Target Market Determination
Released
Released
Announcement PDF
Not for release to US wire services or distribution in the United States
27 March 2024
TARGET MARKET DETERMINATION
Hastings Technology Metals Ltd (ASX:HAS) (“Hastings” or “the Company”) refers to its announcement
released to the ASX on 27 March 2024 regarding the launch of a pro-rata renounceable rights issue
(“Rights Issue”) to raise up to $22.15 million (before costs).
As the Company is offering free attaching options under the Rights Issue, it is required to release a Target
Market Determination.
A copy of the Company’s Target Market Determination is attached.
Authorised by the Board for release to the ASX.
FOR FURTHER INFORMATION CONTACT:
Charles Lew
Executive Chairman
+65 62209220
Paul Brown
Chief Executive Officer
+61 8 6117 8605
Teck Lim
Chief Financial Officer
+61 8 6117 6118
MEDIA ENQUIRIES:
Stephanie Vanicek
Communications Manager
+61 405 183 237
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 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration of the US
Securities Act and applicable US state securities laws.
TARGET MARKET DETERMINATION
Made by:
Hastings Technology Metals Ltd ACN 122 911 399 of Level 6 197 St Georges
Terrace, PERTH WA 6000 (Company).
Product:
Free attaching options in connection with a renounceable entitlement issue of
fully paid ordinary shares (Shares) under a prospectus dated 27 March 2024
(Options).
Effective date:
27 March 2024.
This target market determination (TMD) has been prepared by the Company in relation to an
offer to issue the Options made by the Company under a prospectus dated 27 March 2024
(Prospectus). A copy of the Prospectus is available on the Company’s website,
https://www.investi.com.au/api/announcements/has/783f8d6f-15e.pdf. Canaccord Genuity
(Australia) Limited ACN 075 071 466 has been appointed as the lead manager to the
entitlement offer.
The offer will be made under, or accompanied by, a copy of the Prospectus. Any recipient of
this TMD should carefully read and consider the Prospectus in full and consult their professional
adviser if they have any questions regarding the contents of the Prospectus.
Any recipient of this TMD who wants to acquire Options under the offer will need to complete
the application form that will be in, or will accompany, the Prospectus. There is no cooling off
period in respect of the issue of the Options. This TMD is not a disclosure document for the
purposes of the Corporations Act 2001 (Cth), and therefore has not been lodged, and does not
require lodgement, with the Australian Securities and Investments Commission (ASIC) nor does
it contain a full summary of the terms and conditions of the Options.
This TMD does not take into account what you currently have, or what you want and need, for
your financial future. It is important for you to consider these matters and read the Prospectus
before you make an investment decision. The Company is not licensed to provide financial
product advice in relation to the Options.
TARGET MARKET
Factor
Target market
Investment Objective
The Company expects that an investment in Options will be
suitable to investors who wish to gain exposure to equities
in a mineral exploration company listed on the Australian
Securities Exchange (ASX).
Investment Timeframe The target market of investors will take a short to medium
term outlook on their investment. Investors with a short-term
outlook for their investment will benefit from an anticipated
listing of the Options on ASX, as well as an ability to exercise
Options and trade the underlying Shares issued on exercise
should the exercise price of the Options be lower than the
trading price of Shares. Investors with a medium-term
outlook will benefit from an ability to exercise the Options
within the 2 year term of the Options and increase their
shareholding and exposure to the potential upside in the
Company’s Shares into the future.
Given the need to pay the exercise price in order to
acquire Shares, Investors in the target market are in a
financial position that is sufficient for them to invest their
funds over a 2 year time horizon should they wish to exercise
their Options. Any decision to exercise the Options is likely
to be based on the trading price of the Shares.
Investment Metrics
While the Company does not have an established eligibility
framework for investors based on metrics such as age,
expected return or volatility, it is expected that the target
market of investors will be able to withstand potential
fluctuations in the value of their investment and who are
accustomed to participating in speculative investments in
the mining sector.
An exercise price is required to be paid to acquire shares
on exercise of Options. As such, the capacity to realise the
underlying value of the Options would require that they be
exercised on or before the expiry date. Investors in the
target market will need to be in a financial position to have
sufficient available funds so as to facilitate an exercise of
the Options prior to the expiry date. Prior to the expiry date,
investors’ ability to liquidate the Options may be limited by
a lack of liquidity in the trading of Options and Shares and
the price of the Shares.
