WHK
Whitehawk Limited
ASX
Notice of Annual General Meeting/Proxy Form
Sentiment:
Notice of Annual General Meeting
3 April 2024 10:34 PM
WhiteHawk Limited announces its Annual General Meeting (AGM) to be held virtually on May 8, 2024, outlining the agenda and voting procedures for shareholders.
Capital raise
The company is seeking approval to issue up to 44,444,445 Placement Options to placement participants.
The company is seeking approval to issue up to 17,777,778 Lead Manager Options to Alpine Capital.
The company is seeking approval to issue up to 12,500,000 Consultant Options to Viaticus Capital.
The company is seeking approval for a 7.1A mandate, allowing the company to issue equity securities up to 10% of its issued capital.
Summary
- WhiteHawk Limited will hold its Annual General Meeting (AGM) virtually on Wednesday, May 8, 2024, at 9:00 am (AEST).
- Shareholders can pre-register for the virtual meeting via a provided link.
- The agenda includes receiving and considering the annual financial report for the year ended December 31, 2023, adopting the remuneration report, re-electing Brian Hibbeln as a director, and approving the issue of options to various parties.
- Shareholders can submit questions in advance by emailing investors@whitehawk.com before 5:00pm (AWST) on Friday, 3 May 2024.
- Shareholders can vote in real-time during the virtual meeting through Automic's share registry platform or submit proxy votes in advance by Monday, 6 May 2024, at 9:00 am (AEST).
- The company will notify shareholders of any changes to the meeting plans via its website and the ASX announcement platform (ASX: WHK).
Sentiment
Score: 6
Explanation: The document is primarily procedural, outlining the AGM agenda and voting processes. The sentiment is neutral, with potential positives related to future growth initiatives but also risks associated with dilution.
Highlights
- WhiteHawk Limited's Annual General Meeting will be held virtually on May 8, 2024, at 9:00 am (AEST).
- The meeting agenda includes the adoption of the remuneration report and the re-election of Brian Hibbeln as a director.
- Shareholders are asked to approve the issue of free attaching placement options (44,444,445), lead manager options to Alpine Capital (17,777,778), and options to Viaticus Capital (12,500,000).
- The company seeks ratification for the prior issue of 14,800,000 shares to Lind Partners.
- Approval is sought for a 7.1A mandate, allowing the company to issue equity securities up to 10% of its issued capital.
Positives
- The virtual meeting format allows for broader shareholder participation.
- Shareholders have multiple avenues to participate, including pre-registration, advance question submission, real-time voting, and proxy voting.
- The agenda includes resolutions aimed at securing funding and incentivizing key partners, potentially supporting future growth.
Negatives
- Shareholders cannot physically attend the meeting.
- Failure to pass Resolution 4 may require the company to re-negotiate payment terms under the Lead Manager Mandate which may require the Company to pay the Lead Manager additional cash fees.
- If Resolution 5 is not passed, the Company will be required to issue Shares equating to the then value of the Consultant Options as at the date of the Meeting to be determined by an independent expert.
Risks
- Economic and voting dilution may occur if the 7.1A mandate is approved and fully utilized.
- The market price of WhiteHawk's shares may be lower on the issue date than on the date of the meeting.
- Shares may be issued at a discount to the market price on the date of issue.
Future Outlook
The funds raised under the Placement are being applied towards supporting business sales growth, leveraging interest in Artificial Intelligence and Machine Learning in Cybersecurity.
Management Comments
- The Board considers that Brian Hibbeln's skills and experience will continue to enhance the Board's effectiveness.
- Terry Roberts (Chief Executive Officer and Executive Chair) authorised the release of the notice.
Industry Context
The company is leveraging interest in Artificial Intelligence and Machine Learning in Cybersecurity, which aligns with current industry trends.
Comparison to Industry Standards
- The lead manager mandate includes a first right of refusal to act as joint lead manager for 12 months in any new capital raisings on similar terms to the Placement, which is a standard term for agreements of this nature.
- The company is issuing options to consultants and lead managers, which is a common practice in the industry to incentivize performance and align interests.
Stakeholder Impact
- Shareholders are directly impacted through their voting rights and potential dilution.
- Employees may be indirectly impacted by the company's ability to secure funding and grow.
- The company's partners, such as Alpine Capital and Viaticus Capital, are impacted by the approval of option issuances.
- Creditors may be impacted by the company's financial performance and ability to meet its obligations.
Next Steps
- Shareholders need to pre-register for the virtual meeting.
- Shareholders should review the Notice of Meeting and Explanatory Statement.
- Shareholders should submit questions in advance if they have any.
- Shareholders need to vote on the resolutions, either in real-time or via proxy.
Key Dates
- 31 December 2023: End of the financial year for which the annual financial report will be considered.
- Friday, 3 May 2024: Deadline for shareholders to submit questions in advance of the virtual meeting (5:00pm AWST).
- Monday, 6 May 2024: Deadline for proxy voting instructions to be received (9:00am AEST).
- 6 May 2024: Directors have determined pursuant to Regulation 7.11.37 of the Corporations Regulations 2001 (Cth) that the persons eligible to vote at the Meeting are those who are registered Shareholders at 5.00pm (AEST).
- Wednesday, 8 May 2024: Date of the Annual General Meeting (9:00am AEST).
- 10 May 2023: Date of the previous annual general meeting where the Company previously obtained approval from its Shareholders pursuant to Listing Rule 7.1A.
Keywords
WHK
Whitehawk Limited
ASX
Sector: Software & Services
Filings with Classifications
Capital raise
17 April 2025 12:02 AM
Notice of Annual General Meeting
- The company is seeking approval to issue future shares to Lind Partners under the 2024 Agreement.
