WHK
Whitehawk Limited
ASX
Notice of General Meeting
Sentiment:
Notice of General Meeting
9 January 2025 7:37 PM
WhiteHawk Limited announces a general meeting to be held virtually on February 11, 2025, to vote on resolutions related to prior and proposed share and option issuances.
Capital raise
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.
Summary
- WhiteHawk Limited is holding a general meeting on February 11, 2025, which will be conducted virtually.
- Shareholders will vote on several resolutions, including the ratification of prior share issuances and the approval of new share and option issuances.
- The company previously issued 116,500,000 shares at $0.01 each, raising $1,165,000, and is seeking ratification for this.
- They are also seeking approval to issue up to 53,500,000 additional shares at $0.01 each, potentially raising another $535,000.
- The company plans to issue options to placement participants, brokers, and consultants, with various exercise prices and vesting conditions.
- A total of 56,666,668 placement options, 10,000,000 broker options, and 1,666,667 options to Viaticus Capital are proposed.
- The company is also proposing to issue 45,000,000 stock appreciation rights to director Terry Roberts.
- The funds raised will be used for working capital, sales campaigns, contract execution, and platform development.
Sentiment
Score: 6
Explanation: The document is neutral in tone, outlining necessary steps for the company's growth. While the capital raise is positive, the potential dilution is a concern.
Highlights
- A virtual general meeting is scheduled for February 11, 2025, at 9:00 am (AEDT).
- The company seeks to ratify the prior issue of 116,500,000 shares at $0.01 each.
- Approval is sought for the issue of up to 53,500,000 new shares at $0.01 each.
- The company plans to issue up to 56,666,668 placement options, exercisable at $0.02.
- 10,000,000 broker options are proposed for Peak Asset Management, exercisable at $0.02.
- 1,666,667 options are proposed for Viaticus Capital as part of a consultancy agreement.
- 45,000,000 stock appreciation rights are proposed for director Terry Roberts.
- The company aims to raise capital for working capital, sales, and platform development.
Positives
- The capital raise will provide funds for working capital and growth initiatives.
- The company is actively pursuing new contracts and expanding its sales efforts.
- The use of stock appreciation rights aligns director interests with shareholders.
- The company is investing in AI/ML analytics and automation for its cyber platform.
Negatives
- The company is issuing a significant number of new shares, which could dilute existing shareholders.
- The company is issuing a large number of options, which could further dilute shareholders if exercised.
- The company is relying on shareholder approval for several key resolutions.
- The company is paying fees in cash and shares to Peak Asset Management.
Risks
- Shareholder approval is required for several key resolutions, and failure to obtain approval could impact the company's plans.
- The issuance of new shares and options could dilute existing shareholders.
- The company's ability to execute its growth strategy depends on securing new contracts and expanding existing ones.
- The company's reliance on capital raises could pose a risk if market conditions change.
Future Outlook
The company intends to use the funds raised to support its growing pipeline of AI/ML based cyber risk SaaS and PaaS contract opportunities, including sales campaigns, contract execution, and platform development.
Management Comments
- The Board has resolved to hold the Meeting virtually.
- The Directors strongly encourage all Shareholders to either lodge a directed Proxy Form prior to the Meeting or attend and vote online at the Meeting.
Industry Context
This announcement reflects the ongoing need for cybersecurity solutions and the increasing use of AI/ML in this sector. The company's focus on cloud-based cyber risk monitoring aligns with industry trends.
Comparison to Industry Standards
- The use of a placement to raise capital is a common practice for companies in the technology sector, particularly those in the growth phase.
- The terms of the options, with an exercise price of $0.02 and a three-year expiry, are fairly standard for early-stage companies.
- The use of stock appreciation rights for executive compensation is also a common practice to align management interests with shareholders.
- Comparable companies in the cybersecurity space often use similar methods to raise capital and incentivize management.
Next Steps
- Shareholders need to register for the virtual meeting.
- Shareholders need to vote on the resolutions either in advance or during the meeting.
- The company will proceed with the share and option issuances if the resolutions are approved.
- The company will use the funds raised to execute its growth strategy.
Key Dates
- 20 November 2024: Lead Manager Mandate commenced with Peak Asset Management.
- 2 December 2024: 38,910,603 Shares were issued pursuant to Listing Rule 7.1A.
- 25 March 2024: Consultancy agreement entered into with Viaticus Capital.
- 7 February 2025: Deadline for submitting questions prior to the virtual meeting (5:00 pm AWST).
- 9 February 2025: Record date for voting eligibility (5:00 pm AEDT) and deadline for proxy voting instructions (9:00 am AEDT).
- 11 February 2025: Date of the virtual General Meeting (9:00 am AEDT).
Keywords
General Meeting, Share Issuance, Option Issuance, Capital Raise, Cyber Security, Stock Appreciation Rights, Placement, Shareholder Approval, Virtual Meeting, AI/ML
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.