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HASTINGS TECHNOLOGY METALS LTD — Capital/Financing Update 2024
Mar 26, 2024
65037_rns_2024-03-26_bf348a3c-f0d0-46c5-a800-45a515afb2e3.pdf
Capital/Financing Update
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27 March 2024
RENOUNCEABLE RIGHTS ISSUE TO SUPPORT YANGIBANA PROJECT DEVELOPMENT PATHWAY
HIGHLIGHTS
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Hastings is undertaking a pro-rata renounceable rights issue (“Rights Issue”) to raise up to $22.15 million (before costs)
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New Shares to be priced at $0.36 per share with a 1-for-3 attaching listed option with an exercise price of $0.50 per share and expiry date two years post the issue date
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Eligible Shareholders who have subscribed for their entitlement in full may also apply for New Shares in addition to their entitlement on the same terms under the Shortfall Offer (to the extent that there is shortfall available)
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Hastings Executive Chairman, Board and Key Management Personnel intend to participate in the Rights Issue
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Proceeds from the Rights Issue will contribute to working capital and ongoing development workstreams for the Yangibana Rare Earths Project, including the completion of project funding
Hastings Technology Metals Ltd (ASX:HAS) (“Hastings” or “the Company”), is pleased to announce the launch of a partially underwritten pro-rata renounceable rights issue (“Rights Issue”) to raise up to $22.15 million (before costs).
Under the Rights Issue, eligible existing shareholders are invited to subscribe for nine (9) new fully paid ordinary shares (“New Shares”) for every 20 existing Shares held at the Record Date of Wednesday, 3 April 2024. Hastings will also issue one (1) free attaching listed option for every three (3) shares applied for and issued to eligible shareholders with an exercise price of $0.50 and an expiry date of two years post-issue date.
A fully subscribed Rights Issue will result in the issue of approximately 61.5 million New Shares and 20.5 million New Options. The Rights Issue offer price of $0.36 per share represents:
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A 32% discount to the Theoretical Ex-Rights Price (TERP) of Hastings shares of $0.53;
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A 42% discount to the five-day volume weighted average price (“VWAP”) of $0.6159 as at 22 March 2024; and
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40% discount to the last traded price of Hastings shares of $0.605.
Eligible shareholders may also elect to apply for additional New Shares above their entitlement under the Rights Issue in the Shortfall Offer. Full details of the Rights Issue and the Shortfall Offer are contained in the Rights Issue Prospectus to be released separately to the ASX today and, together with a personalised entitlement acceptance form, will be sent to Eligible Shareholders shortly after the Record Date.
Proceeds from the Rights Issue, together with existing cash, will be applied towards activities and workstreams supporting the development of the Yangibana Rare Earths Project (“Yangibana Project”), including working capital, long lead equipment, advance engineering, professional services fees, and project finance due diligence.
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Hastings’ Executive Chairman, Board and Key Management Personnel (including the CEO and CFO) intend to take up their entitlement under the Rights Issue.
The Rights Issue is partially underwritten to $8.75 million by a group of investment firms and family offices as set out in Annexure A. Canaccord Genuity (“Canaccord”) has been appointed as lead manager to the Rights Issue and has the right (but not the obligation) to place (on a best endeavours basis) shortfall which is not underwritten (if any) within three (3) months of the Closing Date (as defined in the timetable).
Hastings has appointed Steinepreis Paganin to act as Legal Counsel to the Rights Issue.
Hastings Executive Chairman, Mr Charles Lew, said:
“We are pleased to be able to offer our existing shareholders the opportunity to participate in this current funding round which will facilitate the continuation of our project development workstreams for the Yangibana Project and act as a bridge to the planned completion of the project financing for the project. All of the Company’s Board and senior management team intend to take up their entitlement in the Rights Issue, underlining our conviction in the Yangibana Project’s potential to become a world-class rare earth operation and our long-term vision to become a fully integrated mine-to-magnet producer. Shareholders are encouraged to take up their entitlements in part or in full.”
