Shares

Companies which pre-limited "overs" on pro-rata raisings


January 30, 2024

This list tracks the small number of companies which limited the amount of additional shares or "overs" that retail shareholders could apply for in a non-renounceable issue, before seeing how big the shortfall actually was.

Overs that had a pre-offer dollar figure limit

Aveo Group (AOG): retrospectively limited overs to $100,000 per applicant at $1.30 in 2013 non-renounceable offer. See outcome announcement which saw the $55m retail offer still finish 15% short to the benefit of under-writer Goldman Sachs.

Australand, 2009: overs were limited to a maximum of $40,000 or 100% of entitlement. Finished 3% short. See announcement.

Folkestone, 2014: 1-for-4 at 20c with all shareholders limited to maximum overs of $100,000. Finished 16% short after only $1.6m in overs applications. See announcement.

Overs limited to 15% of entitlement

Ingenia Communities, 2019: non-renounceable 2-for-17 at $3.93 to raise $110 million with overs restricted to just 15%. The outcome announcement cited total retail applications of 4.26m shares worth $16.74m and a shortfall of 1.57m shares worth $6.2m which went to the under-writers, so it finished 27% short.

Ingenia Communities, 2021: announced a 1-for-4.24 non-renounceable entitlement offer at $6.12 to raise $485 million to fund a series of residential acquisitions. The insto component raised $370 million with a 92% participation rate and the $115 million retail component only attracted $30.6 million in total applications (including overs of up to 15%) and the under-writers picked up 11.6m shares which cost them $71 million. The stock was back to $4.32 in January 2024 so this was a dog for any under-writers who hung onto their stock.

Overs limited to 20% of entitlement

Redflex Holdings (RDF), 2017: 1-for-3 at 44c to raise $16.4m with overs limited to 20% of entitlement. Outcome announcement said nothing about take-up rates given was under-written by Baillieu.

Overs limited to 25% of entitlement

Atlas Arteria (ALX), October 2022: 1-for-1.95 non-renounceable at $6.30 to raise a whopping $3.1 billion with overs limited to just 25% of entitlement. The retail offer was only 15% subscribed with 1400 entitlement applicants, 400 of whom went for overs. The $477.5m shortfall went to the under-writers. Stock was around $5.40 in January 2024 so raising was one to avoid.

Flight Centre, 2020: $700 million capital raising with the pro-rata component limited to overs of just 25% of the entitlement. The $138 million retail offer finished 23% short, attracting $106 million from 13,116 applicants (there were about 22,000 shareholders at the time), including $14 million through the needlessly constrained overs facility which was capped at just 25% of entitlement. The under-writers Macquarie and UBS were on a winner with the stock trading around $10, well clear of the $7.20 offer price. Stock finished 2023 at $20.36 so participants have almost tripled their money.

G8 Education, 2020: $300 million capital raising with $76m retail component limited to overs of just 25%. The institutional component of the pro rata offer was 99.7% subscribed. The $75 million retail offer finished $50 million short, attracting just $25 million from 4198 applicants. There were about 22,000 shareholders at the time. The under-writers RBC and UBS were left with a chunk of stock which would have been farmed out to sub-under-writers when the deal was first launched. Stock finished 2023 at $1.18 so participants are well in front.

GPT, 2009: shareholders limited to overs of just 25% of their entitlement. This only brought in $27 million of overs and left a $300 million retail offer $73 million under-subscribed.

Healius (HLS), 2023: announced a $187m raising via a 1-for-3.65 non-renounceable at $1.20. The institutional component was 92% subscribed followed by a $33.5m retail offer which attracted just $20.3 million in applications despite being well in the money. The capped overs of just 25% only attracted $2.76 million of the retail applications.

St Barbara, 2019: 1-for-3.1 non-renounceable at $2.89 to raise $490 million with overs limited to 25% of entitlement. The shares tanked so the $131 million retail component only received $4 million in applications. See announcement.

Pact Group, 2017: 1-fo-9 at $5.28 to raise $176m with retail limited to 25% overs. Retail offer was worth $26m and had an 84% take-up rate but no break down of split between entitlement and overs. See announcement.

Overs limited to 33% of entitlement

Galaxy Resources (GXY), 2020: $161 million raising at $1.70 (a 15% discount to the previous close of $2) comprising an over-sized $111 placement and a 1-for-14 non-renounceable to raise $50 million with applications for additional shares limited to 33% of entitlement. The accelerated component raised $124 million and the subsequent $37 million retail offer was fully under-written and received $25.1 million in applications delivering a take-up rate of 66%. This split $20.4 million in applications and $4.7 million in overs, leaving a $12 million shortfall which wouldn't have existed if overs were unlimited.

Overs limited to 35% of entitlement

Bank of Queensland, 2021: the entitlement offer limited overs to just 35% of entitlement. The institutional component raised $323 million with a 98% take up and the $682 million retail offer included an overs facility capped at 35% of entitlement. The stock was above $9 leading into the close so should have been fully subscribed but timetable was so tight that many investors didn't receive the offer document in time so they ended up only receiving $408 million in applications, including $72 million in overs. No reminder email was sent to the roughly 57,000 shareholders who had provided BoQ with their email address.

