Letter to ineligible Shareholders - Loyalty Options Issue
Released
Released
Announcement PDF
ASX: BM8
ACN 085 905 997
batteryageminerals.au
T: + 61 (8) 6109 6689
E: info@batteryage.au
Dear Shareholder
Level 50, 108 St Georges Terrace
Perth, WA 6000
PO Box 7310, Cloisters Square
WA 6850
Notice to Ineligible Foreign Shareholders of NonRenounceable Entitlement Offer
We write to you as the registered holder of fully paid ordinary shares in the capital of Battery
Age Minerals Limited (ACN 085 905 997) (ASX: BM8) (“Company”) (“Shares”) as at 5.00pm
(WST) on 26 May 2023 (“Record Date”).
Pursuant to the prospectus lodged with ASX and ASIC on 22 May 2023 (“Prospectus”), the
Company is undertaking a non-renounceable entitlement offer of 1 unquoted option (“Loyalty
Option”) for every 3 Shares held by Eligible Shareholders on the Record Date at an issue price
of $0.005 per Loyalty Option to raise up to approximately $128,000 (before costs) (“Entitlement
Offer”). Each Loyalty Option will have an exercise price of $0.50 and an expiry date of 27
January 2026.
Any Loyalty Options not taken up pursuant to the Entitlement Offer (if any) (“Shortfall Options”)
will form the Shortfall Offer. The Shortfall Offer is only open to persons who have received an
invitation from the Directors to apply for Shortfall Options pursuant to the Shortfall Offer.
The Directors reserve the right to issue Shortfall Options at their absolute discretion within
three months of the Offer Closing Date (being 5:00pm (WST) on 15 June 2023), subject to any
restrictions imposed by the Corporations Act and the Listing Rules. All Shortfall Options shall
be issued on the same terms as the Loyalty Options being offered under the Entitlement Offer
(including the issue price). Refer to the Prospectus for details of the allocation policy for the
Shortfall Offer.
Capitalised terms used, but not defined, in this letter have the meaning ascribed to them in the
Prospectus.
Ineligible Foreign Shareholders
The Entitlement Offer is available to shareholders registered on the Record Date whose
registered address is in Australia or, subject to the restrictions outlined in the Prospectus, New
Zealand and any other jurisdiction that the Company has determined is eligible (“Eligible
Shareholders”).
Pursuant to section 9A(3)(a) of the Corporations Act 2001 (Cth) (“Corporations Act”) and ASX
Listing Rule 7.7.1(a), the Company has determined that it is generally unreasonable on this
occasion to extend the Entitlement Offer to shareholders with a registered address outside of
the jurisdictions described above (“Ineligible Foreign Shareholders”), having regard to the
small number of Ineligible Foreign Shareholders, the relatively small number and value of
Loyalty Options that would be issued to the Ineligible Foreign Shareholders under the
Entitlement Offer and the costs of complying with the legal and regulatory requirements in each
such jurisdiction.
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As you do not satisfy the criteria above, you are deemed to be an Ineligible Foreign
Shareholder for the purposes of the Entitlement Offer. Accordingly, in compliance with section
9A(3) of the Corporations Act and ASX Listing Rule 7.7.1(b), the Company wishes to inform
you that it is unfortunately unable to extend to you the opportunity to participate in the
Entitlement Offer. Under the terms of the Entitlement Offer, you are not eligible to apply for the
Entitlement Offered and you will not be sent a copy of the Prospectus.
Non-renounceable offer
As the Entitlement Offer is non-renounceable, no amount will be payable by you. You will not
receive any value for these Entitlements in respect of any new Loyalty Options that would have
been offered to you if you were an Eligible Shareholder, and your Shareholding may be diluted
as a result of the Entitlement Offer if the Loyalty Options are issued and subsequently
exercised.
Thank you for your continued support of the Company, and I trust you understand the
Company’s position on this matter.
Further information
For all enquiries concerning the Offers, please contact the Company’s Company Secretary,
Harry Spindler, by telephone on +61 (8) 6109 6689.
Yours faithfully
Robert Martin
Non-Executive Chair
Battery Age Minerals Limited
ASX: BM8
batteryageminerals.com.au
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