Metals Acquisition Limited Progresses Australian Securities Exchange Dual Listing with Lodgement of Prospectus
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Insights
The announcement by Metals Acquisition Limited regarding its intention to list on the Australian Securities Exchange (ASX) through an initial public offering (IPO) of CHESS depository interests (CDIs) represents a significant capital-raising event. The company's goal to raise A$300 million underscores a strategic move to bolster its financial position and to repay existing obligations, such as the deferred consideration facility to Glencore. It also signals an expansion of their investor base and increased liquidity for its shares.
From a financial perspective, the indicative price range of A$16.00 to A$17.00 per CDI will be instrumental in determining the company's market capitalization post-listing. The use of a bookbuild process to determine the final price is a common practice that allows for market demand to guide pricing, which could potentially lead to a more accurate market valuation. The allocation of funds towards increasing working capital and funding exploration and development at the CSA Copper Mine suggests a forward-looking approach to growth and operational efficiency.
However, it's important to consider the potential dilution of existing shares due to the issuance of new CDIs. Stakeholders should evaluate the dilutive impact versus the benefits of the capital raised. Furthermore, the exclusion of US shareholders from the offering, due to regulatory constraints, may affect the sentiment and trading volumes of the company's stock on the NYSE.
Metals Acquisition Limited's secondary listing on the ASX could be seen as an attempt to capitalize on the Australian market's familiarity with mining and resource companies. Australia's robust mining sector could provide a supportive investor base that is knowledgeable about the industry's risks and opportunities.
Moreover, the decision to list CDIs, which are a type of security used by foreign companies to allow Australian investors to hold shares indirectly, is a strategic move that facilitates investment while adhering to regulatory requirements. The timing of the offer and subsequent listing should be considered in the context of the current commodity market trends and investor appetite for mining and resource sector investments.
The choice of joint lead managers and legal advisors with strong reputations in their respective markets also adds credibility to the offering and may influence investor confidence positively.
Metals Acquisition Limited's IPO process involves intricate legal considerations, particularly with the involvement of multiple jurisdictions. The role of legal advisors from Australia, the US and Jersey indicates the complexity of compliance with various securities regulations. The exclusion of US Persons from the offering, as defined under Rule 902(k) under Regulation S, is a precautionary measure to avoid contravening US securities laws.
It is also noteworthy that the offer is being conducted outside the United States, except for eligible US fund managers, which reflects the nuanced approach companies must take when navigating cross-border securities offerings. The legal structuring of the IPO to accommodate different investor classes, such as institutional investors and retail clients through the Broker Firm Offer and Priority Offer, demonstrates the tailored strategies employed to comply with regulatory requirements while reaching targeted investor segments.
ST. HELIER, Jersey--(BUSINESS WIRE)-- Metals Acquisition Limited (NYSE: MTAL):
As previously announced, Metals Acquisition Limited (NYSE:MTAL) (“MAC” or the “Company”) has been progressing a secondary listing on the Australian Securities Exchange (“ASX”) and is pleased to provide an update in relation to its proposed ASX listing.
MAC has lodged a prospectus with the Australian Securities and Investments Commission today (26 January 2024) (“Prospectus”) to undertake an initial public offering (“IPO”) in
In connection with the Listing, the Company is seeking to raise
The offer (which will not extend to the Company’s
-
the Institutional Offer – which consists of an offer to certain institutional investors in
Australia ,New Zealand and certain other non-US jurisdictions around the world; -
the Broker Firm Offer – which is open to Australian resident retail clients of participating brokers, who have a registered address in
Australia and who receive an invitation from a broker to acquire CDIs under the Prospectus; and - the Priority Offer – which is open to select investors nominated by the Company in eligible jurisdictions, who receive a Priority Offer invitation,
(together, the “Offer”).
The final price for the issue CDIs under the Offer will be determined through a bookbuild process, with the indicative price range of the Offer having been set at
The Broker Firm and Priority Offers are currently scheduled to formally open on 5 February 2024 and are expected to close on 9 February 2024.