Overs limited to 40% of entitlement

Virgin Australia, 2013: All investors limited to 40% of their entitlement which lead to a $51m shortfall that went to foreign airline under-writers. See this piece in Crikey.

Overs limited to 50% of entitlement

Bega Cheese (BGA), 2020: agreed to buy Lion's Dairy and Drinks business for $534 million and launched a $401 million capital raising priced at $4.60 comprising a $181 million institutional placement, the maximum 15% allowable under the rules, and a $220 million 1-for-4.5 non-renounceable. The $103 million institutional component of the pro-rata offer was supported by 96% of eligible shareholders with the $117 million retail component finish short because overs were limited to 50% of entitlement. Unfortunately, the $115 million retail offer fell $57 million short with just $46 million in applications and $12 million in overs.

Challenger Diversified Property Group, 2009: $130 million 4-for-7 raising retail investors were limited to overs equivalent to 50% of their entitlement, UBS was the under-writer and controlling shareholder Challenger Financial Services was able to lift its controlling stake to 46% at a discount courtesy of an $8 million shortfall. Finished 36% short. See announcement.

DUET Group, 2014: $395 million non-renounceable offer but overs were limited to just 50% of the entitlement. See this piece in Crikey.

Equity Trustees (EQT), Sept 2022: $125m raising to fund a $135m acquisition at the fixed price of $24, comprising a $40.4m placement and a 1-for-6 non-renounceable with overs capped at 50% of entitlement in the $35m retail component. Entitlements of $20m were received from 1331 holders with a further $3m in overs, leaving a $12m shortfall for the under-writers.

Gascoyne Resources (GCY), 2020:
$85 million equity raising at 2.5c comprising a $35 million placement of 1.4 billion shares and a 2-for-1 non-renounceable entitlement offer to raise a further $50 million with "overs" limited to 50% of entitlement. The stock last traded at 3.9c on May 29 before being suspended and it still the subject of a DOCA after an earlier collapse. The record gold price is bringing back the dead as Gascoyne promises a revitalised mine plan for its existing Dalgaranga project in WA, plus aggressive pursuit of a number of exploration opportunities. The retail offer attracted $17.1 million in applications and was 71.3% subscribed with the shortfall to be dealt with ahead of trading resuming in late October after a 5 month suspension. Stock finished the year at 43c after a 20-for-1 capital reconstruction so those who shelled out the $85 million at the equivalent of 50c are under water.

Gateway Lifestyle, 2016: non-renounceable 2-for-15 entitlement offer at $2.40 to raise $80m. Retail raised $20m and 50% overs saw it more than 100% subscribed. Scale back was to 50% of overs which was confusing given claims of over-subscription. See announcement.

IGO Ltd (IGO), 2021: announced a $1.9 billion lithium acquisition partially funded by a $766 million capital raising comprising a $446 million institutional placement at $4.60 (a 9.7% discount to the previous close of $5.09) and a 1-for-8.5 non-renounceable offer to raise $320 million. The $262 million institutional component was 98% subscribed (excluding 13% shareholder Mark Creasy who only took up $20 million of his entitlement) and the $58 million retail component allowed for 50% overs. The take-up rate was a healthy $53 million or 93% which the company advised comprised $38 million in entitlements and $15 million in overs. IGO made the offer to 9,977 eligible shareholders and a healthy 5,085 or 51% took it up. The outcome announcement didn't include this detail.

Kiland (KIL), 2022:
the Kangaroo Island agriculture play announced a 7-for-11 non-renounceable at $1.10 (a 6% discount to the previous close of $1.17) to raise $32.4 million with the unusual rule that retail investors could apply for overs equivalent to 50% of their entitlement up to a maximum of $5 million.

Lynas (LYC), 2020: $425 million raising comprising a $212 million placement at $2.30, a 12% discount to the previous close, followed by a 1-for-7.7 non-renounceable entitlement offer at the same price with applications for additional shares limited to 50% of entitlement. There was no disclosure on the take-up rate in the $100 million institutional component of the entitlement offer. The $114 million retail offer attracted $60 million in applications from 7697 holders, which included $10 million in overs. The $54 million shortfall was given away to under-writers with no bookbuild so retail were quite badly diluted by the whole exercise, starting off with a majority stake in the company but only contributing $60 million of the $425 million raising. Stock finished 2020 at $3.90 so raising was a boomer for participants.

Resolute Mining (RSG), 2022: launched a 1-for-1.11 non-renounceable at 16c to initially raise $140 million, then bolted on a $41 million placement to US fund Condire giving them a 16% stake with board appointment rights. The institutional component of the entitlement offer raised $55 million with no compensation for non-participants and the coming $104m retail offer has a 78 page offer document and is under-written to the tune of $64 million. Overs were capped at 50% of entitlement.

TPG Telecom, 2017: 1-for-11 at $5.25 to raise $400 million with retail offer limited to 50% of entitlement in overs. Finished fractionally short at 99.7%. See announcement.

