Completion of institutional Component of Entitlement Offer
Released
Released
Announcement PDF
ASX ANNOUNCEMENT
15 November 2023
Not for release to US wire services or distribution in the United States
Successful Completion of Institutional Component of
Entitlement Offer
Highlights:
• Successful completion of institutional component of pro rata accelerated non-renounceable entitlement
offer and institutional bookbuild.
• Strong support from new and existing institutional shareholders, raising an aggregate of approximately
$41.8 million.
• Launch of fully underwritten1 retail component of entitlement offer on Monday, 20 November 2023.
Delta Lithium Limited (ASX:DLI) (Delta, Delta Lithium or the Company) is pleased to announce the
successful completion of the institutional component (Institutional Entitlement Offer) of its fullyunderwritten1 accelerated non-renounceable entitlement offer to eligible shareholders on the basis of two
(2) new fully paid ordinary shares in Delta (New Shares) for every seven (7) existing shares held
(Entitlement) to raise $70.2 million (before costs) (Entitlement Offer).
The Institutional Entitlement Offer received strong support from existing eligible institutional shareholders
(including those who applied for New Shares in excess of their Entitlement, up to a maximum amount of
100% of their Entitlement under the institutional top up facility). The New Shares that were not allocated to
eligible institutional shareholders under the Institutional Entitlement Offer (including the institutional top up
facility) were allocated to institutional investors under a bookbuild process managed by the Joint Lead
Managers (Bookbuild). No New Shares were allocated to Mineral Resources Limited (ASX:MIN) (Mineral
Resources or Underwriter) via the institutional top up facility or Bookbuild.
The Institutional Entitlement Offer and Bookbuild raised approximately $41.8 million at the offer price of
$0.46 per New Share (Offer Price).
The New Shares to be issued pursuant to the Institutional Entitlement Offer and Bookbuild will rank equally
with existing shares on issue. Settlement of the New Shares is expected to occur on Monday, 20 November
2023, with the New Shares expected to be issued and commence trading on ASX on Tuesday, 21 November
2023.
Commenting on the Institutional Entitlement Offer, Delta’s Managing Director, James Croser said:
“We are extremely pleased with the level of support for the Entitlement Offer received from new and existing
institutional shareholders. In particular, I would like to acknowledge the ongoing support of Mineral
Resources, who have underwritten the entire raising, and Hancock Prospecting, both of whom have taken
up their full entitlements, with Hancock Prospecting subscribing for additional New Shares under the top up
facility and the Bookbuild.
Once open from Monday, 20 November 2023, retail shareholders may consider acceptance of their
Entitlements on exactly the same terms as eligible institutional shareholders, and I urge them to consider
their participation carefully having regard to all the information contained in the Retail Entitlement Offer
Booklet.
1 Refer to Appendix D of the Company's Investor Presentation released to ASX on 13 November 2023 for a description of the terms and conditions
of the underwriting agreement between Mineral Resources, the Joint Lead Managers and the Company (Underwriting Agreement). Mineral
Resources did not participate in the institutional bookbuild or institutional top-up facility and will not participate in the retail top-up facility.
ASX ANNOUNCEMENT
15 November 2023
Proceeds from the Entitlement Offer will help Delta accelerate drilling and development at both its Mt Ida
and Yinnetharra Lithium Projects, with a number of important milestones to be delivered at both projects
over the next 12-15 months.”
Retail Entitlement Offer
The retail component of the Entitlement Offer will raise a further $28.4 million (Retail Entitlement Offer).1
Retail shareholders with a registered address in Australia or New Zealand as at 4.00pm (AWST) on
Wednesday, 15 November 2023 (Record Date) (Eligible Retail Shareholders) will be invited to participate
in the Retail Entitlement Offer. The Offer Price and offer ratio for New Shares under the Retail Entitlement
Offer are the same as for the Institutional Entitlement Offer.
Eligible Retail Shareholders can choose to take up all, part or none of their Entitlement under the Entitlement
Offer. Eligible Retail Shareholders who take up all their Entitlement may also apply for New Shares in excess
of their Entitlement (up to a maximum amount of 100% of their Entitlement) under the retail top up facility.
The Retail Entitlement Offer will be made under a retail offer booklet (Retail Entitlement Offer Booklet),
which will be made available to Eligible Retail Shareholders along with personalised entitlement and
acceptance forms on Monday, 20 November 2023.
The Retail Entitlement Offer will open on Monday, 20 November 2023 and close at 2.00pm (AWST) on
Monday, 4 December 2023 (unless extended or withdrawn).
Eligible Retail Shareholders wishing to participate in the Retail Entitlement Offer should carefully read the
Retail Entitlement Offer Booklet and accompanying personalised entitlement and acceptance form before
deciding whether to participate in the Retail Entitlement Offer.
