory, which is currently warehoused at the ConverDyn Facility in Metropolis, Illinois, have been entered into at a weighted average price of US$30.15 per pound, which is reflective of the prevailing uranium spot price.

FOR FURTHER INFORMATION PLEASE CONTACT:

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Boss Energy Limited Duncan Craib - Managing Director/ CEO ABN 38 116 834 336 +61 (08) 6263 4494 Suite 3, Churchill Court Paul Armstrong – Public Relations 234 Churchill Avenue +61 (08) 9388 1474 Subiaco WA 6008

ASX: BOE

www.bossenergy.com

@Boss_Energy

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Upon delivery and payment by Boss, title to the uranium inventory will transfer to the Company with no other conditions required to be met. Under the binding agreements, the Company will acquire 0.25 million pounds of uranium by the end of April 2021 and the remaining 1 million pounds by the end of June 2021. The uranium will remain stored at the ConverDyn Facility. Remaining funds from the Placement will be applied towards storage costs associated with the uranium inventory, costs of the Placement and general working capital.

The acquisition of the strategic uranium inventory will deliver several significant benefits for Boss, including:

  • Enhanced financial position to support the planned re-start of the Honeymoon Uranium Project;

  • Increased flexibility in project funding and offtake negotiations with customers;

  • De-risking Honeymoon re-start during commissioning phase;

  • Remaining fully leveraged to any future appreciation of uranium price on the back of tight supplydemand fundamentals.

Boss Managing Director Duncan Craib said: We have been able to create this unique opportunity thanks to our highly experienced and well-connected operatives in the global uranium market.

“The stockpile will be highly valuable to us on several levels as we secure offtake agreements, finalise project funding and move into production”.

Details of Placement

The Company will issue a total of 428,571,429 Placement shares at an issue price of 14 cents per Placement share to raise A$60 million (before costs). The Placement shares are expected to be issued on or around 1 April 2021 under the Company’s Listing Rule 7.1 (277,455,731 shares) and Listing Rule 7.1A (151,115,698 shares) placement capacity and the issue is therefore not subject to shareholder approval. Following completion of the Placement, Boss will have a total of 2,278,276,306 shares on issue.

The issue price represents a discount of 9.7% to the last closing price on 24 March 2021 of 15.5 cents, a 10.6% discount to the 10-day VWAP and an 8.1% discount to the 15-day VWAP, prior to 24 March 2021. Placement shares will rank equally with existing fully paid ordinary shares on issue.

Advisers

Canaccord Genuity (Australia) Limited and Aitken Murray Capital Partners Pty Ltd acted as Joint Lead Managers to the Placement and Sprott Capital Partners LP acted as Co-Manager to the Placement.

Longreach Capital are acting as financial adviser and Thomson Geer as Australian legal counsel to Boss in relation to the Placement.

This ASX announcement was approved and authorised by the Board of Boss Energy Limited.

For further information, contact: For media enquiries, contact: Duncan Craib Paul Armstrong Chief Executive Officer Read Corporate P: +61 (8) 6263 4494 P: +61 (8) 9388 1474 E: [email protected] E: [email protected]

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www.bossenergy.com

@Boss_Energy

ASX: BOE

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REFERENCE TO PREVIOUS ASX ANNOUNCEMENTS

See details of the Feasibility Study announced on 21 January 2020. The Company confirms that all material assumptions underpinning the production target and forecast financial information included in that announcement continue to apply and have not materially changed. Nothing in this announcement pre-empts the findings of the Enhanced Feasibility Study currently being undertaken.

FORWARD LOOKING STATEMENTS

All dollar amounts are in Australian dollars unless otherwise indicated.

This announcement may contain certain statements and projections provided by or on behalf of Boss Energy Limited with respect to the anticipated future undertakings. These forward-looking statements reflect various assumptions by or on behalf of Boss.

Accordingly, these statements are subject to significant business, economic and competitive uncertainties and contingencies associated with the mining industry which may be beyond the control of Boss which could cause actual results or trends to differ materially, including but not limited to price and currency fluctuations, geotechnical factors, drilling and production results, development progress, operating results, reserve estimates, legislative, fiscal and regulatory developments, economic and financial market conditions in various countries, approvals and cost estimates, environmental risks, ability to meet funding requirements, share price volatility. Accordingly, there can be no assurance that such statements and projections will be realised. Boss makes no representations as to the accuracy or completeness of any such statement of projections or that any forecasts will be achieved.

Additionally, Boss makes no representation or warranty, express or implied, in relation to, and no responsibility or liability (whether for negligence, under statute or otherwise) is or will be accepted by Boss or by any of their respective officers, directors, shareholders, partners, employees, or advisers as to or in relation to the accuracy or completeness of the information, statements, opinions or matters (express or implied) arising out of, contained in or derived from this announcement or any omission from this announcement or of any other written or oral information or opinions provided now or in the future to any interested party or its advisers. In furnishing this announcement, Boss undertakes no obligation to provide any additional or updated information whether as a result of new information, future events or results or otherwise.

Nothing in this material should be construed as either an offer to sell or a solicitation of an offer to buy or sell securities. It does not include all available information and should not be used in isolation as a basis to invest in Boss.

NOT AN OFFER

This announcement is for information purposes and is not a prospectus, product disclosure statement or any other offering document under Australian law or the law of any other jurisdiction (and will not be lodged with the Australian Securities and Investments Commission (“ASIC”) or any foreign regulator). The information does not and will not constitute or form part of an offer, invitation, solicitation or recommendation in relation to the subscription, purchase or sale of securities in any jurisdiction and neither this announcement nor anything in it shall form any part of any contract for the acquisition of Boss shares. The distribution of this announcement in jurisdictions outside Australia may be restricted by law and you should observe any such restrictions.

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES OF AMERICA

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 (“US Securities Act”) and may not be offered or sold in the United States except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.

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www.bossenergy.com

@Boss_Energy

ASX: BOE