Panoramic Resources (PAN), 2020: $90 million raising at the heavily discounted price of 7c comprising a $29 million placement and a $61m 1.15-for-1 non-renounceable entitlement offer at 7c with retail shareholders limited to "overs" of 50% of entitlement. The institutional component raised $52m including $23.2m for the accelerated offer with the large $38m retail entitlement offer, which included overs, finishing 66% subscribed, leaving a big shortfall for under-writer Western Areas. 3/10

Select Harvests (SHV), 2020: a $120 million raising to fund a $129 million almond acquisition in regional Victoria, comprising a $40 million placement at $5.20 and a 1-for-6.3 non-renounceable entitlement offer at $5.20. The pricing was a tight 4.8% discount to the previous close of $5.46 and the company claimed to have 99% participation in the $41.5 million institutional component of the pro-rata offer. The $38.3 million retail offer included an ability to apply for additional shares equivalent to 50% of entitlement but it ended up being only 57% subscribed including overs totalling $5.9 million. See outcome announcement.

Overs limited to 55% of entitlement

Karoon Energy (KAR), 2023: announced a brave $1.152 billion oil field acquisition off Louisiana which was partly funded by a $170m placement and a $370 million 1-for-3.75 non-renounceable at $2.05, a 12.4% discount to the previous close of $2.34. The company claimed 95% take-up of the $214 million institutional component of the entitlement offer. The $156 million retail offer came with this 115 page offer document which capped "overs" at 55% of entitlement. Macquarie was the ole under-writer, pocketing an excessive 2.75% fee or some $13.2 million.

Overs limited to 100% of entitlement

BWX (BWX), 2022: emergency $23.2 million raising to pay down debt, comprising a $13.5m placement and a 1-for-10 to raise $9.7 million. Both were priced at 60c, a crushing 48.7% discount to the last trade of $1.17. The pro-rata offer attracted $7.6m in subscriptions plus "overs" worth 600k lifting the total to $8.2m which represented an 85% take-up rate. The balance went to under-writer Bell Potter. Overs should have been unlimited rather than restricted to 100% of entitlement. Stock was trading at 68c at the end of July, shortly after the offer closed.

Corporate Travel (CTD), 2020:
raised $375 million through a 1-for-4.03 non-renounceable entitlement offer at $13.85, a 14.3% discount to the previous close of $16.16. The $262 million institutional component was 90% supported with the shortfall going to a undisclosed institutional investors at no premium. The $113 million retail offer went to around 17,000 retail investors and permitted overs of up to a maximum of 100% of entitlement. The stock soared to $17.23 when trading resumed and it ended up being over-subscribed with $92 million in applications and $53 million in overs. See outcome announcement.

Monash IVF (MVF), 2020: $80m capital raising at 52c, a hefty 26.8% discount to the previous trade of 71c. Comprised a $39.8m placement and a $40.2m 1-for-3 entitlement offer with retail able to apply for overs of 100% of entitlement. Good disclosure in the outcome announcement which showed a 43% take up of the $15 million retail offer comprising $5.3 million in entitlements and $1.2 million in overs.

Kazia Therapeutics (KZA), 2020: 1-for-3 non-renounceable entitlement offer at 80c to raise $25 million. Priced at a 16.7% discount to the previous close of 96c. The institutional component raised $16.4 million and the retail component capped overs at 100% of entitlement but only brought in $2.8 million or 32% with the rest being picked up by the under-writers. See outcome announcement.

QUBE: have now done 3 pro-rata entitlement offers with overs limited to 100% which finished over-subscribed. Latest was 2020 which finished 38% over-subscribed. See outcome announcement.

Webjet, 2020: retail investors limited to 100% overs in $115 million entitlement offer which finished over-subscribed.

Overs limited to 200% of entitlement

Coronado (CRN), 2020: A $250 million raising at 60c comprising an over-sized $145 million placement and a 2-for-11 $105 million accelerated non-renounceable which had a 95% participation rate from institutions although a corporate shareholder was diluted without compensation. The $11 million retail offer attracted $9.6 million in applications (including overs which were capped at 200% of entitlement) meaning the $1.4 million shortfall went to under-writers. The stock was at 72c when the retail offer allotted so these were tasty profits for the under-writers left on the table by retail.

Cooper Energy, 2017: 1-for-2 at 31.5c in April 2017 with overs capped at 200%. Finished 60% short but no disclosure of breakdown between entitlements and overs. See announcement.

Pacific Brands, 2009: one of the first to do this through their 3-for-4 entitlement offer at 60c in June 2009 which raised $256 million, including $92 million through the retail offer. The company only allowed retail investors to apply for double their entitlement, partly explaining why the under-writer had to pick up the 17 million share shortfall. No disclosure of the size of the amount refunded and the percentage of applicants satisfied. See announcement on June 10, 2009. This early scale back strategy was cooked up by under-writer UBS and the chair at the time was James MacKenzie, with Sue Morphett CEO.

Oil Search, 2020: $1.16 billion capital raising with $80 million retail component limited to overs of 200% of entitlement.