Indicative Timetable
Further details of the Entitlement Offer timetable are outlined below:
Event
Date
Announcement of the Entitlement Offer
Monday, 13 November 2023
Record Date for determining Eligible Retail Shareholders
Wednesday, 15 November 2023 at
4.00pm (AWST)
Retail Entitlement Offer Booklet made available to Eligible
Retail Shareholders
Retail Entitlement Offer opens
Monday, 20 November 2023
Settlement of New Shares under the Institutional Entitlement
Offer
Monday, 20 November 2023
Issue and commencement of trading of New Shares issued
under the Institutional Entitlement Offer
Tuesday, 21 November 2023
Retail Entitlement Offer closes
Monday, 4 December 2023 at
2.00pm (AWST)
Announcement of results of Retail Entitlement Offer
Thursday, 7 December 2023
Settlement of New Shares under the Retail Entitlement Offer
Friday, 8 December 2023
Issue of New Shares under the Retail Entitlement Offer
Monday, 11 December 2023
Commencement of trading of New Shares issued under the
Retail Entitlement Offer
Tuesday, 12 December 2023
ASX ANNOUNCEMENT
15 November 2023
Note: This timetable is indicative only and may be subject to change without notice to, or consultation with, you. The Company reserves the right
to amend any or all of these dates and times subject to the Corporations Act 2001 (Cth), the ASX Listing Rules (Listing Rules) and other applicable
laws. In particular, the Company reserves the right to extend the closing date for the Retail Entitlement Offer, to accept late applications under the
Retail Entitlement Offer (either generally or in particular cases) and to withdraw the Retail Entitlement Offer without prior notice. Any extension of
the closing date for the Retail Entitlement Offer will have a consequential effect on the allotment date of New Shares. The Company also reserves
the right not to proceed with the Entitlement Offer in whole or in part at any time prior to allotment and issue of the relevant New Shares. In that
event, the relevant application monies (without interest) must be returned in full to applicants.
Additional details
If you have any questions in relation to the Entitlement Offer, please contact the Delta Shareholder
Information Line on 1300 850 505 (within Australia) or +61 3 9415 4000 (outside Australia) from 5:30am to
2:00pm (AWST), Monday to Friday during the Entitlement Offer period. For other questions, you should
consult your broker, solicitor, accountant, financial adviser, or other professional adviser.
The Entitlement Offer is fully underwritten by Mineral Resources, subject to the terms of the Underwriting
Agreement.1 Bell Potter Securities Limited and Canaccord Genuity (Australia) Limited are acting as joint
lead managers (Joint Lead Managers) to the Entitlement Offer.
Lisle Group acted as Corporate Adviser and Thomson Geer acted as Legal Adviser to Delta Lithium.
Release authorised by the Board of Delta Lithium Limited.
For further information, please contact:
Delta Lithium
James Croser, Managing Director
Peter Gilford, CFO & Company Secretary
+61 8 6109 0104
info@deltalithium.com.au
Investor/Media Enquiries
Citadel-MAGNUS
Michael Weir +61 402 347 032
Jono van Hazel +61 411 564 969
About Delta Lithium
Delta Lithium (ASX: DLI) is an exploration and development company focused on bringing high-quality, lithium-bearing pegmatite deposits, located
in Western Australia, into production. With a strong balance sheet and an experienced team driving the exploration and development workstreams,
Delta Lithium is rapidly advancing its Mt Ida Lithium Project towards production. The Mt Ida Lithium Project holds a critical advantage over other
lithium developers with existing Mining Leases and an approved Mining Proposal. To capitalise on the prevailing buoyant lithium market, Delta
Lithium is pursuing a rapid development pathway to unlock maximum value for shareholders.
Delta Lithium also holds the highly prospective Yinnetharra Lithium Project that is already showing signs of becoming one of Australia’s most exciting
lithium regions. The Company is currently undergoing an extensive 400 drill hole campaign to be completed throughout 2023.
Important Information
This announcement is not a prospectus or offering document under Australian law or under any other law. It is for information purposes only and
does not constitute an offer, invitation or recommendation to subscribe for, retain or purchase any securities in the Company in any jurisdiction. This
announcement does not constitute financial product advice and does not and will not form part of any contract for the acquisition of securities in the
Company.
This announcement (including an electronic copy) may not be released to US wire services or distributed in the United States and it does not
constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or any other jurisdiction in which such an offer
would be unlawful. The securities referred to in this announcement have not been, and will not be, registered under the U.S. Securities Act of 1933
(U.S. Securities Act) or the securities laws of any state or other jurisdictions of the United States. The securities referred to in this announcement
may not be offered or sold in the United States unless they have been registered under the U.S. Securities Act or are offered and sold in a transaction
exempt from, or not subject to, the registration requirements of the U.S. Securities Act and any applicable U.S. state securities laws.
The distribution of this announcement (including an electronic copy) in the United States and elsewhere outside Australia may be restricted by law.
