Prospectus

OFFER

The Prospectus is issued by Matsa Resources Limited ACN 106 732 487 (Company) in relation to a pro-rata rights issue to Eligible Shareholders of 1 New Share for every 10 Shares held at an issue price of $0.08 per New Share to raise approximately $2,169,173 before costs of the Offer together with 1 Attaching Option for every 2 New Shares issued exercisable at $0.17 on or before 30 April 2023 (Offer).

Shareholders who apply for their full entitlement will also be entitled to apply for additional New Shares (and attaching New Options) to be allocated out of the Shortfall.

The Offer is partially underwritten by Mahe Capital Pty Ltd (Underwriter) to the amount of $1,500,000. Refer to section 7.2 in the Prospectus for details regarding the terms of the Underwriting Agreement.

The Prospectus also contains an offer of 2 New Options for every $1 raised, being up to 4,338,346 New Options to the Underwriter in accordance with the Underwriting Agreement (Underwriter Offer).

This Prospectus is also being issued for the purpose of section 708A(11) of the Corporations Act 2001 (Cth) to remove any trading restrictions on the sale of New Shares or New Options issued by the Company.

The Offer is only available to Eligible Shareholders of the Company (as defined in the Prospectus). The Underwriter Offer is only available to the Underwriter. Applications for securities offered by the Prospectus pursuant to the Offer and the Underwriter Offer may only be made:

  • in the case of the Offer, by Eligible Shareholders by completing and returning a copy of the Entitlement and Acceptance Form included in the Prospectus provided to them; and
  • in the case of the Underwriter Offer, by the Underwriter by completing and returning a copy of the application form provided to them.

LODGEMENT

The Prospectus is dated 22 March 2021 and was lodged with ASIC on 22 March 2021. None of ASIC, ASX or any of their respective officers takes any responsibility for the contents of the Prospectus or the merits of the investment to which the Prospectus relates.

EXPIRY DATE

The Prospectus expires 13 months after the Prospectus Date. No Shares will be issued or sold on the basis of the Prospectus after that date.

IMPORTANT NOTICE

This Prospectus is a transaction specific prospectus for an offer of continuously quoted securities (as defined in the Corporations Act) and has been prepared in accordance with section 713 of the Corporations Act. It does not contain the same level of disclosure as an initial public offering prospectus. In making representations in this Prospectus regard has been had to the fact that the Company is a disclosing entity for the purposes of the Corporations Act and certain matters may reasonably be expected to be known to investors and professional advisers whom potential investors may consult.

This is an important document that should be read in its entirety. If you are an Eligible Shareholder, please read the instructions in this document and on the Entitlement and Acceptance Form regarding acceptance of the Offer. If you do not understand this document you should consult your stockbroker, accountant or other professional adviser. The securities offered by this Prospectus should be considered as highly speculative.

By proceeding and downloading the Prospectus, you acknowledge and agree to the above statements.