NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN WHOLE OR IN PART, TO US PERSONS OR INTO OR WITHIN THE UNITED
STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN, OR ANY MEMBER
STATE OF THE EEA, OR ANY OTHER JURISDICTION WHERE, OR TO ANY OTHER
PERSON TO WHOM, TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF
ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE IMPORTANT NOTICE
AT THE END OF THIS ANNOUNCEMENT.
THE
CONTENT OF THIS ANNOUNCEMENT, WHICH HAS BEEN PREPARED BY AND IS THE
SOLE RESPONSIBILITY OF THE COMPANY, HAS BEEN APPROVED BY OPTIVA
SECURITIES LIMITED WHICH IS AUTHORISED AND REGULATED BY THE
FINANCIAL CONDUCT AUTHORITY, SOLELY FOR THE PURPOSES OF SECTION
21(2)(B) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (AS
AMENDED).
THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES
NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR
ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE
FOR, ANY SECURITIES OF ASIAMET RESOURCES LIMITED.
THE
INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT (THE "ANNOUNCEMENT")
IS DEEMED BY THE GROUP TO CONSTITUTE INSIDE INFORMATION AS
STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014, AS
IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018. UPON PUBLICATION OF THIS ANNOUNCEMENT, THIS
INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN.
15 October 2024
ASIAMET RESOURCES
LIMITED
Retail
Offer
Asiamet Resources Limited
("Asiamet" or the
"Company") is pleased to
announce a retail offer via BookBuild (the "Retail Offer") of new common shares of
US$0.01 each ("Common
Shares") in the capital of the Company (the "Retail Offer Shares") at an issue price
of US$0.01 (0.77 pence) per share (the "Issue Price"), to raise up to US$0.783
million (£0.6 million).
Following the successful completion
of the US$3.0 million subscription with its major shareholder, PT
Delta Dunia Makmur Tbk. ("DOID") and the US$0.295 million
subscription by certain members of the Board and management team
(together, the "Subscription"), the Company is now
offering retail investors the opportunity to participate in a
fundraising on the same terms.
Use
of Proceeds
The net proceeds of the Retail
Offer, together with the net proceeds from the Subscription, will
be utilised to deliver the final optimisation milestones for the
BKM copper project with a particular focus on significantly
reducing the project's construction capital costs prior to project
financing. Optimisation is targeting a US$50-80 million
reduction in up front capital from the US$235.4 million reported in
the 2023 Feasibility Study, with approximately US$26 million of
reductions already identified.
Importantly completion of this work
will enable the Company to progress project financing to an
advanced stage with a lead bank, fully define secondary financing
options, such as offtake financing, and delineate project level
equity requirements with interested parties.
Strategic Timing and Copper Market Thematic
Asiamet is ideally positioned to
capitalise on the growing demand for copper, with
the copper market forecast to face a supply side
deficit as the global push towards renewable energy sources
accelerates. Copper is critical to this energy transition, and the
Company's progress on the BKM copper project comes at a time of
strong market fundamentals.
Substantial news flow is expected
over the ensuing six months with project financing being key to
unlocking value for the Company.
Near-Term News Flow
Investors can expect the following
key milestones in the near term:
· Q4 2024:
Completion of optimisation work with updated
detailed engineering.
· Q1 2025:
Project financing materially advanced with first
phase credit approval and advanced discussions ongoing with project
execution partners.
· Early Works:
Early construction activities, including road
access upgrades and camp construction, will begin following project
financing.
· First Copper
Production: The project remains on
track to deliver first copper by 2027, with further updates to
follow.
In addition to the Retail Offer, the
Company announced on 15 October 2024 the Subscription, comprising
the issue of 329,550,000 new Common Shares at the Issue Price to
raise gross proceeds of approximately US$3.295 million.
The Retail Offer is not part of the
Subscription. Completion of the Subscription is not conditional on
the completion of the Retail Offer. Completion of the Retail Offer
is conditional, inter
alia, upon completion of the Subscription.
The Retail Offer is conditional upon
the Retail Offer Shares being admitted to trading on the AIM market
of the London Stock Exchange plc, for which application will be
made in due course once the Retail Offer has closed.
