REG - Future Metals NL - Option Offer

Future Metals NLAnnouncement

31/07/2024 08:00

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RNS Number : 5539Y  Future Metals NL  31 July 2024

31 July 2024

Future Metals NL

Option Offer

 

Future Metals NL ("Future Metals" or the "Company", ASX | AIM: FME), is
pleased to announce, further to its announcement of 3 May 2024, an offer to
eligible holders of FMEO ASX-listed options ("FMEO Option"), who held such
options on 11 June 2024 (the "Record Date"), to subscribe for 1 new option at
an issue price of 0.025 cents ("New Option") for every 1 FMEO Option held,
raising a nominal aggregate A$39,923 (before costs) (the "Option Offer").

Each New Option will be exercisable at a price of A$0.06 per ordinary share
and shall expire three years from the date of issue. The Company was granted
shareholder approval for the issue of the New Options at its general meeting
held on 25 June 2024. The New Options will be offered only to Australian and
New Zealand resident holders of the FMEO Options at the Record Date.

The purpose of the Option Offer is to enable the holders of the expired FMEO
Options to continue participating in the ongoing development of the Company.
The funds raised from the Offer will be applied towards the expenses of the
Option Offer.

The Company intends to apply for the quotation solely on the ASX of the New
Options to be issued under the Option Offer. The New Options will therefore
not be admitted to trading on AIM.

Publication of Australian Prospectus

Please refer to the Australian Option Offer Prospectus dated 31 July 2024
("Prospectus") for further information, including the risk factors, in
relation to the issue of the New Options. The Prospectus has been lodged with
the Australian Securities & Investments Commission and will be sent to
eligible participants who have elected to receive offer documents in hard
copy, as well be made available on the Company's website at:
www.future-metals.com.au/ (http://www.future-metals.com.au/) .

Eligible participants of the Option Offer should consider the Prospectus in
deciding whether or not to acquire securities under the Option Offer and will
need to complete their personalised entitlement and acceptance form that will
accompany the Prospectus.

Underwriting

The Company has engaged CPS Capital Group Pty Ltd ("CPS") to act as
underwriter for the issue of 159,691,684 New Options under the Option Offer
(the "Underwritten Amount"), being 100% of the funds to be raised under the
Option Offer, based on the number of FMEO Options on issue at the Record
Date.

Pursuant to the Underwriting Agreement with CPS, the Company has agreed to pay
CPS a 6% fee on the gross proceeds raised under the Option Offer. The material
terms of the Underwriting Agreement are summarised in the Prospectus,
including a certain events pursuant to which CPS may terminate its
underwriting obligations.

Timetable

 Action                                                         Date*
 Record Date for Option Offer (5:00pm AWST)                     11 June 2024
 General Meeting of Shareholders                                25 June 2024
 Lodgement of Prospectus with ASIC and ASX                      31 July 2024
 Opening Date                                                   31 July 2024
 Closing Date (5:00pm AWST)                                     14 August 2024
 Shortfall notice deadline date                                 16 August 2024
 Underwriter subscribes for shortfall                           23 August 2024
 Issue of New Options under the Option Offer                    26 August 2024
 Expected date of Official Quotation on the ASX of New Options  27 August 2024

Notes:

* The Directors reserve the right to bring forward or extend the Closing Date
at any time after the Opening Date without notice. As such, the date the New
Options are expected to be quoted on ASX may vary with any change in the
Closing Date.

 

** All amounts are in Australian currency unless otherwise indicated.

This announcement has been approved for release by the Board of Future Metals
NL.

For further information, please contact:

 

 

 Future Metals NL                                         +61 8 9480 0414
 Patrick Walta                                            info@future-metals.com.au (mailto:info@future-metals.com.au)

 Strand Hanson Limited (Nominated Adviser and UK Broker)  +44 (0) 20 7409 3494
 James Bellman / Rob Patrick

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as is forms part of United Kingdom domestic law pursuant to
the European Union (Withdrawal) Act 2018, as amended by virtue of the Maret
Abuse (Amendment) (EU Exit) Regulations 2019.

 

NOT AN OFFER

This announcement is for information purposes only 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 Future Metals securities. 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.

UK REGULATION

The Option Offer, including the publication of the Prospectus, does not
constitute an offer to the public within the meaning of sections 85 and 102B
of the UK Financial Services and Markets Act 2000 as amended ("FSMA"), the UK
Companies Act 2006 or otherwise. Accordingly, this announcement and the
Prospectus does not constitute a prospectus in the United Kingdom within the
meaning of section 85 of FSMA and had not been drawn up in accordance with the
UK Prospectus Rules or approved or filed with the UK Financial Conduct
Authority.

 

 

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