Notice of Annual General Meeting/Proxy Form
Summary
- Viridis Mining and Minerals Limited's 2024 AGM will be held on November 29, 2024, at 11:00 am (WST) in Perth, WA.
- Shareholders will receive meeting materials electronically unless they have opted for hard copies.
- The meeting will cover the annual report, director elections (Carlos Jose Guedes Rosado and Agha Shahzad Pervez), and several resolutions regarding share placements and an employee incentive plan.
- Resolution 4 seeks shareholder approval for a 10% placement facility, allowing the issuance of up to 10% of issued capital.
- Resolution 5 seeks approval for an employee securities incentive plan with a maximum of 7,190,196 securities.
- Several resolutions (6-11) ratify prior share issuances under Listing Rules 7.1 and 7.1A, totaling millions of shares.
- Resolution 12 proposes renewing proportional takeover provisions for three years.
- Resolution 13 proposes appointing RSM Australia Partners as the new auditor.
- Shareholders are urged to vote by attending the meeting in person or by returning a completed proxy form by November 27, 2024.
Sentiment
Score: 6
Explanation: The document presents a neutral to slightly positive outlook. While there are potential risks associated with the proposed resolutions, the company's proactive approach to capital raising and employee retention suggests a degree of confidence in its future prospects.
Positives
- The company is seeking shareholder approval for initiatives that could enhance its financial flexibility and attract and retain key employees.
- The proposed 10% placement facility could provide additional capital for growth and investment opportunities.
- The employee securities incentive plan could improve employee motivation and retention.
- The ratification of prior share issuances could streamline future capital raising efforts.
Negatives
- The resolutions related to share placements and the employee incentive plan involve potential dilution of existing shareholders' economic and voting power.
- Failure to pass Resolution 4 would limit the company's ability to raise capital without further shareholder approval.
- Failure to pass Resolution 5 could restrict the company's ability to effectively incentivize employees.
Risks
- The market price for the company's equity securities may be lower on the issue date than on the meeting date, affecting the funds raised.
- The company's ability to execute its strategic vision could be hampered if key directors are not re-elected.
- Failure to pass resolutions related to share issuances could limit the company's financial flexibility.
Future Outlook
The company aims to use funds raised from the placement to continue investing in current assets, acquire new assets or investments, and for general working capital. The success of these initiatives depends on the approval of the resolutions at the AGM.
Management Comments
- Shareholders are urged to vote by attending the Meeting in person or by returning a completed Proxy Form.
- The Board recommends that Shareholders vote in favour of Resolution 10 as it will enable the Company to raise circa $0.9 million in funds for the Company
- The Chair intends to exercise all available proxies in favour of all Resolutions, unless the Shareholder has expressly indicated a different voting intention.
Industry Context
This announcement is typical of annual general meetings for ASX-listed mining companies, focusing on financial reporting, director elections, and shareholder approvals for capital raising and incentive schemes. The company's actions reflect the broader industry trend of securing funding for exploration and development projects.
Next Steps
- Hold the 2024 Annual General Meeting on November 29, 2024.
- Shareholders to vote on resolutions regarding share placements, employee incentive plan, director elections, and auditor appointment.
- Potentially raise capital through share placements.
- Implement the employee securities incentive plan if approved.
Key Dates
- October 16, 2024: Date used for market capitalization calculation
- October 22, 2024: Date of Tranche 1 October Placement Share issuance
- October 30, 2024: Date of AGM notice
- November 27, 2024: Deadline for proxy voting instructions
- November 29, 2024: Date of the 2024 Annual General Meeting
Keywords
Filings with Classifications
Operational Update
- Viridis and Viridion are well-placed to capitalize on significant funding opportunities provided by two FINEP / BNDES Public Calls, which total R$8 Billion (approximately US $1.4 Billion) for strategic mineral transformation and R&D centers.
- The potential funding available will fast-track the Colossus and Viridion development timelines, indicating a future capital injection to accelerate project progress.
Operational Update
- The document highlights 'exceptional project economics even at todays cyclical low rare earth prices', indicating strong performance despite challenging market conditions.
- The successful delivery of the first locally sourced rare earth oxides to Latin America's only magnet manufacturer is described as a 'significant milestone', surpassing typical expectations for project development.
- The unique positioning of Viridion as the 'only local source of oxides to Brazil and broader Latin America' provides a strategic advantage that exceeds standard market positioning.
Quarterly Activity Report
- The JORC Mineral Resource Estimate (MRE) at the Colossus Project increased by 140%, reaching 493Mt @ 2,508ppm TREO and 601ppm MREO, which is better than previous estimates.
Interim Financial Report
- The company completed a $3.5 million placement on February 4, 2025, at $0.33 per share.
- The company completed a placement to raise A$4 million through an equity issue at $0.52 per share in October 2024.
Interim Financial Report
- The company's net loss after tax decreased compared to the previous year, indicating improved financial performance.
Scoping Study Announcement
- The Colossus project's economics, including a pre-tax NPV8 of US$1.43 billion and an IRR of 43%, suggest better than expected results.
Project Update
- The Colossus project boasts the largest and highest-grade MREO Measured & Indicated IAC resource globally.
- Metallurgical testing shows industry-leading MREO recoveries of 76-78% using a cost-efficient and environmentally friendly process.
Reinstatement Announcement
- The reinstatement of trading is directly linked to an announcement regarding a capital raising.
- The company is expected to announce details of the capital raising soon.
Trading Halt Request
- The company has requested a trading halt pending an announcement regarding a capital raising.