Rights Issue Indicative Timetable
| Event | Date |
|---|---|
| Announcement of Entitlement Offer | Wednesday, 27 March 2024 |
| Lodgement of Prospectus (ASIC & ASX) | Wednesday, 27 March 2024 |
| Ex Entitlement date | Tuesday, 2 April 2024 |
| Rights trading starts | Tuesday, 2 April 2024 |
| Record Date for determining Entitlements | Wednesday, 3 April 2024 |
| Entitlement Offer opening date, dispatch of Prospectus | Friday, 5 April 2024 |
| Rights tradingends at close of trading | Wednesday, 17 April 2024 |
| Tradingin shares commences on a deferred settlement basis | Thursday, 18 April 2024 |
| Entitlement Close Date (5:00pm AWST) | Wednesday, 24 April 2024 |
| Announcement of Entitlement Offer results (including shortfall, if any) | Monday, 29 April 2024 |
| Underwriter subscribes for shortfall under terms of Underwriting Agreement(upto the Underwritten Amount) |
Tuesday, 30 April 2024 |
| Cash Settlement | Tuesday, 30 April 2024 |
| Quotation of New Shares under Entitlement Offer | Wednesday, 1 May 2024 |
| Issue of any remaining shortfall securities under the Shortfall Offer | By no later than Wednesday,24July2024 |
The above timetable is indicative only and subject to change at Hastings’ discretion, subject to compliance with applicable laws and the ASX Listing Rules. The Company reserves the right to change the timetable or cancel the Rights Issue at any time before new Shares are issued, subject to regulatory requirements. Hastings encourages Eligible Shareholders who wish to participate to act promptly in submitting their application forms. Any extension of the Closing Date will have a consequential effect on the issue date of New Securities under the Entitlement Offer. The commencement of quotation of New Shares is subject to confirmation from ASX.
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At-the-Market Facility
The Company has utilised its At-the-Market (“ATM”) facility with Alpha Investment Partners (“AIP”) (refer to ASX announcement dated 22 November 2023) to raise $1,275,000 (exclusive of costs) by agreeing to a deemed issuance of 2.05 million fully paid ordinary shares to AIP at an issue price of $0.622 per share. The shares will be set-off against the 6.5 million collateral shares already held by AIP. The issue price represents a 1.65% premium to Hasting 15-day VWAP.
Authorised by the Board for release to the ASX.
FOR FURTHER INFORMATION CONTACT:
Charles Lew Paul Brown Teck Lim Executive Chairman Chief Executive Officer +65 62209220 +61 8 6117 8605
Chief Financial Officer +61 8 6117 6118
MEDIA ENQUIRIES:
Stephanie Vanicek
Communications Manager +61 405 183 237
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 of the US Securities Act and applicable US state securities laws.
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ABOUT HASTINGS TECHNOLOGY METALS LIMITED
Hastings Technology Metals Limited is a Perth-based rare earths company focused on the development of its 100% owned Yangibana Rare Earths Project. Located in the Gascoyne region of Western Australia, the Yangibana Project contains one of the most highly valued deposits of NdPr in the world with an NdPr to Total Rare Earth Oxide ratio of up to 52% in some areas of the orebody.
With an initial mine life of 17 years, the Yangibana Project will become a globally significant source of
NdPr, a critical component in the manufacture of permanent magnets used in advanced technology products including electric vehicles, renewable energy, humanoid robotics, and digital devices.
The Yangibana Project is fully permitted for immediate development and is well-timed to meet the forecast supply gap for rare earth elements accelerated by the growth in electric vehicles and wind turbines, both vital for the global energy transition. It will be developed in two stages with an initial focus on the construction of the mine and beneficiation plant to produce 37,000 tonnes per annum of mixed rare earth concentrate.
Hastings continues to assess downstream processing opportunities including the development of a hydrometallurgical plant to capture more of the rare earth value chain. The Company holds a strategic 21.15% shareholding in TSX-listed Neo Performance Materials, a leading global rare earth processing and advanced permanent magnets producer, providing future optionality to explore the creation of a mine to magnet supply chain.
For more information, please visit www.hastingstechmetals.com
FORWARD LOOKING STATEMENTS
This release contains reference to certain intentions, expectations, future plans, strategies and prospects of the Company. Those intentions, expectations, future plans, strategies and prospects may or may not be achieved. They are based on certain assumptions, which may not be met or on which views may differ and may be affected by known and unknown risks. The performance and operations of the Company may be influenced by a number of factors, many of which are outside the control of the Company. No representation or warranty, express or implied, is made by the Company, or any of its directors, officers, employees, advisers, or agents that any intentions, expectations, or plans will be achieved either totally or partially or that any particular rate of return will be achieved.
Given the risks and uncertainties that may cause the Company’s actual future results, performance, or achievements to be materially different from those expected, planned or intended, recipients should not place undue reliance on these intentions, expectations, future plans, strategies and prospects. The Company does not warrant or represent that the actual results, performance, or achievements will be as expected, planned or intended.
The Company is under no obligation to, nor makes any undertaking to, update or revise such forward looking statements, but believes they are fair and reasonable at the date of this release.
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ANNEXURE A - UNDERWRITERS
| Underwriter | Amount |
|---|---|
| Equator Capital Management Ltd | $3,000,000 |
| Advance Opportunities Fund | $2,000,000 |
| Paramount Star Investments Limited | $1,000,000 |
| Chiu Ling Ngooi | $1,000,000 |
| Neil Franks | $500,000 |
| Mun Kee Chang | $500,000 |
| Johann Chik | $500,000 |
| Yu Huei Wang | $250,000 |
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