If you come into possession of this announcement, you should observe such restrictions. Any non-compliance with these restrictions may contravene
applicable securities laws. By accessing this announcement you represent and warrant that you are entitled to receive such announcement in
ASX ANNOUNCEMENT
15 November 2023
accordance with these restrictions and agree to be bound by the limitations contemplated by them.
The content of this announcement is not, and should not be considered as, a securities recommendation or financial product advice. The information
in this announcement is general information only, and does not take into account your individual objectives, taxation position, financial situation or
needs. Before acting on the information, you should consider the appropriateness of the information, having regard to your objectives, taxation
position, financial situation or needs. If you are unsure of your position, please contact your stockbroker, accountant, taxation adviser, financial
adviser or other professional adviser.
Forward looking statements
No representation or warranty is given as to the accuracy or likelihood of achievement of any forward-looking statement in this announcement, or
any events or results expressed or implied in any forward-looking statement. These statements can generally be identified by the use of words such
as "anticipate", "believe", "expect", "project", "forecast", "estimate", "likely", "intend", "should", "could", "may", "target", "predict", "guidance", "plan"
and other similar expressions.
Such forward-looking statements are not guarantees of future performance and are by their nature subject to significant uncertainties, risks and
contingencies.
Actual results or events may differ materially from any expressed or implied in any forward-looking statement and deviations are both normal and
to be expected. Past performance is not a reliable indicator of future performance. Except as required by law or regulation (including the Listing
Rules), the Company undertakes no obligation to provide any additional or updated information whether as a result of new information, future events
or results or otherwise.
Own enquiries
Investors should make and rely upon their own enquiries before deciding to acquire or deal in Delta’s securities.
Involvement of the Joint Lead Managers and Underwriter
None of the Joint Lead Managers, the Underwriter nor their related bodies corporate and affiliates, and each of its respective officers, directors,
partners, employees, consultants, contractors, agents and advisers (Beneficiaries), have authorised, permitted or caused the issue or lodgement,
submission, dispatch or provision of this announcement and nor do they make any recommendation as to whether any potential investor should
participate in the Entitlement Offer. There is no statement in this announcement which is based on any statement made by the Joint Lead Managers,
the Underwriter or any other Beneficiary. To the maximum extent permitted by law, the Joint Lead Managers, the Underwriter and the Beneficiaries
expressly disclaim all liabilities (including for fault, negligence, or negligent misstatement) in respect of, and take no responsibility for, any part of
this announcement, and make no representation or warranty (whether express or implied) regarding any part of this announcement, including as to
the fairness, currency, accuracy, timeliness, reliability or completeness of any information in this announcement (including the accuracy, likelihood
of achievement or reasonableness of any forecast returns, yields, future income or other statements in relation to future matters nor that the
Information or this website contains all material information about Delta or which a prospective investor may require in evaluating a possible
investment in Delta).
None of the Joint Lead Managers, the Underwriter nor the Beneficiaries make any recommendation as to whether any potential investor should
participate in the Entitlement Offer. Further, none of the Joint Lead Managers, the Underwriter or the Beneficiaries accept any fiduciary obligations
to or duty of care to or relationship with any investor or potential investor in connection with the Entitlement Offer or otherwise, and by accessing
this announcement each recipient expressly disclaims any such fiduciary relationship and agrees that it is responsible for making its own
independent judgements with respect to the Entitlement Offer and any other transaction or other matter arising in connection with this
announcement.
The Joint Lead Managers, the Underwriter and the Beneficiaries may, from time to time, have interests in the new securities under the Entitlement
Offer or other securities of Delta, including providing corporate advisory or other financial advisory services to Delta and/or managing the offering
of such New Shares under the Entitlement Offer. Further, they may have long or short positions in, act as market maker or buy or sell those securities
or associated derivatives as principal or agent. Such persons may receive fees or other benefits for engaging in these activities.
A Beneficiary may act as a lender and/or counterparty to Delta or its affiliates and may or now in the future provide financial accommodation or
services to Delta or its affiliates.
Determination of eligibility of investors
Determination of eligibility of investors for the purposes of the Entitlement Offer is determined by reference to a number of matters, including legal
and regulatory requirements, logistical and registry constraints and the discretion of Delta and/or the Joint Lead Managers. To the maximum extent
permitted by law, Delta, the Joint Lead Managers, and the Beneficiaries each disclaim any duty or liability (including, without limitation, any liability
arising from fault, negligence or negligent misstatement) in respect of the exercise of that discretion or otherwise. The Joint Lead Managers may
rely on information provided by or on behalf of institutional investors in connection with managing, conducting or underwriting the Entitlement Offer
without the Joint Lead Managers or the Beneficiaries having independently verified that information and the Joint Lead Managers and the
Beneficiaries do not assume responsibility for the fairness, currency, accuracy, timeliness, reliability or completeness of the information (including
the accuracy, likelihood of achievement or reasonableness of any forecast returns, yields, future income or other statements in relation to future
matters nor that the Information or this website contains all material information about Delta or which a prospective investor may require in evaluating
a possible investment in Delta).
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