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TITOMIC LIMITED — Capital/Financing Update 2021
Oct 14, 2021
65963_rns_2021-10-14_cde0b85b-58f6-4484-bb91-4c2cdd0af28f.pdf
Capital/Financing Update
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Titomic successfully completes $9 million share Placement to accelerate commercialisation and JV activities
15 October 2021
Share Purchase Plan of up to $2 million to be offered to eligible shareholders
Titomic Limited (ASX: TTT) ( Titomic or Company ) a leader in large industrial-scale metal additive manufacturing, using its patented cold spray additive manufacturing (CSAM) technology, has secured firm commitments from new and existing sophisticated and institutional investors to raise $9 million via a strongly supported oversubscribed share placement ( Placement ) at $0.26 per Share.
The Company will also offer a share purchase plan ( SPP ) under which eligible shareholders may apply for up to $30,000 in ordinary fully paid shares ( Shares ) at the same price as the Placement. Together, the Placement and the SPP is intended to raise up to approximately $11 million.
Proceeds of the Placement and SPP will enable Titomic to accelerate the commercialisation of the Company through investment in joint venture operations, establishing offshore sales and operational facilities, and to fund working capital.
Chairman, Andreas Schwer, said, “We are very encouraged by the strong level of support shown by both new and existing investors for the Placement. It validates the strategic reset of Titomic as we focus on the commercialisation of the market leading Titomic Kinetic Fusion (TKF) technology through seamlessly integrating custom CSAM systems into partner supply chains, and preparing to scale globally with JV partners in aerospace and defence, with shared risk and rewards.
The need for Titomic’s technology is growing as the manufacturing industry undergoes major structural shifts with companies reducing product development timelines and re-examining production methods. 3D printing is likely to either completely replace traditional specialised component manufacturing or become an additional production technology for aerospace and defence components needed in faster design and production schedules and with faster manufacturing and replacement times. Titomic is ideally placed to meet that need.”
Placement details
The Company has received binding commitments from professional and sophisticated investors to raise gross proceeds of $9 million by way of a share placement. E&P Corporate Advisory Pty Ltd and PAC Partners Securities Pty Ltd acted as Joint Lead Managers to the Placement ( Joint Lead Managers ).
Under the Placement, approximately 34.6 million shares will be issued at a price of $0.26 per Share, which represents a 15% discount to the 5 day VWAP of the Company’s shares traded on the 5 days prior to entering the trading halt. Shares issued under the Placement will be issued utilising the Company’s existing placement capacity pursuant to Listing Rule 7.1 (approximately 23.0 million shares) and Listing Rule 7.1A (approximately 11.6 million shares) and are expected to be issued on Thursday, 21 October 2021.
Under the Placement, subscribers will be issued attaching options on a 1 option for 1 Share basis ( Attaching Options ), with each option being on the following terms: (1) 2 year expiry, (2) $0.40 exercise price (3) the Company
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will seek to have the Attaching Options listed pursuant to a Cleansing Prospectus (subject to the requirements of the Listing Rules).
Attaching Options will carry bonus options so that on exercise, a further option will be issued for every 2 Attaching Options exercised on the following terms: (1) 30 June 2024 expiry, (2) $0.60 exercise price (3) unlisted ( Bonus Options ).
All Attaching Options will be issued subject to shareholder approval under ASX Listing Rule 7.1 at the Company's AGM on 29 November 2021.
Share Purchase Plan
The Company will offer eligible shareholders the opportunity to participate in the SPP by subscribing for up to $30,000 worth of fully paid ordinary shares in the Company ( Shares ) at an issue price of $0.26 per Share without having to pay brokerage or other transaction costs. This represents a 10% discount to the last traded closing price of the Company's Shares on the ASX on Tuesday, 12 October 2021 and a 15% discount to the volume weighted average price for the last 5 days on which sales in the shares were recorded prior to Wednesday, 13 October 2021.
The Company is seeking to raise up to $2 million under the SPP through the issue of up to 7,692,307 Shares. However, should total demand exceed this amount, the Directors reserve the right to scale-back or refuse applications in their absolute discretion.
Participation in the SPP is optional and is open to all shareholders who were registered as a holder of Shares as at 5.00pm (ADST) on Thursday, 14 October 2021 ( Record Date ) and whose registered address is in Australia or New Zealand.
Indicative SPP Timetable
| Event | Date (2021) |
|---|---|
| SPP Record Date | 5.00pm (ADST) on Thursday, 14 October |
| Announce SPP (including closing date) and Appendix 3B on ASX | 10am, Friday 15 October |
| Cleansing Notice and SPP Offer Booklet lodged with ASX | Friday 22 October |
| Opening date for SPP | 9am, Monday 25 October |
| Closing date for SPP | 5pm, Friday 12 November |
| Announce results of SPP | Wednesday 17 November |
| Expected date of issue for SPP shares Lodge Appendix 2A with ASX |
Before noon, Thursday 18 November |
The timetable above is indicative only and subject to change. The Company reserves the right to change the timetable at any time or cancel the SPP at any time before the issue date, subject to applicable regulatory requirements.
Full details of the SPP will be set out in a letter to shareholders, the SPP Terms and Conditions and a SPP Application Form for Eligible Shareholders ( Plan Documents ). A copy of the Plan Documents will also be lodged with the ASX.
If you have any enquiries in relation to the SPP, please call 1300 850 505 (within Australia) or +61 3 9415 4000 (outside Australia) between 8.30am and 5.00pm (AEDT) Monday to Friday.
Authorised for release by Richard Willson, Non-Executive Director & Company Secretary on behalf of the Board.
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For enquiries, contact :
Investors: Adrian Mulcahy Market Eye P: +61 (0)438 630 422 E: [email protected]
Media: Tristan Everett Market Eye P: +61 (0)403 789 096 E: [email protected]
ABOUT TITOMIC LIMITED
Titomic Limited (ASX: TTT) is an Australian public company specialising in large integrated solutions for industrial-scale metal additive manufacturing, using its patented cold spray additive manufacturing (CSAM) technology. Titomic provides CSAM solutions, OEM production and R&D services from its Melbourne Bureau to the global Aerospace, Defence, Shipbuilding, Oil & Gas, Mining and Automotive industries. Titomic also offers global sales and support for all of its CSAM activities from its Melbourne Head Office. Titomic delivers competitive advantages in metal additive manufacturing at every stage in the product value chain. For more information, please visit www.titomic.com
FORWARD LOOKING STATEMENTS
Certain statements made in this release are forward-looking statements and are based on Titomic’s current expectations, estimates and projections. Words such as “anticipates”, “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “guidance” and similar expressions are intended to identify forward-looking statements. Although Titomic believes the forward-looking statements are based on reasonable assumptions, they are subject to certain risks and uncertainties, some of which are beyond Titomic’s control, including those risks or uncertainties inherent in the process of both developing and commercializing technology. As a result, actual results could materially differ from those expressed or forecasted in the forward-looking statements. The forward-looking statements made in this release relate only to events as of the date on which the statements are made. Titomic will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances or unanticipated events occurring after the date of this release except as required by law or by any appropriate regulatory authority.