The proceeds of the Offer will (among other things) be used to:
-
provide funds to repay Glencore’s deferred consideration facility in connection with the Company’s acquisition of the Cornish, Scottish and Australian underground copper mine near Cobar,
New South Wales, Australia (“CSA Copper Mine”); - increase working capital to facilitate operational flexibility and potential production growth;
- provide additional funding for exploration programs and mine development at the CSA Copper Mine; and
- fund the costs of the Offer and other administrative costs expected to be incurred by the Company.
Barrenjoey Markets Pty Limited and Canaccord Genuity (
Timetable*
An indicative timetable in relation to the Offer and Listing is set out below.
Important dates |
|
Lodgement of Prospectus with ASIC |
26 January 2024 |
Broker Firm Offer and Priority Offer opens |
5 February 2024 |
Broker Firm Offer and Priority Offer closes |
9 February 2024 |
Settlement of the Offer |
14 February 2024 |
Issue of CDIs (Completion) |
15 February 2024 |
Expected dispatch of holding statements |
16 February 2024 |
Expected commencement of trading of CDIs on ASX on a normal settlement basis |
20 February 2024 |
*The above dates are to Australian Eastern Daylight Savings Times and are indicative only and may change without notice. The Company, in consultation with the Joint Lead Managers, reserves the right to vary the times and dates of the Offer including to close the Offer early, extend the Offer or to accept late applications or bids, either generally or in particular cases, or to cancel or withdraw the Offer before Settlement of the Offer, in each case without notification to any recipient of this Prospectus or any applicants.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
Not an offer in
This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in
About Metals Acquisition Limited
Metals Acquisition Limited (NYSE: MTAL) is a company focused on operating and acquiring metals and mining businesses in high quality, stable jurisdictions that are critical in the electrification and decarbonization of the global economy.
Forward Looking Statements
This press release includes “forward-looking statements.” MAC’s actual results may differ from expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from those discussed in the forward-looking statements. Most of these factors are outside MAC’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: the ability to recognize the anticipated benefits of the business combination, which may be affected by, among other things; the supply and demand for copper; the future price of copper; the timing and amount of estimated future production, costs of production, capital expenditures and requirements for additional capital; cash flow provided by operating activities; unanticipated reclamation expenses; claims and limitations on insurance coverage; the uncertainty in mineral resource estimates; the uncertainty in geological, metallurgical and geotechnical studies and opinions; infrastructure risks; and dependence on key management personnel and executive officers; and other risks and uncertainties. MAC cautions that the foregoing list of factors is not exclusive. MAC cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. MAC does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based.
More information on potential factors that could affect MAC’s or CSA Mine’s financial results is included from time to time in MAC’s public reports filed with the SEC. If any of these risks materialize or MAC’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that MAC does not presently know, or that MAC currently believes are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect MAC’s expectations, plans or forecasts of future events and views as of the date of this communication. MAC anticipates that subsequent events and developments will cause its assessments to change. However, while MAC may elect to update these forward-looking statements at some point in the future, MAC specifically disclaims any obligation to do so, except as required by law. These forward- looking statements should not be relied upon as representing MAC’s assessment as of any date subsequent to the date of this communication. Accordingly, undue reliance should not be placed upon the forward-looking statements.
____________________________
1 An exchange rate of
View source version on businesswire.com: https://www.businesswire.com/news/home/20240126036925/en/
Mick McMullen
Chief Executive Officer
Metals Acquisition Limited.
mick.mcmullen@metalsacqcorp.com
Dan Vujcic
Chief Development Officer and Interim Chief Financial Officer
Metals Acquisition Limited.
+61 461 304 393
dan.vujcic@metalsacqcorp.com
Source: Metals Acquisition Limited
FAQ
What is the purpose of Metals Acquisition Limited's (MTAL) proposed ASX listing?
When are the Broker Firm Offer and Priority Offer scheduled to open and close?
What is the indicative price range of the Offer for the issue of CDIs under the Offer?
Who are the acting joint lead managers to the IPO?
What are the expected uses of the proceeds from the Offer?
