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NEOMETALS LTD — Capital/Financing Update 2023
Nov 20, 2023
65430_rns_2023-11-20_b83348ce-3d6e-487f-ab3e-8bbfc037b9f9.pdf
Capital/Financing Update
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----- Start of picture text ----- ASX Announcement21 November 2023----- End of picture text -----
Neometals Launches Placement and Entitlement Offer
NOT FOR RELEASE TO US WIRE SERVICES OR DISTRIBUTION IN THE UNITED STATES
Innovative battery materials recycler, Neometals Ltd (ACN 099 116 631) (ASX: NMT & AIM: NMT) (“ NMT ” or “ the Company ”) announces that it intends to undertake a capital raising by way of:
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a placement of new fully paid ordinary shares ( New Shares ) to sophisticated, professional and institutional investors to raise approximately A$7.0 million (before costs) ( Placement ); and
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a non-renounceable entitlement issue of New Shares to eligible shareholders in Australia and New Zealand ( Eligible Shareholders ) to raise up to approximately A$13 million (before costs) ( Entitlement Offer ), the Placement and Entitlement Offer collectively, the Offer .
Neometals Managing Director Chris Reed commented:
“We have not raised equity capital for 11 years and welcome new investors to join the register as well as those existing shareholders topping up their holdings. Not only will the Placement and Entitlement Offer allow us to bridge finance ahead of more material revenues to the Primobius JV, it also allows us to bolster what has historically been a retail dominated register.”
Placement
NMT proposes to raise approximately A$7.0 million under the Placement at a price of A$0.19 per New Share ( Offer Price ), which will be a total of approximately 36.8 million New Shares,[1] that will be issued in accordance with NMT’s ASX Listing Rule 7.1 placement capacity.
New Shares issued under the Placement will rank equally with existing NMT ordinary shares from their date of issue. The Offer Price represents a discount of:
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24.0% to the Company’s last closing price on 20 November 2023 of A$0.250; and
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26.1% to the 5-day volume weighted average price of A$0.257.
Settlement of the Placement is scheduled to occur on Tuesday, 28 November 2023. New Shares issued under the Placement do not have rights to participate in the Entitlement Offer.
Entitlement Offer
NMT is also undertaking the Entitlement Offer, which is a 1 for 8 pro rata non-underwritten, nonrenounceable entitlement offer to Eligible Shareholders (being holders of fully paid ordinary shares in Australia and New Zealand) to raise up to approximately a further A$13 million (before costs).
1 Neometals, in conjunction with the lead manager and the co-manager for the Placement, reserves the right to accept oversubscriptions for Placement shares and to determine the maximum number of Placement shares that will be issued in the Placement.
ASX: NMT | LSE: NMT neometals.com.au
Neometals Ltd ACN 099 116 631 [email protected]
T +61 8 9322 1182 F +61 8 9321 0556 Level 1, 1292 Hay Street, West Perth WA 6005 Locked Bag 8, West Perth WA 6872
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ASX Announcement : 21 November 2023 Neometals Launches Placement and Entitlement Offer
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The terms and conditions and further details of how to participate in the Entitlement Offer will be set out in an entitlement offer booklet ( Offer Booklet ) which is expected to be made available to Eligible Shareholders on 29 November 2023.
Eligible Shareholders as at the Record Date of 5pm (Perth time) on 24 November 2023, with a registered address in Australia or New Zealand, will be invited to participate in the Entitlement Offer at the Offer Price (being the same price as the Placement). The Entitlement Offer is expected to open on 29 November 2023, and close at 5pm (Perth time) on 8 December 2023, unless extended. As the Entitlement Offer is non-renounceable, entitlements will not be tradeable or otherwise transferable.
Eligible Shareholders are also offered the opportunity to apply for additional new shares in excess of their entitlement, at the Offer Price (subject to compliance with applicable laws and to the terms set out in the Offer Booklet).[2]
The Offer Booklet will include a personalised entitlement and acceptance form. Copies of the Offer Booklet will also be available on the ASX and the Company’s website.
Use of funds
Proceeds from the Placement and Entitlement Offer, together with existing cash on hand, will be primarily used to fund the following:
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activities at the Primobius LiB recycling development
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lithium chemical research and development activities
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vanadium and titanium business units
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working capital, corporate and Offer costs
Timetable
The indicative timetable for the Offer is set out below:
| Event | Date |
|---|---|
| Announcement of the Offer | 21 November 2023 |
| Announcement of the results of the Placement | 23 November 2023 |
| Trading halt lifted and NMT shares recommence trading | 23 November 2023 |
| Record date to determine entitlements for the Entitlement Offer | 5pm (Perth time) on 24 November 2023 |
| Settlement of Placement | 28 November 2023 |
| Issue of New Shares under the Placement | 29 November 2023 |
| Entitlement Offer Opening DateOffer Booklet and Entitlement and Acceptance Form made available | 29 November 2023 |
| Entitlement Offer Closing Date | 5pm (Perth time) on 8 December 2023 |
| Announcement of results of Entitlement Offer | 13 December 2023 |
2 Additional New Shares will only be available where there is a shortfall between applications received from Eligible Shareholders and the number of New Shares proposed to be issued under the Entitlement Offer. NMT retains the flexibility to scale back applications for additional New Shares at its discretion.
