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RNS Number : 9592M Greatland Resources Limited 16 June 2025
Greatland Resources Limited
E: info@greatland.com.au
W: https://greatland.com.au
: twitter.com/greatlandgold
NEWS RELEASE | 16 June 2025
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, OR INTO OR WITHIN THE UNITED STATES 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
Greatland Resources Limited - ASX listing update
Greatland Resources successfully completes ASX bookbuild
Final offer size of A$490 million, comprising A$50 million new shares
and A$440 million secondary offer
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, OR INTO OR WITHIN THE UNITED STATES 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
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK
MARKET ABUSE REGULATIONS. ON PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE
PUBLIC DOMAIN.
Highlights
§ Greatland Resources has received firm commitments to raise a total of ~A$50
million (~£23.9 million(1)) (before costs) at a Final Offer Price of A$6.60
(~£3.16(2)) per share under the Australian Primary Offer.
§ In addition, SaleCo has received firm commitments for the sale of
66,729,557 Greatland Resources Shares at the Final Offer Price, resulting in
gross sale proceeds of ~A$440.4 million (~£210.6 million(1)) (before costs).
§ The Australian Offering received exceptionally strong demand from a range
of existing and new high-quality investors, with the Final Offer Price of
A$6.60 being the top end of the indicative price range of the ASX bookbuild.
§ At the Final Offer Price, Greatland Resources would be capitalised at A$4.4
billion (~£2.1 billion(1))
§ The ASX listing is expected to enhance the Company's capital markets
profile, facilitate greater equity research and institutional ownership,
provide access to additional deep pools of capital, and create greater
flexibility to pursue the Company's growth strategy.
Commentary
Greatland Resources Limited ("Greatland Resources" or the "Company") is
pleased to advise that it has received firm commitments for the issue of
7,575,758 ordinary shares in Greatland Resources ("Greatland Resources
Shares") at a Final Offer price of A$6.60 (~£3.16(2)) per share ("Final Offer
Price") to raise ~A$50 (~£23.9(1)) million (before costs) pursuant to a
prospectus dated 30 May 2025 ("Australian Primary Offer"). Proceeds raised
will primarily be used on general operating, corporate expenses, working
capital and costs of the offer.
In addition, Bright SaleCo Limited ("SaleCo"), a special purpose vehicle
incorporated to enable the sale of up to 66,729,557 Greatland Resources Shares
by Newmont NOL Pty Limited (a subsidiary of Newmont Corporation) ("Newmont"),
has received firm commitments for the sale of the full 66,729,557 Greatland
Resources Shares at the Final Offer Price, resulting in total gross proceeds
for Newmont of ~A$440.4 million (~£210.6 million(1)) (before costs)
("Australian Secondary Offer", which together with the Australian Primary
Offer, is the "Australian Offering"). The sale of Greatland Resources Shares
under the Australian Secondary Offer represents half of the Greatland
Resources Shares that Newmont will be issued pursuant to the scheme of
arrangement under Part 26 of the UK Companies Act ("UK Scheme") to implement
the corporate re-organisation of the Greatland group under Greatland
Resources.
The Final Offer Price represents approximately: (2,3)
§ 8.9% discount to the last close on Friday, 13 June 2025;
§ 3.1% discount to the 5-day volume weighted average price ("VWAP"), up to
and including Friday, 13 June 2025;
§ 19.5% premium to the closing share price on 22 May 2025, the day prior to
lodgment of the Company's original prospectus.
The Australian Offering is conditional, among other things, on the UK Scheme
being sanctioned by the UK Court and becoming effective. The Greatland
Resources Shares, when issued, will rank pari passu with the existing
Greatland Resources Shares.
Greatland Resources has applied for Greatland Resources to be admitted to the
Official List of the ASX and the Greatland Resources Shares are expected to be
quoted on the ASX and commence trading on a normal settlement basis on the ASX
at 1.00 p.m. (Sydney time) / 4.00 a.m. (London time) on 24 June 2025. In
addition, an application will be made to the London Stock Exchange for the
Greatland Resources Shares, including those to be issued pursuant to the
Australian Primary Offer, to be admitted to trading on AIM. Admission of the
Greatland Resources Shares to trading on AIM is expected to take effect at
8.00 a.m. on 23 June 2025.