Expected Timetable of Principal Events in connection with the
Retail Offer
|
Retail Offer opens
|
2:30 p.m.
on 15 October 2024
|
|
Latest time and date for commitments
under the Retail Offer
|
4:00 p.m.
on 17 October 2024
|
|
Results of the Retail Offer
announced
|
5:00 p.m.
18 October 2024
|
|
Admission and dealings in the Retail
Offer Shares commence on AIM
|
8:00 a.m.
28 October 2024
|
Each of the times and
dates above refer to London time and are subject to change. Any
such change will be notified to shareholders by way of a regulatory
announcement.
Dealing Codes
|
Ticker
|
AIM:ARS
|
|
ISIN for the Common Shares
|
BM04521V1038
|
|
SEDOL for the Common
Shares
|
BYT3F24
|
Retail Offer via BookBuild Platform
The Company values its retail
shareholder base and believes that it is appropriate to provide
both new and existing retail investors in the United Kingdom the
opportunity to participate in the Retail Offer.
The Company is therefore making the
Retail Offer open to eligible investors in the United Kingdom
through certain financial intermediaries, brokers or wealth
managers ("Intermediary")
which will be listed, subject to certain access restrictions, on
the following website: https://www.bookbuild.live/deals/61GNJQ/authorised-intermediaries
A UK investment bank will be acting
as retail offer coordinator in relation to the Retail Offer (the
"Retail Offer
Coordinator").
Eligible investors can contact an
Intermediary to participate in the Retail Offer. In order to
participate in the Retail Offer, each Intermediary must be
on-boarded onto the BookBuild Platform and agree to the final terms
and the retail offer terms and conditions, which
regulate, inter alia,
the conduct of the Retail Offer on market standard terms and
provide for the payment of commission to any Intermediary that
elects to receive a commission and/or fee (to the extent permitted
by the Handbook Rules of the FCA) from the Retail Offer Coordinator
(on behalf of the Company).
Any expenses incurred by any
Intermediary are for its own account. Investors should confirm
separately with any Intermediary whether there are any commissions,
fees or expenses that will be applied by such Intermediary in
connection with any application made through that Intermediary
pursuant to the Retail Offer.
The Retail Offer will open to
eligible investors in the United Kingdom following release of this
announcement. The Retail Offer is expected to close
at 4:00 p.m. on 17 October
2024. Investors should note that Intermediaries may have
earlier closing times. The Retail Offer may close early if it is
oversubscribed.
If any Intermediary has any
questions about how to participate in the Retail Offer on behalf of
eligible investors, please contact BookBuild
at support@bookbuild.live.
To be eligible to participate in the
Retail Offer, applicants must meet the following criteria before
they can submit an order for Retail Offer Shares: (i) be a customer
of one of the participating Intermediaries listed on the above
website; and (ii) be resident in the United Kingdom.
The Company reserves the right to
scale back any order under the Retail Offer at its discretion. The
Company reserves the right to reject any application for
subscription under the Retail Offer without giving any reason for
such rejection.
It is vital to note that once an
application for Retail Offer Shares has been made and accepted via
an Intermediary, it cannot be withdrawn.
The Retail Offer Shares will, when
issued, be credited as fully paid and will rank pari passu in all respects with
existing Common Shares including the right to receive all dividends
and other distributions declared, made or paid after their date of
issue.
The Retail Offer is an offer to
subscribe for transferable securities, the terms of which ensure
that the Company is exempt from the requirement to issue a
prospectus under Regulation (EU) 2017/1129 as it forms part of
United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018 (the "UK
Prospectus Regulation"). It is a term of the Retail Offer
that the total value of the Retail Offer Shares available for
subscription at the Issue Price does not exceed £1 million (or the
equivalent in Euros) and therefore the exemption from the
requirement to publish a prospectus, set out in section 86(1)I and
86(4) of FSMA, will apply.
The Retail Offer is not being made
into any jurisdiction other than the United Kingdom.