ASX: NMT | LSE: NMT neometals.com.au
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ASX Announcement : 21 November 2023 Neometals Launches Placement and Entitlement Offer
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| Issue of New Shares under the Entitlement Offer | 15 December 2023 |
|---|---|
| Trading of New Shares issued under the Entitlement Offer | 18 December 2023 |
All dates and times are indicative only and subject to change. NMT reserves the right to amend any or all of these dates and times subject to the Corporations Act, the Listing Rules and other applicable laws. In particular, NMT reserves the right to extend the Closing Date for the Entitlement Offer, to accept late Applications under the Entitlement Offer (either generally or in particular cases) and to withdraw the Entitlement Offer without prior notice. Any extension of the closing date of the Entitlement Offer will have a consequential effect on the allotment date of New Shares under the Entitlement Offer.
Euroz Hartleys Limited is acting as the lead manager, bookrunner and agent of the Company in connection with the Offer. Cavendish Capital Markets Limited is acting as co-manager, bookrunner and agent of the Company in connection with the Placement. Herbert Smith Freehills is acting as legal adviser.
Further details in relation to the Placement and Entitlement Offer are contained in the equity raising presentation which will be released to the ASX following this announcement and the Offer Booklet which is expected to be made available to Eligible Shareholders on 29 November 2023.
Authorised for release by the Board of Neometals Ltd.
ENDS
For further information, visit www.neometals.com.au or contact:
Jeremy McManus
General Manager Investor Relations & Intellectual Property T +61 8 9322 1182 E [email protected]
ASX: NMT | LSE: NMT neometals.com.au
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ASX Announcement : 21 November 2023 Neometals Launches Placement and Entitlement Offer
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FORWARD LOOKING STATEMENTS
This document may include forward-looking statements. Forward-looking statements can generally, but not always, be identified by the use of words such as “could”, “plan”, “estimate” “expect”, “intend”, “may”, “potential”, “should” and other similar expressions, indications and guidance on, future earnings and financial position and performance are also forward-looking statements. Although NMT believes that its expectations reflected in these are reasonable, such statements involve risks and uncertainties, and no assurance can be given that actual results will be consistent with these forward-looking statements.
IMPORTANT NOTICE
Not for distribution or release in the United States.
This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States. This announcement should not be distributed or released in the United States.
Neither the entitlements nor the New Shares have been, or will be, registered under the U.S. Securities Act of 1933, as amended (the U.S. Securities Act) or under the securities laws of any state or other jurisdiction of the United States. Accordingly, the entitlements may not be taken up or exercised by, and the New Shares may not be offered or sold, directly or indirectly, in the United States or to any person acting for the account or benefit of any person in the United States (to the extent that the person holds shares for the account or benefit of a person in the United States), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable securities laws of any state or other jurisdiction of the United States.
About Neometals Ltd
Neometals has developed and is commercialising three environmentally-friendly processing technologies that produce critical and strategic battery materials at lowest quartile costs with minimal carbon footprint.
Through strong industry partnerships, Neometals is demonstrating the economic and environmental benefits of sustainably producing lithium, nickel, cobalt and vanadium from lithium-ion battery recycling and steel waste recovery. This reduces the reliance on traditional mine-based supply chains and creating more resilient, circular supply to support the energy transition.
The Company’s three core business units are exploiting the technologies under principal, joint venture and licensing business models:
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Lithium-ion Battery (“LiB”) Recycling (50% technology) – Commercialisation via Primobius GmbH JV (NMT 50%
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equity). All plants built by Primobius’ co-owner (SMS group 50% equity), a 150-year-old German plant builder. Providing recycling service as principal in Germany and commenced
plant supply and licensing activities as technology partner to Mercedes-Benz. Primobius targeting first commercial 21,000tpa plant offer to Canadian company Stelco in the DecQ 2023;
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Lithium Chemicals (70% technology) – Commercialising patented ELi™ electrolysis process, co-owned 30% by Mineral Resources Ltd, to produce battery quality lithium hydroxide from brine and/or hard-rock feedstocks at lowest quartile operating costs. Co-funding Pilot Plant trials in 2023 with planned Demonstration Plant trials and evaluation studies in 2024 for potential 25,000tpa LiOH operation in Portugal under a JV with related entity to Bondalti, Portugal’s largest chemical company; and
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Vanadium Recovery (100% technology) – aiming to enable sustainable production of high-purity vanadium pentoxide from processing of steelmaking by-product (“Slag”) at lowestquartile operating cost. Targeting partnerships with steel makers and participants in the vanadium chemical value chain under a low risk / low capex technology licensing business model.
ASX: NMT | LSE: NMT neometals.com.au
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