Notice of Annual General Meeting/Proxy Form
Summary
- Ragusa Minerals Limited's 2024 Annual General Meeting (AGM) will be held on November 26, 2024, at 2:00 pm WST in Perth.
- The AGM will consider the company's annual financial statements for the year ended June 30, 2024.
- A non-binding resolution to adopt the remuneration report will be put to a vote.
- The re-election of Mr. Jerko Zuvela as a director will be considered.
- Shareholders will vote on a special resolution to approve a 7.1A mandate, allowing the company to issue up to an additional 10% of its issued capital.
- The 7.1A mandate, if approved, will allow for increased flexibility in raising capital for acquisitions, exploration, business development, and working capital.
- Voting restrictions apply to Resolution 1 (Remuneration Report) and Resolution 3 (7.1A Mandate), with specific exclusions for key management personnel and related parties.
- If Resolution 3 passes, the company can issue up to 25% of its issued capital without further shareholder approval within the next 12 months.
- The 7.1A mandate will expire 12 months after the meeting or at the next AGM, whichever comes first.
- The minimum price for any equity securities issued under the 7.1A mandate will be 75% of the volume-weighted average price over the preceding 15 trading days.
Sentiment
Score: 6
Explanation: The document presents a neutral tone, outlining standard AGM procedures and a capital raising plan. While there are potential risks mentioned, the overall sentiment is neither overly positive nor negative.
Positives
- The company is holding its annual general meeting to provide transparency and allow shareholders to participate in key decisions.
- The 7.1A mandate, if approved, will provide the company with greater flexibility to raise capital for growth opportunities.
- The re-election of Mr. Jerko Zuvela, with his extensive experience in the mining and resources industry, ensures continued strong leadership.
- The company's financial statements will be presented for review by shareholders.
Negatives
- Voting restrictions on Resolutions 1 and 3 may limit shareholder participation.
- Dilution of existing shareholders' interests is a potential risk associated with the 7.1A mandate.
Risks
- The market price of the company's shares may be significantly lower on the issue date than on the meeting date.
- Shares may be issued at a discount to the market price on the date of issue.
- Dilution of existing shareholders' voting rights and economic interests is a risk if the 7.1A mandate is approved and exercised.
Future Outlook
If Resolution 3 (7.1A Mandate) is approved, Ragusa Minerals will have the flexibility to issue additional equity securities representing up to 10% of its share capital within the next 12 months. Funds raised will be used for acquisitions, exploration, business development, and working capital.
Management Comments
- The Board recommends that shareholders vote in favour of Resolution 2 (re-election of Mr. Jerko Zuvela).
- The Board recommends that shareholders vote in favour of Resolution 3 (approval of 7.1A Mandate).
Industry Context
This announcement is typical for a junior mining company seeking shareholder approval for a 7.1A mandate to increase its capital raising capacity. This is a common strategy to fund exploration and development activities in the resources sector.
Next Steps
- Hold the 2024 Annual General Meeting on November 26, 2024.
- Consider and vote on the resolutions regarding the remuneration report, director re-election, and the 7.1A mandate.
- If the 7.1A mandate is approved, raise capital for acquisitions, exploration, business development, and working capital.
Key Dates
- June 30, 2024: Year end for the annual financial statements
- October 25, 2024: Date of the Notice of Annual General Meeting
- November 24, 2024: Proxy voting instructions must be received by 2:00 pm AWST
- November 26, 2024: Date of the 2024 Annual General Meeting
- September 26, 2024: Date used for calculations in the 7.1A Mandate section
Keywords
Filings with Classifications
Capital Raise Announcement
- The document details an immediate capital raise of $427,200 through a placement to sophisticated investors.
Company Update
- The Binding Heads of Agreement with Geopolymer Industries Pty Ltd was terminated due to the inability to satisfy conditions precedent, which is a negative outcome for the Company.
Quarterly Activities Report
- Ragusa will conduct a placement of fully paid ordinary shares to raise up to $2,002,000 (before costs) via the issue of up to 91,000,000 shares (Placement) at $0.022per share.
- Tranche 1 will comprise the issue of 13,650,000 Shares at 2.2 cents per share, raising $300,300 (before costs), to be issued under the Company's available placement capacity under ASX Listing Rule 7.1.
- Tranche 2 will comprise the issue of approximately 77,350,000 Shares at 2.2 cents per share, raising $1,701,700 (before costs), following receipt of Ragusa shareholder approval at a general meeting.
Quarterly Cash Flow Report
- The Company announced it will conduct a placement of fully paid ordinary shares to raise up to $2m (before costs).
- Funds raised from the placement will enable the Company to fund a new asset acquisition and current operations.
Quarterly Cash Flow Report
- The company experienced a significant decrease in cash and cash equivalents during the quarter, indicating worse than expected financial performance.
Quarterly Cash Flow Report
- The company is considering its options with regards to raising additional funds.
- The company believes it would be successful in raising sufficient funds to continue with the planned level of operations.
Annual General Meeting Notice
- Resolution 3 seeks shareholder approval for a 7.1A mandate, allowing the company to issue up to an additional 10% of its issued capital.
- Funds raised under the 7.1A mandate will be used for acquisitions, exploration, business development, and working capital.
Annual Report
- The Group’s ongoing activities may require substantial further financing in the future.
- The Company will require additional funding to continue its exploration and evaluation operations on its projects with the aim to identify economically mineable reserves and resources.
- Any additional equity financing may be dilutive to shareholders, may be undertaken at lower prices than the current market price and debt financing, if available, and may involve restrictive covenants which limit the Group’s operations and business strategy.
Quarterly Cash Flow Report
- The company's cash reserves have decreased significantly from the previous quarter.
- The company has negative operating cash flow and relies on capital raising to continue operations.
- The company only has 1.49 quarters of funding available.
Quarterly Cash Flow Report
- The company plans to raise further cash to fund its operations.
- The capital raising may be combined with new asset or project acquisitions.
Quarterly Cash Flow Report
- The entity may need to raise further cash to fund its operations.
- The document does not specify the details of the capital raise.
Quarterly Cash Flow Report
- The company's cash reserves have decreased, and the estimated quarters of funding available is less than 2, indicating a worsening financial position.
Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.