Environmental and Regulatory Update
- The company is continuing to focus on project financing discussions.
Resource Upgrade Announcement
- The resource size increased by 140%, which is significantly better than expected.
- The Measured & Indicated resource is now the largest and highest grade globally, which is better than industry standards.
Exploration Update
- The resource estimate has increased by 140%, which is better than expected.
- The project has the largest and highest-grade MREO resource in the Measured & Indicated categories globally, which is better than expected.
- Metallurgical recoveries are industry-leading, which is better than expected.
Exploration Update
- The results are better than expected due to the industry-leading 78% MREO recoveries, which exceed typical recoveries in similar projects.
- The low impurity level of approximately 0.7% is significantly better than global benchmarks for public IAC projects.
- The high TREO content of 58% in the final MREC product, along with a 38% MREO/TREO ratio, surpasses expected values and indicates a high-quality deposit.
Exploration Update
- The drill results were significantly better than expected due to the discovery of multiple exceptionally thick and high-grade rare earth intercepts, exceeding previous expectations for both grade and width.
Annual General Meeting Results
- Approval of a 10% placement facility was granted.
- Ratification of prior share issues (April and October placements) was approved.
Investor Presentation
- The high-grade nature of the MRE, exceeding expectations, and the exceptional metallurgical recoveries are significantly better than anticipated.
Investor Presentation
- $4 million capital raise completed on 14 October 2024
Metallurgical Test Results
- The ionic recoveries achieved at the Southern Complex significantly exceeded expectations, surpassing all previous results at the Colossus project and demonstrating a superior economic profile.
Annual General Meeting Notice
- Resolution 4 seeks shareholder approval for a 10% placement facility, potentially raising additional capital.
- Resolution 10 seeks approval to issue 1,712,308 October Placement Shares to Tranche 2 participants, potentially raising approximately $0.9 million.
Exploration Update
- The drilling results significantly exceeded expectations, with multiple intersections revealing exceptionally high grades and thicknesses of rare earth elements, particularly MREOs, far surpassing previous models.
Capital Raise Announcement
- The successful A$4 million placement exceeded expectations, demonstrating strong investor confidence in the company and its Colossus project.
- The exceptional maiden MREC results from the Colossus project significantly exceeded expectations, showcasing superior economics and potential to disrupt the industry.
Trading Halt Announcement
- The company is undertaking a capital raising.
Annual Report
- The company's ability to issue additional shares under the Corporation Act 2001 to raise further capital. The Group has a history of successfully raising funds from equity raisings in the past
Annual Report
- The company reported a significant net loss after tax of $8,314,168 for FY2024, substantially exceeding the previous year's loss of $814,226, indicating worse than expected financial performance.
Exploration Update
- The company acquired new tenements at a low cost, expanding its landholding in key prospects.
- Drilling results indicate high-grade mineralisation in the Cupim South Extension.
Quarterly Activity Report
- The company announced a globally significant maiden MRE for the Colossus IAC Project of 201Mt @ 2,590ppm TREO with 668ppm MREO.
- Metallurgical test work at the Colossus IAC Project achieved high bulk composite sample recoveries globally, averaging 79% recovery in a 30-minute leach cycle.
Exploration Update
- The drilling results are better than expected due to the high TREO grades and MREO concentrations discovered at the Cupim South extension.
- The infill drilling at the Northern Concessions returned grades over twice the block model estimates, indicating a significant improvement in the resource potential.
Missing type for ID: 2009
- ASX:VMM announces better than expected results.
Missing type for ID: 3480
- ASX:VMM announces worse than expected results.
Market Announcement
- The granting of the Cupim South mining licenses and Centro Sul exploration licenses is better than expected as it secures critical tenements for the company's development strategy.
Exploration Update
- The drilling results have exceeded expectations by discovering higher grades and extending the mineralized zones beyond the previously known resource area.
Mineral Resource Estimate
- The Colossus project has a high MREO content compared to its peers.
Investor Presentation
- The document highlights better than expected results due to the high grades of rare earth elements found near the surface.
- The document highlights better than expected results due to the high recoveries achieved in initial metallurgical testing.
- The document highlights better than expected results due to the strategic partnerships and government support secured.
Exploration Update
- The drilling results at Ribeirao encountered significantly higher grades than previously anticipated, improving the potential resource estimate.
- The mineralized footprint at Cupim South has doubled, indicating a larger resource potential than initially expected.
Quarterly Activity Report
- The drilling results exceeded expectations with high-grade zones and new discoveries.
- Metallurgical testing showed exceptional ionic adsorption recoveries.
- The company secured additional mining rights and expanded its land position.
Trading Halt Request
- The company is undertaking a capital raising.
- The details of the capital raising will be released in a subsequent announcement.
Metallurgical Test Results Announcement
- The maiden bulk met test work completed at Colossus exceeded expectations.
- The average ionic recoveries of magnet rare earth elements (MREE), including Neodymium (Nd), Praseodymium (Pr), Dysprosium (Dy), and Terbium (Tb), outperformed every publicly known IAC prospect and deposit globally.
Exploration Update
- The discovery of the highest peak grade publicly reported by any company within the entire Complex of 27,087ppm TREO is better than expected.
Joint Venture Announcement
- The Parties acknowledge and agree that on and from the Commencement Date (being the date the JV Co is incorporated), a detailed budget and funding model will be developed to inform future funding requirements, which must be agreed by both Parties.
Joint Venture Announcement
- The joint venture aims to be the first producer of refined Rare Earth Oxides (REO) in Brazil, utilizing innovative separation and recycling technologies, which is better than the current industry standard.
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.