Q1. WIA
Gold has one of the worst records on the ASX when it comes to unfairly diluting
retail shareholders in capital raisings. In November 2024 it did a $30m
selective placement to institutional and “sophisticated” investors at 15c,
with no Share Purchase Plan (SPP) for its loyal but “unsophisticated” retail
investors. In May 2026 it did a $92m placement at 46c with no SPP and then in
August 2026 it did a $125m placement at 42c, once again with no SPP for retail
investors. But wait, there's more! There was also a $7m placement at 3c in
September 2020, a $4.6m placement at 5c in November 2021, a $6.6m placement at
6c on September 6 2022 and $16.9m placement at 8c in April 2024 – none of which
were accompanied by SPPs. All up, the board raised $282.1m in 7 selective
placements since 2020 and has never done an SPP! Why not?
Answer: the straight-talking chair Josef El-Raghy said: “I don't buy this dilution argument”, before adding "none of the raises were at discounts”. He also tried the old: “Retail shareholders could have bought in on market within days after at the issue price” He also said that he "bought more than $1 million worth of shares on market after the placement”.
Q2. Could you please disclose the proxy position to the meeting before the debate? Also, we can see how many shares were voted, but how many of our 1100 shareholders bothered to vote by proxy. Was it even 50?
Answer: the company secretary claimed they have 2,500 shareholders. The proxies were disclosed to the meeting and showed 99% in favour of both resolutions but there were almost 3 times as many votes on the second resolution.
Q3. Is this meeting being recorded and will a copy of the webcast be published on your website for the benefit of the more than 1000 shareholders who were unable to attend in person. Also, why wasn't the meeting at least webcast so interstate shareholders could watch proceedings? Will you undertake to run a hybrid AGM later in the year to maximise accountability and shareholder access?
Answer: the chair showed little interest in holding future hybrid AGMs. “Not likely in 2026, we are a small busy team and don't run an IT business, we will look at that for next year.” This was strange as they'd set up a dial in facility for two directors who both failed to show. If they could do it for directors, why not shareholders?
Q4. Could someone explain how rigorous the checking process was for determining voting exclusions for those shareholders who participated in the placement? What percentage of the register were unable to vote because they participated?
Answer: The proxies were disclosed to the meeting and showed 99% in favour of both resolutions but there were almost 3 times as many votes on the second resolution, suggesting major exclusions on the first resolution. The chair said placements were to new shareholders and so he was confident that there was no need to cross-check exclusions.
Q5. we went into a trading halt at 10.08am on August 10 and then The AFR's Street Talk column reported the following an hour later at 11.03am: "Africa-focused developer WIA Gold was back hunting for fresh equity on Monday morning, after hitting up fund managers for $92 million just three months ago. The ASX-listed developer sent out Argonaut Securities to raise about $100 million via an institutional placement after publishing a definitive feasibility study on its flagship project Kokoseb and lining up $US360 million ($509.6 million) in senior debt." The official announcement to the ASX dropped at 9.43am on August 12, almost 48 hour after the leak to The AFR. Who authorised the selective briefing of The AFR and in future will we adopt an ASX first approach to disclosure as not all shareholders subscribe to The AFR?
Answer: Not asked.
Q6. 6% was a very chunky fee for the ticket clippers on a $125m placement. That's $7.5 in cash for a couple of days work. Did we run a limited tender when procuring broking services and what is the full history of our relationship with Argonaut and the other brokers to the issue?
Answer: the straight-talking chair Josef El-Raghy claimed that “6% is a normal market rate”. Cam also raised the procurement process on the $US350m debt facility and the chair said it was a rigorous competitive global tender with nine submissions.
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