Macarthur Minerals Moves to Fix ASX Waiver Breach on Share Compensation
Macarthur Minerals has acknowledged breaching ASX conditions by issuing equity securities without approval and will seek shareholder consent to amend terms and comply with listing rules.
- Issued 13.5 million options and over 10 million RSUs without ASX approval
- Breach of waiver condition granted at ASX dual listing in 2019
- Company to seek shareholder approval to amend terms of outstanding securities
- No changes to commercial terms or vesting conditions proposed
- Commitment to transparency and compliance reaffirmed
Background on the Breach
Macarthur Minerals Limited, a Western Australian iron ore and lithium exploration company, has disclosed a breach of ASX Listing Rule conditions related to its Share Compensation Plans. Following its dual listing on the ASX in 2019, the company was granted a waiver allowing it to maintain its existing employee equity plans, provided no new Restricted Share Units (RSUs) or Options were issued without prior ASX approval. Despite this, Macarthur issued a significant volume of securities under these plans without obtaining the necessary consent.
Details of the Securities Issued
The securities issued in breach include 13.5 million Options, 10.6 million RSUs, and over 13.2 million Bonus Shares. While these issuances complied with Australian Corporations Law and ASIC relief provisions, they did not meet the specific ASX waiver conditions. The company acknowledges this oversight and is now taking steps to regularize the situation.
Remediation and Shareholder Approval
ASX has directed Macarthur to amend the terms of the outstanding securities to ensure full compliance with Chapter 6 of the ASX Listing Rules. The amendments are administrative only, leaving the commercial terms, vesting conditions, and expiry dates unchanged. Macarthur will seek shareholder approval at an upcoming general meeting to formalize these amendments. Importantly, no new securities will be issued under this resolution.
Outstanding Securities and Conditions
Among the securities still outstanding are 500,000 Options exercisable at A$0.40 expiring in October 2025, 7.2 million Options exercisable at A$0.20 expiring in March 2026, and 2.2 million RSUs vesting upon the company’s share price closing above A$0.20 for 20 consecutive trading days. The 13.2 million Bonus Shares, while not subject to vesting, also fall under the scope of the Listing Rules and will be included in the amendment process.
Looking Ahead
Macarthur Minerals has reaffirmed its commitment to transparency and compliance with ASX rules. The company’s iron ore projects, including the Lake Giles Iron Project with substantial hematite and magnetite resources, remain its core focus. Investors will be watching closely for the Notice of Meeting and the outcome of the shareholder vote, which will determine how swiftly the company can put this compliance issue behind it.
Bottom Line?
Macarthur’s next steps hinge on shareholder approval to resolve this compliance lapse and restore full regulatory confidence.
Questions in the middle?
- Will shareholders approve the proposed amendments without contest?
- Could this breach affect Macarthur’s future equity issuance strategies?
- What impact might this have on investor confidence ahead of project developments?
