Evolution Energy Minerals’ $1.45M Entitlement Offer Now Fully Underwritten

Evolution Energy Minerals has announced that its recent entitlement offer is now fully underwritten by Mahe Capital, with key directors participating as sub-underwriters, removing previous minimum subscription conditions.

  • Entitlement offer fully underwritten by Mahe Capital up to $1.45 million
  • Directors Craig Moulton and Paul Atherley sub-underwrite $120,000 combined
  • Underwriting replaces prior minimum subscription requirements
  • Potential voting power shifts detailed for underwriter and sub-underwriters
  • Unpaid director fees offset against sub-underwriting commitments
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Full Underwriting Secures Capital Raise

Evolution Energy Minerals Limited (ASX, EV1) has issued a second supplementary prospectus confirming that its entitlement offer is now fully underwritten by Mahe Capital to the tune of $1,450,602. This development marks a significant shift from the initial prospectus, which included a minimum subscription threshold that investors were required to meet for the offer to proceed.

The underwriting agreement, formalised on 3 September 2025, ensures that the company will raise the targeted capital regardless of the level of shareholder participation. This provides a degree of certainty for Evolution Energy Minerals as it advances its strategic objectives in the energy minerals sector.

Director Participation and Voting Power Implications

Notably, two of the company’s directors, Craig Moulton and Paul Atherley, have committed to sub-underwrite a combined $120,000 of the offer. Their participation is structured partly as an offset against unpaid director fees; $33,333 owed to Atherley and $25,000 to Moulton; demonstrating their vested interest in the company’s capital raising success.

The supplementary prospectus outlines the potential voting power impact of the underwriting arrangements. Mahe Capital, currently holding no shares, could acquire up to 28.57% voting power if no other shareholders take up their entitlements. Meanwhile, Moulton and Atherley’s sub-underwriting could increase their voting stakes to approximately 1.48% and 1.83%, respectively, assuming no other uptake.

Regulatory Compliance and Investor Assurance

The company has confirmed that these underwriting arrangements comply with the Corporations Act and relevant ASIC guidelines, including provisions designed to prevent undue control shifts. The underwriting exception allows Mahe Capital to potentially exceed a 19.9% voting power threshold without triggering takeover implications, provided the offer conditions are met.

Importantly, the directors have stated that this supplementary prospectus does not introduce any material adverse changes for investors, and no withdrawal rights are triggered for applications already submitted. This reassurance aims to maintain investor confidence as the offer progresses to completion.

Looking Ahead

With the underwriting now secured, Evolution Energy Minerals can focus on deploying the capital raised to advance its exploration and development initiatives. However, the ultimate distribution of shares and voting power will depend on shareholder uptake and any exercise of new options issued to sub-underwriters, which remain contingent on future share price performance.

Bottom Line?

The full underwriting removes uncertainty from Evolution Energy Minerals’ capital raise, but investors will watch closely how share uptake and voting power evolve.

Questions in the middle?

  • Will shareholder uptake reduce Mahe Capital’s potential voting power below 28.57%?
  • How might the exercise of new options by sub-underwriters affect future control dynamics?
  • What are the strategic plans for the capital raised through this fully underwritten offer?