No offering document, prospectus or
admission document has been or will be prepared or submitted to be
approved by the FCA (or any other authority) in relation to the
Retail Offer, and investors' commitments will be made solely on the
basis of the information contained in this announcement and
information that has been published by or on behalf of the Company
prior to the date of this announcement by notification to a
Regulatory Information Service in accordance with the FCA's
Disclosure Guidance and Transparency Rules and MAR.
There is a minimum subscription of
£100 per eligible investor under the terms of the Retail
Offer. There is no maximum application amount per eligible
investor under the terms of the Retail Offer, though note the total
size of the Retail Offer (as referenced above) and the discretion
the Company has to scale back applications. The terms and
conditions on which eligible investors subscribe will be provided
by the relevant Intermediaries including relevant commission or fee
charges.
Investors should make their own investigations into the merits
of an investment in the Company. Nothing in this announcement
amounts to a recommendation to invest in the Company or amounts to
investment, taxation or legal advice.
It
should be noted that a subscription for Retail Offer Shares and
investment in the Company carries a number of risks, including the
risk that investors may lose their entire investment. Investors
should take independent advice from a person experienced in
advising on investment in securities such as the Retail Offer
Shares if they are in any doubt.
An
investment in the Company will place capital at risk. The value of
investments, and any income, can go down as well as up, so
investors could get back less than the amount
invested.
Neither past performance nor any forecasts should be
considered a reliable indicator of future results. AIM has been in
existence since June 1995 but its future success and liquidity in
the market for the Company's shares cannot be
guaranteed.
This announcement should be read in its entirety. In
particular, the information in the "Important Notices" section of
the announcement should be read and understood.
For
further information, please contact:
Darryn McClelland
Chief
Executive Officer, Asiamet Resources Limited
Email: darryn.mcclelland@asiametresources.com
Tony Manini
Chairman,
Asiamet Resources Limited
Email: tony.manini@asiametresources.com
Investor Enquiries
Sasha Sethi
Telephone: +44 (0) 7891 677
441
Email: Sasha@flowcomms.com / info@asiametresources.com
Nominated & Financial Adviser
Strand Hanson Limited
James Spinney / James Dance / Rob
Patrick
Telephone: +44 20 7409
3494
Email: asiamet@strandhanson.co.uk
Broker
Optiva Securities Limited
Christian Dennis
Telephone: +44 20 3137
1903
Email: Christian.Dennis@optivasecurities.com
IMPORTANT NOTICES
The content of this announcement has
been prepared by, and is the sole responsibility of, the
Company.
This announcement and the
information contained herein is restricted and is not for
publication, release or distribution, directly or indirectly, in
whole or in part, in or into or from the United States (including
its territories and possessions, any state of the United States and
the District of Columbia (the "United States" or "US")), Australia, Canada, Japan, New
Zealand, the Republic of South Africa or any other jurisdiction
where to do so might constitute a violation of the relevant laws or
regulations of such jurisdiction.
The Retail Offer Shares have not
been and will not be registered under the US Securities Act of
1933, as amended (the "US
Securities Act") or under the applicable securities laws of
any state of the United States and may not be offered or sold,
directly or indirectly, in or into the United States or to or for
the account or benefit of any US person (within the meaning of
Regulation S under the US Securities Act) (a "US Person"). No public offering of the
Retail Offer Shares is being made in the United States. The Retail
Offer Shares are being offered and sold outside the United States
in "offshore
transactions", as defined in, and in compliance with,
Regulation S under the US Securities Act. In addition, the Company
has not been, and will not be, registered under the US Investment
Company Act of 1940, as amended.
This announcement does not
constitute an offer to sell or issue or a solicitation of an offer
to buy or subscribe for Retail Offer Shares in the United States,
Australia, Canada, Japan, New Zealand the Republic of South Africa
or any other jurisdiction in which such offer or solicitation is or
may be unlawful. No public offer of the securities referred to
herein is being made in any such jurisdiction.
The distribution of this
announcement may be restricted by law in certain jurisdictions and
persons into whose possession any document or other information
referred to herein comes should inform themselves about and observe
any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such
jurisdiction.
