29 December 2022
ASX : BEZ
Not for release to US wire services or distribution in the United States
VARIATION TO UNDERWRITING AGREEMENT AND COMPLETION OF ENTITLEMENT OFFER
The Board of Besra Gold Inc (ASX: BEZ) refers to its fully underwritten non-renounceable entitlement offer of one new CDI (New CDIs) for every three CDIs or three Common Shares (Securities) held on the record date of 5:00pm (AWST) on Thursday, 1 December 2022 as announced to the market on Friday, 25 November 2022 (Entitlement Offer). The Entitlement Offer closed at 5:00pm (AWST) on Tuesday, 20 December 2022.
Other than as defined in this announcement, capitalised terms have the same meaning as defined in the Offer Booklet released to the ASX on Tuesday, 6 December 2022 in connection with the Entitlement Offer.
The New CDIs under the Entitlement Offer were originally expected to be issued on Thursday, 29 December 2022 and commence trading on ASX on Friday, 30 December 2022.
Due to the recent public holidays and resultant delays in transfer of funds for the underwritten Shortfall CDIs under the Entitlement Offer, the Company wishes to advise that it has agreed a variation to the Underwriting Agreement with Quantum Metals Recovery Inc. (Underwriter), with the effect that:
- the date for receipt of funds for the underwritten Shortfall CDIs is 5:00pm (AWST) on Friday, 30 December 2022;
- the issue and allotment date for the New CDIs is accordingly extended to Tuesday, 3 January 2023; and
- all other dates in the timetable for the Entitlement Offer are varied mutatis mutandis to give effect to this, as set out in the revised indicative timetable below.
Revised indicative timetable*
*This timetable is indicative only and may be subject to change. The Company reserves the right to amend any or all these dates and times subject to the Corporations Act, the ASX Listing Rules and other applicable laws. The Company will announce any further variation to ASX. The commencement of quotation of New CDIs is subject to confirmation from ASX.
Results of Entitlement Offer
The Entitlement Offer comprised the issue of 101,747,213 New CDIs (adjusted to 101,748,155 for rounding) at the Offer Price of A$0.05 per New CDI.
The Company is pleased to confirm that as announced on Friday, 25 November 2022, the Company’s largest CDI holder, Quantum Metal Recovery Inc. (Quantum) participated in the Entitlement Offer. The Entitlement Offer was fully underwritten by Quantum pursuant to an underwriting agreement between the Company and Quantum (Underwriting Agreement).
The Company received valid applications under the Entitlement Offer for approximately 40,796,723 New CDIs for approximately A$2,039,836 (before costs).
The Company received valid applications for 14,025,324 New CDIs under the Shortfall Facility for approximately A$701,266.20 (before costs).
In total, this represents an overall 53.90% take up of the Entitlement Offer.
The balance of the New CDIs that were not subscribed for by Eligible Securityholders were subscribed for by Quantum pursuant to the Underwriting Agreement.
The final application numbers were as follows:
All New CDIs to be issued under the Entitlement Offer will rank equally with existing CDIs in all respects.
The New CDIs are expected to be issued on Tuesday, 3 January 2023 and commence trading on ASX on Wednesday, 4 January 2023.
The Board wishes to thank all Eligible Securityholders who participated in the Entitlement Offer.
This announcement has been approved for release by the Board of Directors.
For further information:
Chief Executive Officer
Investor Relations Services
Mobile: +1 416 471 4494
Forward looking statements
Such statements are not a guarantee of future performance and involve unknown risks and uncertainties, as well as other factors which are beyond the control of Besra. Actual results and developments may differ materially from those expressed or implied by the forward-looking statements in connection with the Entitlement Offer depending upon a variety of factors. Nothing in this announcement should be construed as either an offer to sell or a solicitation of an offer to buy or sell securities.
Not an offer in the United States
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 requirements of the US Securities Act and applicable US state securities laws.