Wingara Issues 26 Million Shares at $0.01 to Fund Meat Sector Expansion

Wingara's Strategic Move into Meat Industry Acquisitions

Wingara Limited (ASX: WNR) has announced a significant step forward in its growth strategy by entering into an exclusive agreement with Terra Firma Limited to explore and acquire businesses within the meat industry. This move signals Wingara's intent to reposition itself through targeted acquisitions funded by equity injections from Terra Firma.

The agreement outlines that Terra Firma will provide initial funding of $750,000 to Wingara via a combination of a placement and an unsecured loan. The placement involves the issuance of 26.3 million shares at $0.01 each, representing 15% of Wingara's current placement capacity. These shares will be subject to a voluntary escrow period of up to 24 months, ensuring a degree of stability and alignment of interests during the acquisition process.

Funding Structure and Board Changes

The unsecured loan component totals approximately $486,686, carries a 5% annual interest rate, and is repayable as a single payment at maturity after five years. The loan funds are earmarked exclusively for due diligence and transaction costs associated with the proposed acquisitions. This financial arrangement provides Wingara with the necessary runway to complete its evaluation and negotiation of potential targets within the meat sector.

In recognition of Terra Firma’s contribution and to ensure proper oversight, Nicholas Kapes from Terra Firma will join Wingara’s board. His appointment is designed to represent Terra Firma’s interests and facilitate smooth collaboration as the parties work towards finalising the acquisitions.

ASX Trading Suspension and Re-Compliance

Following the announcement, Wingara’s shares have been suspended from trading on the ASX effective immediately. This suspension is in line with ASX Listing Rule 11.1.3, which requires Wingara to seek re-compliance with listing requirements after completing the acquisitions. The company anticipates that the size and scope of the acquisitions will necessitate this process, which will culminate in a shareholder meeting and detailed disclosures once binding agreements are in place.

Wingara’s board has expressed confidence in the transaction’s potential to reposition the company within a specialised segment of the agriculture sector. However, the timeline for re-compliance and relisting remains subject to regulatory approvals and completion of due diligence.

Looking Ahead

While the exact businesses to be acquired have not been disclosed, the partnership with Terra Firma and the secured funding package provide Wingara with a clear pathway to expand its footprint in the meat industry. The company’s management has committed to keeping the market informed as the transaction progresses towards binding agreements and shareholder approval.