Optiva Securities Limited
("Optiva"), which is
authorised and regulated in the United Kingdom by the FCA is acting
exclusively for the Company and no-one else in connection with the
transactions and arrangements described in this announcement and
will not regard any other person (whether or not a recipient of
this announcement) as a client in relation to the transactions and
arrangements described in this announcement. Optiva is not
responsible to anyone other than the Company for providing the
protections afforded to clients of Optiva or for providing advice
in connection with the contents of this announcement, or the
transactions and arrangements described in this
announcement.
The Retail Offer Coordinator, which
is authorised and regulated in the United Kingdom by the FCA is
acting exclusively for the Company and no-one else in connection
with the transactions and arrangements described in this
announcement and will not regard any other person (whether or not a
recipient of this announcement) as a client in relation to the
transactions and arrangements described in this announcement. The
Retail Offer Coordinator is not responsible to anyone other than
the Company for providing the protections afforded to clients of
the Retail Offer Coordinator or for providing advice in connection
with the contents of this announcement, or the transactions and
arrangements described in this announcement.
Strand Hanson Limited ("Strand"), which is authorised and
regulated in the United Kingdom by the FCA, is acting as nominated
adviser to the Company for the purposes of the AIM Rules and no-one
else in connection with the transactions and arrangements described
in this announcement and will not be responsible to any other
person (whether or not a recipient of this announcement) as a
client in relation to the transactions and arrangements described
in this announcement. Strand is not responsible to anyone, other
than the Company, for providing the protections afforded to clients
of Strand or for providing advice in connection with the contents
of this announcement or the transactions and arrangements described
herein. Strand's responsibilities as the Company's nominated
adviser under the AIM Rules for Nominated Advisers published by the
London Stock Exchange plc are owed solely to the London Stock
Exchange plc and are not owed to the Company or to any director or
to any other person.
The value of Common Shares and the
income from them is not guaranteed and can fall as well as rise due
to stock market movements. When you sell your investment, you may
get back less than you originally invested. Figures refer to past
performance and past performance is not a reliable indicator of
future results. Returns may increase or decrease as a result of
currency fluctuations.
Certain statements in this
announcement are forward-looking statements which are based on the
Company's expectations, intentions and projections regarding its
future performance, anticipated events or trends and other matters
that are not historical facts. These forward-looking statements,
which may use words such as "aim", "anticipate", "believe",
"intend", "estimate", "expect" and words of similar meaning,
include all matters that are not historical facts. These
forward-looking statements involve risks, assumptions and
uncertainties that could cause the actual results of operations,
financial condition, liquidity and dividend policy and the
development of the industries in which the Company's businesses
operate to differ materially from the impression created by the
forward-looking statements. These statements are not guarantees of
future performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to
differ materially from those expressed or implied by such
forward-looking statements. Given those risks and uncertainties,
prospective investors are cautioned not to place undue reliance on
forward-looking statements.
These forward-looking statements
speak only as at the date of this announcement and cannot be relied
upon as a guide to future performance. The Company, the Retail
Offer Coordinator and Optiva expressly disclaim any obligation or
undertaking to update or revise any forward-looking statements
contained herein to reflect actual results or any change in the
assumptions, conditions or circumstances on which any such
statements are based unless required to do so by the FCA,
London Stock Exchange plc or applicable law.
The information in this announcement
is for background purposes only and does not purport to be full or
complete. None of Optiva, the Retail Offer Coordinator or any of
their respective affiliates, accepts any responsibility or
liability whatsoever for, or makes any representation or warranty,
express or implied, as to this announcement, including the truth,
accuracy or completeness of the information in this announcement
(or whether any information has been omitted from the announcement)
or any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form,
and howsoever transmitted or made available or for any loss
howsoever arising from any use of the announcement or its contents
or otherwise arising in connection therewith. Optiva, the Retail
Offer Coordinator and their affiliates, accordingly disclaim all
and any liability whether arising in tort, contract or otherwise
which they might otherwise be found to have in respect of this
announcement or its contents or otherwise arising in connection
therewith.
Any indication in this announcement
of the price at which the Common Share have been bought or sold in
the past cannot be relied upon as a guide to future performance.
