HITIQ Faces Shareholder Approval Hurdle as Largest Investor Converts Notes to Shares

HITIQ Limited’s largest shareholder, Harmil Angel Investments, is converting $1.6 million in convertible notes into shares, while the company revamps its advisory mandate to attract US investors.

  • Harmil Angel Investments to convert $1.6 million convertible notes into shares
  • Conversion price set at $0.020 per share, a 25% premium to calculated price
  • Company preparing Independent Expert's Report for shareholder approval
  • New success-based advisory mandate with Henslow to focus on US investor introductions
  • Shares issued to service providers to settle $161,807 in fees
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Convertible Note Conversion Signals Confidence

HITIQ Limited (ASX: HIQ), a leader in concussion management technology, has announced that its largest shareholder, Harmil Angel Investments, will convert $1.6 million in convertible notes plus accrued interest into ordinary shares. This move follows a prior indication during a board meeting in October 2024 and a formal conversion notice, underscoring Harmil's ongoing commitment to the company’s growth trajectory.

The conversion price, set at $0.020 per share, represents a 25% premium over the calculated conversion price of $0.016, which was derived from a 10% discount to the volume-weighted average price (VWAP) over seven trading days. This premium suggests Harmil’s positive outlook on HITIQ’s prospects despite prevailing market conditions.

Navigating Regulatory Hurdles

Given ASX Listing Rules and Corporations Act restrictions on shareholders increasing their stake beyond 20%, HITIQ is preparing the necessary materials, including an Independent Expert's Report, to facilitate the issuance of conversion shares. A general meeting will be convened to seek shareholder approval, reflecting the company’s adherence to governance standards while managing its capital structure.

Strategic Advisory Shift to US Markets

In a parallel development, HITIQ has revised its corporate advisory mandate with Henslow Pty Ltd. The new agreement focuses exclusively on introducing US-based investors and strategic partners, with fees structured on a success-only basis and no ongoing retainer. This shift aligns with HITIQ’s ambition to expand its investor base internationally, particularly in the lucrative US market, which could provide fresh capital and strategic opportunities.

Henslow’s prior contributions, including facilitating the introduction of HITIQ’s new Executive Chairman, Earl Eddings, have been acknowledged by the company, signaling confidence in the advisory firm’s ability to deliver on this targeted mandate.

Capital Management Through Share Issuance

Further demonstrating a focus on conserving cash, HITIQ will settle $161,807 owed to two external service providers through the issuance of over 5.2 million new ordinary shares. This approach preserves liquidity for operational priorities while maintaining good relationships with key service providers. The shares will be issued under the company’s ASX Listing Rule 7.1 placement capacity, ensuring compliance with market regulations.

Looking Ahead

HITIQ’s latest moves reflect a balancing act between managing capital efficiently and positioning for growth. The conversion of notes into equity reduces debt obligations and signals shareholder confidence, while the targeted advisory mandate could unlock new investor interest in the US. However, the success of these initiatives will depend on shareholder approval and the company’s ability to execute its international growth strategy effectively.

Bottom Line?

HITIQ’s capital restructuring and US-focused advisory push set the stage for a pivotal growth phase, but execution risks remain.

Questions in the middle?

  • Will shareholders approve the note conversion given ownership limits and regulatory constraints?
  • How effectively can Henslow attract US investors and strategic partners under the new mandate?
  • What impact will the share issuance to service providers have on share dilution and market perception?