The Options offer no guaranteed income or capital
protection.
Risk
The Company considers that an investment in the Options
is highly speculative, such that an investment in the
Company is not appropriate for an investor who would not
be able to bear a loss of some or all of the investment.
Investors should also have a sufficient level of financial
literacy and resources (either alone or in conjunction with
an appropriate adviser) to understand and appreciate the
risks of investing in Options as an asset class generally and
the more specific risks of investing in an Australian listed
mineral exploration company.
DISTRIBUTION CONDITIONS
The offer of Options under the Prospectus is being made to those shareholders in the
Company registered at the record date specified in the Prospectus (Eligible
Shareholders).
Any entitlement not taken up under the offer will form a shortfall offer (Shortfall Offer).
Eligible shareholders are entitled to apply for Shares and Options under the Shortfall
Offer subject to such applications being received by the closing date specified in the
timetable in section 1.1 of the Prospectus. The issue price for each Share under the
Shortfall Offer shall be $0.36, being the price at which Shares have been offered under
the offer.
The Prospectus will include jurisdictional conditions on eligibility. The Company will also
include on its web landing page for the offer of Options a copy of this TMD and require
that retail clients confirm that they meet the eligibility criteria of the expected target
market outlined in this TMD before they apply for Options.
The Company considers that these distribution conditions will ensure that persons who
invest in Options fall within the target market in circumstances where personal advice
is not being provided to those persons by the Company.
REVIEW TRIGGERS
The Options are being offered for a limited offer period set out in the Prospectus, after
the conclusion of which the Options will no longer be available for investment by way
of issue. It follows that the TMD will only apply in the period between the
commencement of the offer of the Options and the issue of the Options shortly after
the close of the Offer (Offer Period).
To allow the Company to determine whether circumstances exist that indicate this TMD
is no longer appropriate to the Options and should be reviewed, the following review
triggers apply for the Offer Period:
a new offer of Options that requires preparation of a disclosure document is made after
completion of the Offer Period;
any event or circumstance that would materially change a factor taken into account
in making this TMD;
the existence of a significant dealing of the Options that is not consistent with this TMD.
The Company does not consider that an on-sale of the Options on market is a
significant dealing;
ASIC raises concerns with the Company regarding the adequacy of the design or
distribution of the Options or this TMD; and
material changes to the regulatory environment that applies to an investment in the
Options.
REVIEW PERIOD
If a review trigger occurs during the Offer Period, the Company will undertake a review
of the TMD in light of the review trigger.
The Company will otherwise complete a review of the TMD immediately prior to the
issue of Options under the Offer.
INFORMATION REPORTING
The reporting requirements of all distributors is set out in the table below.
Reporting requirement
Period for reporting to the
Company
by
the
distributor
Information
provided
Whether the distributor
received
complaints
about the Options.
•
•
The
number
of
complaints received.
•
A summary of the
nature
of
each
complaint or a copy
of each complaint.
•
Details
of
the
significant dealing.
Reasons why the
•
A significant dealing of
the Options that is not
consistent with this TMD
For such time as the
Offer Period remains
open,
within
10
business days after
the end of each
quarter.
Within 10 business
days after the end of
the Offer Period.
As soon as reasonably
practicable after the
significant
dealing
•
to
be
Reporting requirement
A summary of the steps
taken by the distributor
to
ensure
that
its
conduct was consistent
with this TMD.
Period for reporting to the
Company
by
the
distributor
Information
provided
to
be
occurs, but in any event
no later than 10 business
days after the significant
dealing occurs.
distributor considers
that the significant
dealing
is
not
consistent with this
TMD.
Within 10 business days
after the end of the close
of the offer of Options in
accordance with the
Prospectus.
A summary of the steps
taken by the distributor to
ensure that its conduct
was consistent with this
TMD.
CONTACT DETAILS
Contact details in respect of this TMD for the Company are:
Mr Guy Robertson
Joint Company Secretary
Phone:
+61 (8) 6117 6118
Email: executive-admin@hastingstechmetals.com
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