FFX 0.00% 20.0¢ firefinch limited

@Aptayl @Red Baron Nice to see you still popping in, and thank...

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    @Aptayl
    @Red Baron
    Nice to see you still popping in, and thank you for the information, apology for the tag, reply not working .........again.
    ~ I have no doubt with the authenticity of your post and/or what the contents of your exchange was with the Company; but
    ~ There has been many a time that I have been caught out either first hand or by posters providing information from the Company that hasn't eventuated, I now hold the position any information related to the Company only becomes "official" if it is either in an ASX announcement and/or an update via the Company's website.

    Unfortunately, the Company in its endeavour to dot the I's and cross the T's amongst all the legally terminology slips into pockets of ambiguity, which is showing as two intelligent posters (Aptayl and Red Baron) have a different interpretation of how the Prospectus reads in regards to the Company's allocation of "Shortfall Shares" and as such both have made contact with the Company for clarification.

    The more I read the paragraphs, the more I am leaning towards the Company filling FFX Shareholders application/s of "Shortfall Shares" (above the 14.29m) before distributing them to the Lead Arranger/s recommended Institutional Investors.

    Shares not subscribed for under the Pro-rata Offer may be allocated to Eligible Firefinch Shareholders or Eligible Institutional Investors who subscribe for Shares under the Shortfall Offer subject to the following allocation policy:

    First bullet point:
    The Company will give Eligible Firefinch Shareholders priority over the allocation of any Shortfall up to a maximum of 14.29 million Shortfall Shares
    ~ This first point is very clear and without ambiguity, but the maximum figure could cause angst/some backlash if shareholders are scaled back.
    ~ Although there is provisions that the Board may use to cap the number of Shortfall Shares.

    Second bullet point:
    The Board, in agreement with the Joint Lead Arrangers, otherwise reserves full discretion to allocate the Shortfall to Eligible Firefinch Shareholders or Eligible Institutional Investors. In exercising its discretion to issue any Shortfall Shares to Eligible Institutional Investors, the Board will take into account a number of factors, including;
    > recommendations of the Joint Lead Arrangers to place the Shortfall; and
    > ensuring the Company has an appropriate and optimal Shareholder base, which may be achieved through the introduction of new investors.
    ~ this IMO is where there is some ambiguity
    The way I read it now it:
    The Board allocates ALL the shares under the Shortfall Offer and at its full discretion
    The "agreement with the Joint Lead Arrangers" is simply, them agreeing to the Board reserving that right to have that full discretion
    If there is an excess when the Eligible Firefinch Shareholders applications are filled;
    ~ In exercising its discretion issuing shares to Institutional Investors, they will then take into account the "Arrangers" recommendation and/or getting the right spread of shareholders.

    What does "Eligible Institutional Investors" mean in regards to being allocated Leo Lithium shares?
    What is the difference between "Eligible" Shareholders & Institutional Investors, if we take into consideration that to be eligible for LLL shares, you have to be a holder of FFX shares regardless of your investor status?
    ~ the Company has repeatedly advised that to be eligible you need to be a registered holder of FFX at the record date, (as above) backlash from shareholders if scaled back.
    ~ I will be annoyed if I get scaled back and shares are then distributed to the Institutional Investors that aren't Firefinch Shareholders, as much as I would be if any scaling back was selective, as in If I can apply for $10,000 LLL Shares in the Pro-rata offer and apply for $50,000 Shortfall shares and I get scaled back to $10,000 shortfall shares and Mr X doesn't get scaled back.
    ~ what if i was both an Eligible Institutional Investor and also a Eligible Firefinch Shareholder?

    Referencing Section 6.2(b) on the Prospectus ~ Eligible Institutional Investors
    Quote: "Any Shortfall Shares that are not placed to Eligible Firefinch Shareholders under the Shortfall Offer in accordance with the Shortfall Offer allocation policy outlined in Section 6.1(b) will be offered to new Eligible Institutional Investors, .....(sic)"
    ~ doesn't mention "priority" Shortfall Shares
    ~ doesn't mention Shortfall Shares being limited to Eligible Firefinch Shareholders unless being capped under Section 6.1(b) of the Prospectus.

    Section 6.1(b):
    The board may elect to cap the number of shares that are allotted to participants under the Shortfall Offer, having regard to;
    ~ the number of Shares that an Eligible Shareholder is entitled to subscribe for pursuant to its Allocation under the Pro-rata Offer relative to the number of Shares that it has applied for under the Shortfall Offer.
    > I take this to mean, if I can apply for $10,000 of LLL shares under the Pro-Rata offer, then apply for $50,000 under the Shortfall Offer, I would be capped (scaled back) to $10,000 of Shortfall shares if required.
    ~ the total number of Shares available for subscription under the Shortfall Offer; and
    > self explanatory, the more Firefinch Shareholders subscribe for in the Pro-Rata Offer, the less Shortfall Shares available
    ~ the number of Shares held by an Eligible Firefinch Shareholder after completion of the Pro-rata Offer.
    > not overly sure what this means, other than if a Shareholder was to be issued Shortfall Shares, the holding increased voting power above 20%

    re: "We get priority for the first $10m then it's "in agreement with the Joint Lead Arrangers"
    "Some how I think they'll put their own interests first."
    ~ the Joint Lead Arrangers do not allocate shares
    ~ the Joint Lead Arrangers do not allocate Shares to Firefinch Shareholders that have applied for Shortfall Shares
    ~ the Joint Lead Arrangers make recommendations to the Board who use their discretion in allocating Shortfall Shares to Eligible Institutional Investors as per subscriptions procured under the book build process.


    ~ what does also make sense to me now, is the minimum fees ($450k each) the Joint Lead Arrangers will be paid, and why it was inserted in the
    mandate......