Persons needing advice should consult an independent financial
adviser. No statement in this announcement is intended to be a
profit forecast and no statement in this announcement should be
interpreted to mean that earnings or target dividend per share of
the Company for the current or future financial years would
necessarily match or exceed the historical published earnings or
dividends per share of the Company.
Neither the content of the Company's
website (or any other website) nor the content of any website
accessible from hyperlinks on the Company's website (or any other
website) is incorporated into or forms part of this announcement.
The Retail Offer Shares to be issued or sold pursuant to the Retail
Offer will not be admitted to trading on any stock exchange other
than the AIM market of London Stock Exchange plc.
Information to Distributors
UK
Product Governance Requirements
Solely for the purposes of the
product governance requirements of Chapter 3 of the FCA Handbook
Product Intervention and Product Governance Sourcebook (the
"UK MiFIR Product Governance
Requirements"), and disclaiming all and any liability,
whether arising in tort, contract or otherwise, which any
"manufacture" (for the purposes of the UK MiFIR Product Governance
Requirements) may otherwise have with respect thereto, the Retail
Shares have been subject to a product approval process, which has
determined that the Retail Offer Shares are: (i) compatible with an
end target market of retail investors and investors who meet the
criteria of professional clients and eligible counterparties, each
as defined in paragraphs 3.5 and 3.6 of COBS; and (ii) eligible for
distribution through all permitted distribution channels (the
"Target Market
Assessment"). Notwithstanding the Target Market Assessment,
distributors should note that: the price of the Retail Offer Shares
may decline and investors could lose all or part of their
investment; the Retail Offer Shares offer no guaranteed income and
no capital protection; and an investment in the Retail Offer Shares
is compatible only with investors who do not need a guaranteed
income or capital protection, who (either alone or in conjunction
with an appropriate financial or other adviser) are capable of
evaluating the merits and risks of such an investment and who have
sufficient resources to be able to bear any losses that may result
therefrom. The Target Market Assessment is without prejudice to any
contractual, legal or regulatory selling restrictions in relation
to the Retail Offer.
For the avoidance of doubt, the
Target Market Assessment does not constitute: (a) an assessment of
suitability or appropriateness for the purposes of Chapters 9A or
10A respectively of COBS; or (b) a recommendation to any investor
or group of investors to invest in, or purchase, or take any other
action whatsoever with respect to the Retail Offer Shares. Each
distributor is responsible for undertaking its own target market
assessment in respect of the Retail Offer Shares and determining
appropriate distribution channels.
EU Product
Governance Requirements
Solely for the purposes of the product
governance requirements contained within: (a) EU Directive
2014/65/EU on markets in financial instruments, as amended
("MiFID II"); (b) Articles
9 and 10 of Commission Delegated Directive (EU) 2017/593
supplementing MiFID II; and (c) local implementing measures
(together, the "MiFID II Product
Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the MiFID II Product
Governance Requirements) may otherwise have with respect thereto,
the Retail Shares have been subject to a product approval process,
which has determined that the Retail Shares are: (i) compatible
with an end target market of retail investors and investors who
meet the criteria of professional clients and eligible
counterparties, each as defined in MiFID II; and (ii) eligible for
distribution through all distribution channels as are permitted by
MiFID II (the "EU Target Market
Assessment"). Notwithstanding the EU Target Market
Assessment, distributors should note that: the price of the Retail
Shares may decline and investors could lose all or part of their
investment; the Retail Shares offer no guaranteed income and no
capital protection; and an investment in the Retail Shares is
compatible only with investors who do not need a guaranteed income
or capital protection, who (either alone or in conjunction with an
appropriate financial or other adviser) are capable of evaluating
the merits and risks of such an investment and who have sufficient
resources to be able to bear any losses that may result therefrom.
The EU Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling
restrictions in relation to the Retail Offer.
For the avoidance of doubt, the EU Target
Market Assessment does not constitute: (a) an assessment of
suitability or appropriateness for the purposes of MiFID II; or (b)
a recommendation to any investor or group of investors to invest
in, or purchase or take any other action whatsoever with respect to
the Retail Shares.
Each distributor is responsible for undertaking
its own target market assessment in respect of the Retail Shares
and determining appropriate distribution channels.