- The company is seeking approval of a 7.1A mandate to issue up to 10% of the company's issued capital.
Capital raise
28 March 2025 12:03 AM
Annual Report
- The company has the ability to continue to raise additional funds on a timely basis pursuant to the Corporations Act 2001.
Worse than expected
28 March 2025 12:03 AM
Annual Report
- The company reported a net loss after tax of US$1,780,630, indicating that the company is not yet profitable.
Better than expected
27 February 2025 4:04 PM
Preliminary Final Report
- The company's revenue increased by 15.6% compared to the previous year.
Capital raise
10 February 2025 5:54 PM
General Meeting Results
- The company received approval to issue Tranche 2 placement shares.
- The company received approval to issue placement options.
- The company received approval to issue broker options.
- The company received approval to issue securities to Peak in lieu of fees.
- The company received approval to issue securities to Viaticus Capital.
- The company received approval to issue incentive options to Viaticus Capital.
Worse than expected
30 January 2025 4:18 PM
Quarterly Activities Report
- The company reported a net cash loss from operations of US$84,000 for the quarter, indicating worse than expected financial performance.
Capital raise
30 January 2025 4:18 PM
Quarterly Activities Report
- WhiteHawk will seek shareholder approval to raise up to $535,000 under Tranche 2 of the Placement at the General Meeting scheduled on 11 February 2025.
Capital raise
9 January 2025 7:37 PM
Notice of General Meeting
- The company is seeking approval to issue up to 53,500,000 shares at $0.01 each, potentially raising $535,000.
- The company is also issuing options to placement participants, brokers, and consultants, which could lead to further capital raises if exercised.
Better than expected
12 December 2024 6:42 PM
Contract Renewal Announcement
- The contract renewal represents increased revenue compared to the previous contract with the same client.
Capital raise
1 December 2024 9:21 PM
Capital Raise Announcement
- WhiteHawk Limited is raising capital through the issue of 120,000,000 ordinary shares at AUD 0.01000 each and 40,000,000 placement options.
- The capital raise is subject to shareholder approval by January 28, 2025.
Delay expected
1 December 2024 9:21 PM
Capital Raise Announcement
- The issue date for the shares and placement options has been delayed pending shareholder approval, which is expected by January 28, 2025.
Capital raise
1 December 2024 9:10 PM
Securities Quotation Application
- Further share issues are planned to complete the placement, subject to shareholder approval.
Capital raise
25 November 2024 5:28 PM
Capital Raise Proposal
- WhiteHawk Limited is proposing to issue 56,000,000 ordinary shares and 28,666,667 options.
- The funds raised will be used for business growth, further development of AI-based cybersecurity solutions, debt repayment, and working capital.
Capital raise
25 November 2024 5:28 PM
Capital Raise Announcement
- Further capital raising is planned, subject to shareholder approval, involving the issuance of additional shares and options.
Better than expected
25 November 2024 5:28 PM
Capital Raise Announcement
- The successful A$1.7 million capital raise exceeded expectations, providing WhiteHawk with the resources to pursue its growth strategy and repay debt.
Capital raise
21 November 2024 5:13 PM
Trading Halt Announcement
- WhiteHawk Limited is planning a capital raising.
Capital raise
12 September 2024 6:19 PM
Notice of General Meeting
- Resolution 1 seeks ratification of a prior share issue of 15,000,000 shares to Lind Partners.
- Resolution 2 proposes issuing 12,500,000 options to Lind Partners.
- Resolutions 3 and 4 seek approval for future share issuances to Lind Partners.
- Resolution 5 proposes issuing 200,000 shares to related party Phil George.
Capital raise
6 August 2024 7:37 PM
Capital Raise Announcement
- WhiteHawk has secured an initial A$500,000 investment from Lind Global Fund II, LP.
- The Investment may be increased up to A$1M at a later stage on the same terms subject to mutual agreement.
- The company will issue 12,500,000 unlisted 3-year options to Lind at a 2c exercise price, subject to shareholder approval.
Delay expected
31 July 2024 1:45 AM
Quarterly Activities Report
- The final award of Peraton's bid for the Veterans Affairs Supply Chain Risk Management (SCRM) contract is delayed.
- The contract competition with D&B on the U.S. General Services Administration (GSA) SCRIPTS BPA Contract Vehicle has been delayed.
Capital raise
31 July 2024 1:45 AM
Quarterly Activities Report
- The Company is currently exploring funding options in the market in the event of delay of pending new contracts.
Capital raise
3 April 2024 10:34 PM
Notice of Annual General Meeting
- The company is seeking approval to issue up to 44,444,445 Placement Options to placement participants.
- The company is seeking approval to issue up to 17,777,778 Lead Manager Options to Alpine Capital.
- The company is seeking approval to issue up to 12,500,000 Consultant Options to Viaticus Capital.
- The company is seeking approval for a 7.1A mandate, allowing the company to issue equity securities up to 10% of its issued capital.
Delay expected
27 March 2024 8:34 PM
Annual Report
- The final award of Peraton's bid for Veterans Affairs Supply Chain Risk Management (SCRM) was delayed by 5 months.
- A Critical Infrastructure Cyber Risk Assessment (CIRA) Program contract for USD $1.9M, for State and Local client via Peraton delayed in procurement and State Legislature.
Worse than expected
27 March 2024 8:34 PM
Annual Report
- The company reported a net loss after tax of US$2,844,279, which is worse than the previous year's loss of US$1,537,740.
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.