In respect of the ASX listing and Australian Offering, BofA Securities,
Barrenjoey and Canaccord are acting as Joint Lead Managers. Sternship Advisers
and Argonaut Securities are acting as Co-Managers.
Notes:
1. Calculated based on A$:£ of 0.4781 as at the last close on AIM on Friday,
13 June 2025.
2. Calculated based on A$:£ of 0.4781 as at the last close on AIM on Friday,
13 June 2025. Final Offer Price reflects the effective 20 to 1 share
consolidation as part of the UK Scheme and is equivalent to a price of 15.78
pence per share in Greatland Gold plc ("GGP").
3. Calculated based on GGP's closing share price of 17.32 pence on AIM on
Friday, 13 June 2025, and the 5-day VWAP on AIM, up to and including Friday,
13 June 2025 of approximately 16.28 pence.
Managing Director, Shaun Day, commented:
"The exceptional demand received for the Australian Offering is testament to
the quality and opportunity of Greatland's Telfer mine and world-class
Havieron brownfield development project, and the significant progress already
made by our team in successfully integrating, operating and optimising these
assets since we acquired full ownership in December 2024.
The Australian Offering was strongly supported by existing shareholders and
will also introduce a range of new, high-quality domestic and international
investors to the register. The ASX is a natural listing venue for Greatland
and we look forward to debuting on the exchange as a leading new Australian
gold-copper producer.
On behalf of the Greatland Resources Board and management team, I would like
to warmly welcome our new shareholders and thank all of our existing
shareholders for their long-standing support. We look forward to now
finalising the corporate reorganisation under Greatland Resources and
commencement of trading on both the ASX and AIM.
Directors' participation in the Australian Offering
The following directors of Greatland Gold have given commitments to subscribe
for the following Greatland Resources Shares at the Final Offer Price as part
of the Australian Offering.
Director Number of Shares Amount (AUD)
Jimmy Wilson 37,879 $250,000
Yasmin Broughton 30,303 $200,000
Paul Hallam 7,576 $50,000
Expected Timetable of Principal Events
Further details of the Scheme are set out in the scheme document dated 24
April 2025 ("Scheme Document"). Unless the context requires otherwise,
capitalised terms used but not otherwise defined in this announcement have the
meaning given to them in the Scheme Document.
The expected timetable of the remaining principal events for the
implementation of the Scheme remains as set out in the announcement made by
Greatland Gold plc on 12 May 2025 and is also set out below. Any updates to
the expected timetable will be announced through RNS.
For context, additional principal events in respect of the Greatland Resources
ASX listing have also been included in the timetable below.
The times and dates set out in the timetable below are based on the Company's
current expectations and are subject to change.
Unless otherwise stated, all references to times and dates above and in this
document are to London time.
