Ballymore Resources Grants 250,000 Unquoted Options to Lead Manager as Fee for Recent Placement

Details of Lead Manager Fee Options Linked to Further Placement

The 250,000 options granted by Ballymore Resources were issued as a fee to the lead manager for services related to the Further Placement, rather than for cash. The fee was calculated based on a formula awarding one option for every $2 raised, directly tying the number of options issued to the amount of capital raised in the placement.

The company explained that the exact fee amount was unknown when the original Appendix 3B was filed, which is why the options are now being reported separately via an Appendix 3G. The terms of this arrangement were disclosed in the earlier Appendix 3B filing. Such deferred fee notifications are common when the final fee-linked security issuance depends on the outcome of a capital raise.

BMRAL Option Features: $0.22 Exercise Price and December 2028 Expiry

The newly issued options are part of the existing BMRAL class, which expire on 31 December 2028 and have an exercise price of $0.22 each. As unquoted securities without a separate ASX code, these options are not traded on the exchange. Their value to holders depends on Ballymore Resources’ share price exceeding $0.22 before expiry.

The options rank equally with previously issued securities in the same class from the date of issue. With an expiry date approximately two and a half years after issuance, the lead manager has until 31 December 2028 to decide whether exercising the options is financially advantageous, depending on share price performance. The immediate impact on share price was not disclosed.

Unquoted Securities Overview Following This Issuance

After issuing the 250,000 BMRAL options, Ballymore Resources’ unquoted securities include 20,660,143 BMRAL options (expiring 31 December 2028 at $0.22), 9,788,684 BMRAI options (expiring 31 December 2027 at $0.22), and 7,000,000 BMRAH options (expiring 30 June 2027 at $0.20).

The company also has 2,050,000 performance rights under the BMRAJ class. Collectively, these unquoted securities represent a significant potential dilution for ordinary shareholders if fully exercised or vested. With 243,725,266 fully paid ordinary shares (BMR) outstanding, investors should consider this potential dilution when evaluating the company’s fully diluted capital structure.

Ordinary Share Count Remains Unchanged at 243,725,266

The total quoted fully paid ordinary shares remain at 243,725,266 following this transaction. The issuance of unquoted options to the lead manager does not immediately affect the ordinary share count. However, exercising BMRAL options at $0.22 would increase the number of ordinary shares and bring additional cash into the company.

If all outstanding unquoted options across the BMRAL, BMRAI, and BMRAH classes were exercised, an additional 37,448,827 ordinary shares would be issued, representing roughly a 15.4% increase over the current share count. The company did not provide guidance on expected exercise rates or option conversions in this update.

Compliance with ASX Listing Rule 7.1 and Use of 15% Placement Capacity

Ballymore Resources confirmed that the 250,000 options were issued under the company’s 15% placement capacity allowed by ASX Listing Rule 7.1, without requiring shareholder approval. This rule permits eligible companies to issue up to 15% of their issued capital within 12 months without a general meeting approval, provided the terms meet ASX standards.

The issuance was not made under any exception in Listing Rule 7.2, nor is the company seeking shareholder approval under Rule 7.1. This method is typical for service-related option issuances with relatively small quantum compared to total capital and aligns with common Australian market practices for lead manager and broker fees linked to capital raises.

Reason for Separate Appendix 3G Filing

The Appendix 3G filing, separate from the original Appendix 3B, reflects the nature of performance-linked fee arrangements. Since the lead manager’s fee was one option per $2 raised, the exact number of options could only be determined after the Further Placement’s completion and final capital raised amount.

The company disclosed the fee formula in the prior Appendix 3B to maintain transparency. The Appendix 3G now formally reports the exact number of options issued, their terms, and classification within the existing BMRAL option class, thereby closing out the obligation.

Overview of Ballymore Resources’ Capital Structure and Option Expiry Timeline

This update provides a snapshot of Ballymore Resources’ capital structure, showing multiple tranches of unquoted options with varying expiry dates and exercise prices. The staggered expiries—BMRAH options expiring June 2027, BMRAI options expiring December 2027, and BMRAL options expiring December 2028—indicate multiple rounds of capital raising, each with its own option component.

Each option tranche carries exercise prices between $0.20 and $0.22. The company’s ability to raise capital at these levels and subsequent share price performance relative to these prices will influence whether option holders convert their securities before expiry. No guidance on future capital raises or option issuances was provided in this update.

Insights from the Lead Manager Fee Arrangement on Recent Capital Raise

Issuing 250,000 options at one option per $2 raised implies the Further Placement linked to this fee raised approximately $500,000. This inference is based on the disclosed fee formula and option quantity; the company did not provide the total amount raised in this update. For full capital raise details, investors should consult the earlier Appendix 3B filing.

Using options instead of cash to compensate the lead manager is common in Australia’s junior resources sector, aligning the service provider’s interests with shareholders by linking fees to future share price performance. The lead manager benefits if the share price exceeds $0.22 before the options expire on 31 December 2028. No statements regarding operational strategy or project pipeline were included in this filing.

Next Steps and Investor Considerations for Ballymore Resources

With the lead manager fee options now formally reported, this administrative step appears complete. The announcement indicates Ballymore Resources has finalized the mechanics of its recent Further Placement, including settling related transaction costs. Investors should watch for updates on how the capital raised is deployed, as well as any exploration, development, or corporate activities that could affect share price relative to the $0.22 exercise price.

Upcoming key expiry dates include the BMRAH options on 30 June 2027, BMRAI options on 31 December 2027, and BMRAL options on 31 December 2028. Whether these options are exercised will depend on the company’s operational progress and market conditions. Investors are advised to monitor future Ballymore Resources announcements for project milestones, additional capital raises, or changes in securities on issue.