    > more than happy to be corrected on any or all of the above . . . . .

    cheers Nice to see you still popping in, and thank you for the information, apology for the tag, reply not working .........again.
    ~ I have no doubt with the authenticity of your post and/or what the contents of your exchange was with the Company; but
    ~ There has been many a time that I have been caught out either first hand or by posters providing information from the Company that hasn't eventuated, I now hold the position any information related to the Company only becomes "official" if it is either in an ASX announcement and/or an update via the Company's website.


    Unfortunately, the Company in its endeavour to dot the I's and cross the T's amongst all the legally terminology slips into pockets of ambiguity, which is showing as two intelligent posters (Aptayl and yourself) have a different interpretation of how the Prospectus reads in regards to the Company's allocation of "Shortfall Shares" and as such both have made contact with the Company for clarification.

    The more I read the paragraphs, the more I am leaning towards the Company filling FFX Shareholders application/s of "Shortfall Shares" (above the 14.29m) before distributing them to the Lead Arranger/s recommended Institutional Investors.

    Shares not subscribed for under the Pro-rata Offer may be allocated to Eligible Firefinch Shareholders or Eligible Institutional Investors who subscribe for Shares under the Shortfall Offer subject to the following allocation policy:

    First bullet point:
    The Company will give Eligible Firefinch Shareholders priority over the allocation of any Shortfall up to a maximum of 14.29 million Shortfall Shares
    ~ This first point is very clear and without ambiguity, but the maximum figure could cause angst/some backlash if shareholders are scaled back.
    ~ Although there is provisions that the Board may use to cap the number of Shortfall Shares.

    Second bullet point:
    The Board, in agreement with the Joint Lead Arrangers, otherwise reserves full discretion to allocate the Shortfall to Eligible Firefinch Shareholders or Eligible Institutional Investors. In exercising its discretion to issue any Shortfall Shares to Eligible Institutional Investors, the Board will take into account a number of factors, including;
    > recommendations of the Joint Lead Arrangers to place the Shortfall; and
    > ensuring the Company has an appropriate and optimal Shareholder base, which may be achieved through the introduction of new investors.
    ~ this IMO is where there is some ambiguity
    The way I read it now it:
    The Board allocates ALL the shares under the Shortfall Offer and at its full discretion
    The "agreement with the Joint Lead Arrangers" is simply, them agreeing to the Board reserving that right to have that full discretion
    If there is an excess when the Eligible Firefinch Shareholders applications are filled;
    ~ In exercising its discretion issuing shares to Institutional Investors, they will then take into account the "Arrangers" recommendation and/or getting the right spread of shareholders.

    What does "Eligible Institutional Investors" mean in regards to being allocated Leo Lithium shares?
    What is the difference between "Eligible" Shareholders & Institutional Investors, if we take into consideration that to be eligible for LLL shares, you have to be a holder of FFX shares regardless of your investor status?
    ~ the Company has repeatedly advised that to be eligible you need to be a registered holder of FFX at the record date, (as above) backlash from shareholders if scaled back.
    ~ I will be annoyed if I get scaled back and shares are then distributed to the Institutional Investors that aren't Firefinch Shareholders, as much as I would be if any scaling back was selective, as in If I can apply for $10,000 LLL Shares in the Pro-rata offer and apply for $50,000 Shortfall shares and I get scaled back to $10,000 shortfall shares and Mr X doesn't get scaled back.
    ~ what if i was both an Eligible Institutional Investor and also a Eligible Firefinch Shareholder?

    Referencing Section 6.2(b) on the Prospectus ~ Eligible Institutional Investors
    Quote: "Any Shortfall Shares that are not placed to Eligible Firefinch Shareholders under the Shortfall Offer in accordance with the Shortfall Offer allocation policy outlined in Section 6.1(b) will be offered to new Eligible Institutional Investors, .....(sic)"
    ~ doesn't mention "priority" Shortfall Shares
    ~ doesn't mention Shortfall Shares being limited to Eligible Firefinch Shareholders unless being capped under Section 6.1(b) of the Prospectus.

    Section 6.1(b):
    The board may elect to cap the number of shares that are allotted to participants under the Shortfall Offer, having regard to;
    ~ the number of Shares that an Eligible Shareholder is entitled to subscribe for pursuant to its Allocation under the Pro-rata Offer relative to the number of Shares that it has applied for under the Shortfall Offer.
    > I take this to mean, if I can apply for $10,000 of LLL shares under the Pro-Rata offer, then apply for $50,000 under the Shortfall Offer, I would be capped (scaled back) to $10,000 of Shortfall shares if required.
    ~ the total number of Shares available for subscription under the Shortfall Offer; and
    > self explanatory, the more Firefinch Shareholders subscribe for in the Pro-Rata Offer, the less Shortfall Shares available
    ~ the number of Shares held by an Eligible Firefinch Shareholder after completion of the Pro-rata Offer.
    > not overly sure what this means, other than if a Shareholder was to be issued Shortfall Shares, the holding increased voting power above 20%

    @Red Baron
    re: "We get priority for the first $10m then it's "in agreement with the Joint Lead Arrangers"
    "Some how I think they'll put their own interests first."
    ~ the Joint Lead Arrangers do not allocate shares
    ~ the Joint Lead Arrangers do not allocate Shares to Firefinch Shareholders that have applied for Shortfall Shares
    ~ the Joint Lead Arrangers make recommendations to the Board who use their discretion in allocating Shortfall Shares to Eligible Institutional Investors as per subscriptions procured under the book build process.


    ~ what does also make sense to me now, is the minimum fees ($450k each) the Joint Lead Arrangers will be paid, and why it was inserted in the
    mandate......

    > more than happy to be corrected on any or all of the above . . . . .

    cheers
 
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