Item Date and time
Second UK Court Hearing 18 June 2025
Last day of dealings in, and for registration of transfers of, Greatland 19 June 2025
Gold plc shares
Scheme Record Time 6.00 p.m. on 19 June 2025
Scheme Effective Date 20 June 2025
Trading in Greatland Gold plc shares suspended on AIM 7.30 a.m. on 20 June 2025
Scheme Effective Time 6.00 p.m. on 20 June 2025
Issuance of Greatland Resources Shares under the Scheme 20 June 2025
Cancellation of Admission of Greatland Gold plc shares to trading on AIM 7:00 a.m. on 23 June 2025
Admission of, and dealings commence in, the Greatland Resources Shares on AIM 8.00 a.m. 23 June 2025
Crediting of Depositary Interests representing the Greatland Resources Shares 23 June 2025
to CREST accounts
Expected quotation of Greatland Resources Shares on ASX 24 June 2025
Dispatch of holding statements for Greatland Resources Shares By 24 June 2025
Dispatch of holding statements for Greatland Resources Limited CSN Facility By 27 June 2025
Contact
For further information, please contact:
Greatland Gold plc
Shaun Day, Managing Director | Rowan Krasnoff, Chief Development Officer
info@greatland.com.au (mailto:info@greatland.com.au)
Nominated Advisor
SPARK Advisory Partners
Andrew Emmott / James Keeshan / Neil Baldwin | +44 203 368 3550
Corporate Brokers
Canaccord Genuity | James Asensio / George Grainger | +44 207 523 8000
SI Capital Limited | Nick Emerson / Sam Lomanto | +44 148 341 3500
Media Relations
Australia - Fivemark Partners | Michael Vaughan | +61 422 602 720
UK - Gracechurch Group | Harry Chathli / Alexis Gore / Henry Gamble |
+44 204 582 3500
About Greatland
The Greatland group is a gold and copper mining company whose current holding
company Greatland Gold Plc is listed on the London Stock Exchange's AIM Market
(LSE:GGP) and operates its business from Western Australia.
The Greatland portfolio includes the 100% owned Telfer mine, the adjacent 100%
owned world-class Havieron gold-copper brownfield development project, and a
significant exploration portfolio within the surrounding region. The
combination of Telfer and Havieron provides for a substantial and long life
gold-copper operation in the Paterson Province of Western Australia.
The group is targeting a cross listing on the ASX and AIM in June 2025.
IMPORTANT NOTICES
Except as required by law, and only to the extent so required, none of
Greatland Resources Limited, Greatland Gold plc, Bright SaleCo Limited or
their respective related bodies corporate or affiliates, or any of each of
their securityholders, directors, officers, employees, partners, consultants,
contractors, agents or advisers (together, the Beneficiaries) or BofA
Securities, Barrenjoey or Canaccord as financial advisers (Financial Advisers)
or their respective Beneficiaries nor any other person, warrants or guarantees
the future performance of Greatland Resources Limited or Greatland Gold plc or
any return on any investment made pursuant to this announcement. The Financial
Advisers have not authorised, permitted or caused the issue, lodgment,
dispatch or provision of this announcement and do not make or purport to make
any statement in it and there is no statement in this announcement which is
based on any statement by a Financial Adviser. The Financial Advisers and
their respective Beneficiaries, to the maximum extent permitted by law,
expressly disclaim all liabilities in respect of, make no representation
regarding, and take no responsibility for, any part of this announcement and
make no representation or warranty (express or implied) as to the currency,
accuracy, reliability, reasonableness or completeness of this announcement.
This announcement and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, or
into or within the United States 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.
The Offer has not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the Securities Act) or under the applicable state
securities laws of the United States and may not be offered or sold directly
or indirectly in or into the United States. The Offer is being offered and
sold only in "offshore transactions" as defined in, and in reliance on,
Regulation S under the Securities Act. There will be no public offer
of Greatland Resources Shares in the United States.
This announcement does not constitute or form part of any offer or invitation
or inducement to sell or issue, or any solicitation of any offer to purchase
or subscribe for, any securities of Greatland Resources nor shall any part of
it or the fact of its distribution form part of or be relied upon in
connection with any contract or investment decision relating thereto. This
document does not constitute a recommendation regarding the securities of
Greatland Resources. The Offer of Greatland Resources Shares is made under the
prospectus dated 30 May 2025 (which is a replacement prospectus, replacing the
prospectus dated 23 May 2025) ("Prospectus") by Greatland Resources Limited
and Bright SaleCo Limited. A copy of the Prospectus can be obtained from
www.greatland.com.au by persons who are eligible to receive a copy of the
Prospectus. The Prospectus should be considered by potential investors in
deciding whether to acquire securities in Greatland Resources Limited. Anyone
who wants to acquire securities in Greatland Resources Limited will need to
complete the application form accompanying the Prospectus, or otherwise apply
for securities in the manner contemplated in the Prospectus.
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