Fully Underwritten Rights Issue to Raise $12.2 Million
- 1 for 17 non-renounceable rights issue to raise approximately $12.2 million (in place of the shares purchase plan)
- Priced at A$0.31 cents, a discount of 8.3% to 30 days VWAP of A$0.338 cents and fully underwritten by four major shareholders, directors and senior management
- Participating shareholders including (where permitted to do so) foreign shareholders (in proportion to their holding) will have the opportunity to participate in any shortfall in the rights issue subscription, in conjunction with the underwriters
This gives shareholders the opportunity to take up shares proportional to their shareholding, i.e. if they participate fully they will not be diluted, and (where permitted to do so) allows shortfall in the rights issue subscription ("shortfall") to be placed to overseas shareholders (outside of Australia and New Zealand) in proportion to their holding; an option that was not available under the SPP.
The Rights Issue will be at a price of A$0.31 cents per new Hastings ordinary share, the same offer price as the SPP, an 8.3% discount to the 30 days volume weighted average price of Hastings shares traded on the ASX prior to the announcement of the SPP, and is fully underwritten on the same terms as the SPP.
Charles Lew, Executive Chairman, commented "Hastings has a growing number of overseas shareholders and in 2017 its shareholder base increased by 55%. Following a number of enquiries from those shareholders, the Board has determined it appropriate to restructure the $12m capital raising as a rights issue. This will provide an equitable mechanism for the participation in this share offering opportunity by all shareholders where possible. In 2017, Hastings achieved many milestones on the road to establishing a world-class rare earth production plant, culminating in the publication of the Definitive Feasibility Study in November last year that confirmed compelling economics for the Yangibana project. We anticipate that 2018 will be a pivotal year for the Company as we work towards raising the necessary funding to build the processing plant commencing with early construction work to prepare the Yangibana site, and continue negotiations with European and Asian customers for additional off-take agreements. Hastings is exploring specific and innovative approaches to securing funding for the capex.
Numerous market trends continue to provide confirmation of a significant shift in the way we travel, generate energy, monitor and control our environment. The focus to reduce fossil-fuel usage is now well established. Many targets have been set globally to electrify transportation and advance renewable energy technology and new materials will be required to meet them. The Nd-Pr to be mined and processed from Yangibana will provide critical components to these electric vehicle and clean energy applications.
Through this Rights Issue, shareholders will have the opportunity to add to their investment in Hastings as we journey together to build a world class Nd-Pr mine in Australia to produce the critical minerals needed for the manufacture of permanent magnets and used primarily in clean renewable energy and e-mobility. This Rights Issue is underwritten by four major shareholders, directors and senior management."
Milestones highlights in the Definitive Feasibility Study (DFS) (see Note below) are:
- Initial operating life of 8 years provides NPV of $466m, IRR of 78% and a payback period of 2.3 years
- First Probable Reserves estimated at 5.16mt at 1.12% TREO including 0.45% Nd2O3+Pr6O11
- Latest JORC Resources total 21.00mt at 1.17% TREO including 0.41% Nd2O3+Pr6O11
- Plan to produce up to 15,000 tons per annum of Mixed Rare Earths Carbonate on site at Yangibana
- Pre-production capital expenditure of A$335 million and operating costs of A$17.06/kg TREO (US$12.8/kg)
- Native Title Agreement signed for the entire tenement area of 650sqkm covering all rare earths minerals mined and sold
The production targets and underlying assumptions have not changed from the date of the release of the DFS on 28 November 2017.
The strengthening in Neodymium (Nd) and Praseodymium (Pr) prices (+42% and +39% respectively year-on-year) and the signing of three offtake Memorandum of Understanding (MOU) agreements with three Chinese rare earth producers provide further confidence in the successful development of the Yangibana Rare Earths Project.
China further continued to fuel excitement around the announcement of electric vehicle (EV) developments. Chinese authorities hinted of policy changes in early September 2017, with the intention of banning fossil-fuel vehicles. This follows similar policy announcements made by India, Norway, France and the United Kingdom.
Vehicle manufacturers also made encouraging announcements regarding EV targets. Volkswagen will spend EUR 20 billion in R & D to develop electric vehicles. VW aims to roll out 80 EVs models across all its brands by 2025.
Given both policy and manufacturer announcements, the International Energy Agency predicts that by 2030 the stock of EVs on the road globally will total between 160 to 200 million, an almost 100 times increase of the EV stock today. These developments will drive the robust support in demand for Nd and Pr well beyond 2030.
The Rights Issue is a pro rata non-renounceable offer of up to 39,481,260 fully paid ordinary shares, on the basis of 1 (one) new Hastings ordinary share for every 17 (seventeen) existing Hastings ordinary shares held by eligible shareholders on the record date, at an issue price of $0.31 per share, to raise approximately $12.2 million (before costs).
In addition to their entitlement, eligible shareholders may also apply for shortfall.
The Offer is severally underwritten by Equator Capital Management Limited (a company in which Charles Lew, Executive Chairman is a director and shareholder), Fong Kah Kuen, Astaman Aziz and Simon Yim (all being long term shareholders of the Company) for $12 million.
The Company's directors who have confirmed their intention to participate in the rights issue and agreed to underwrite the balance of the Rights Issue.
Funds raised under the Rights Issue will be used to fund the following ongoing work on site:
- Capital costs associated with the development of an access road and the procurement of an accommodation village; and
- Engineering design and specification work with respect to the mine infrastructure and construction of the processing plant.
The Rights Issue will be made without disclosure and in reliance of section 708AA of the Corporations Act (as modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84). The Rights Issue timetable is as follows:
Event: Announcement of Offer, appendix 3B and section 708AA notice
Date: 2 February 2018
Event: Ex rights date
Date: 6 February 2018
Event: Record date to determine entitlement to new shares
Date: 7 February 2018
Event: Dispatch of Offer document and Entitlement and Acceptance Form Opening date for subscription
Date: 12 February 2018
Event: Closing date for subscription
Date: 5.00pm AEST on 26 February 2018
Event: Securities quoted on deferred settlement basis
Date: 27 February 2018
Event: Notify ASX of total subscriptions
Date: 28 February 2018
Event: Allotment Date
Date: 2 March 2018
Event: Dispatch of holding statements
Date: 5 March 2018
These dates are indicative, and the Company, in conjunction with the underwriters and subject to the Corporations Act and the ASX Listing Rules, may vary the above dates.
Note: See ASX Announcement dated 28 November 2017
About Hastings Technology Metals Ltd
Hastings Technology Metals Ltd (ASX:HAS) (FRA:5AM) is currently developing a rare earths mine and processing plant at Yangibana in the Gascoyne Region of Western Australia. The processing plant is anticipated to commence production of MREC in late 2019. Hastings has completed both beneficiation and hydrometallurgy pilot plants, in the process producing MREC samples which are high in neodymium and praseodymium content. These are critical materials for the production of permanent magnets and other technology applications. The MREC will be capable of being further separated and refined to produce a number of individual rare earth oxides outside of Australia. Hastings estimates an annual production quantity of 15,000 tonnes of MREC¹ which it will sell to offtake partners globally.
Hastings Technology Metals Ltd