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ADHERIUM LIMITED — Capital/Financing Update 2026
Mar 1, 2026
64305_rns_2026-03-01_6f27c5a2-40cb-4b13-91be-99d1eee721ce.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Update Summary
Entity name ADHERIUM LIMITED
Announcement Type
Update to previous announcement
Date of this announcement
2/3/2026
Reason for update to a previous announcement
The Company has decided to extend the closing date of Retail Entitlement Offer from 5 March 2026 to 12 March 2026 at 5.00pm (AEDT)
Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
ADHERIUM LIMITED
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
Registration Number
ACN 605352510
1.3 ASX issuer code
ADR
1.4 The announcement is
Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
The Company has decided to extend the closing date of Retail Entitlement Offer from 5 March 2026 to 12 March 2026 at 5.00pm (AEDT)
1.4b Date of previous announcement to this update
16/2/2026
1.5 Date of this announcement
2/3/2026
1.6 The Proposed issue is:
An accelerated offer A placement or other type of issue
1.6b The proposed accelerated offer is
Accelerated non-renounceable entitlement offer (commonly known as a JUMBO or ANREO)
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Appendix 3B - Proposed issue of securities
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Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No
Part 3B - Offer details
+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued
ASX +security code and description
ADR : ORDINARY FULLY PAID
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? No No
Details of +securities proposed to be issued
ASX +security code and description
ADR : ORDINARY FULLY PAID
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
ISIN Code for the entitlement or right to participate in the offer (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) Has the offer ratio been determined? Yes
The quantity of additional +securities For a given quantity of +securities to be issued held 2 3 What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to
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Appendix 3B - Proposed issue of securities
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rounding)
Fractions rounded up to the next 2,060,651,058 whole number
Offer price details for retail security holders
Has the offer price for the retail offer been determined? Yes
In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.00300
Offer price details for institutional security holders
Has the offer price for the institutional offer been determined? Yes
In what currency will the offer be What is the offer price per +security made? for the institutional offer? AUD 0.00300 AUD - Australian Dollar
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
Eligible shareholders will be able to apply for additional securities, being New Shares not otherwise taken up by Shareholders under the Entitlement Offer (Additional Shares), in excess of their respective Entitlements at the Issue Price per Additional Share up to a cap of $100,000 per shareholder.
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
Scale back at the Company's sole and absolute discretion. The Company will consider a number of factors when determining scale backs.
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Part 3D - Timetable
3D.1a First day of trading halt
16/2/2026
3D.1b Announcement date of accelerated offer
16/2/2026
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Appendix 3B - Proposed issue of securities
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3D.2 Trading resumes on an ex-entitlement basis (ex date)
18/2/2026
3D.5 Date offer will be made to eligible institutional +security holders
16/2/2026
3D.6 Application closing date for institutional +security holders
17/2/2026
3D.8 Announcement of results of institutional offer
(The announcement should be made before the resumption of trading following the trading halt)
18/2/2026
3D.9 +Record date
18/2/2026
3D.10a Settlement date of new +securities issued under institutional entitlement offer
23/2/2026
3D.10b +Issue date for institutional +security holders
24/2/2026
3D.10c Normal trading of new +securities issued under institutional entitlement offer
24/2/2026
3D.11 Date on which offer documents will be sent to retail +security holders entitled to participate in the +pro rata issue
23/2/2026
3D.12 Offer closing date for retail +security holders
12/3/2026
3D.13 Last day to extend retail offer close date
9/3/2026
3D.19 +Issue date for retail +security holders and last day for entity to announce results of retail offer
19/3/2026
Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? Yes
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Appendix 3B - Proposed issue of securities
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3E.1a Who is the lead manager/broker?
Stralis Capital Pty Limited (Stralis) to act as Sole Lead Manager. PAC Partners Securities Pty Ltd (PAC Partners) and Volatility Pty Ltd (InvestHouse) are acting as Co-Managers. Stralis will award each Co-Manager 5.0% of 'Co-Manager gross proceeds' raised under the Offer. Co-Manager gross proceeds refer to the funds directly raised by the Co-Manager. 5,000,000 broker options if the they raise co-manager gross proceeds of A$500,000.00 or more, and 10,000,000 broker options if they raise co-manager gross proceeds of A$1,000,000.00 or more. Broker options are the options issued to Stralis upon successful completion of the Offer.
3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Stralis will be paid the following fees for acting as Sole Lead Manager for both ANREO and Placement: 4.0% of the Gross Proceeds under the Offer (Management Fee);
3.0% of the Net Proceeds under the Offer (Selling Fee).
100 million ADRAX (U11) options (Broker Options).
3E.2 Is the proposed offer to be underwritten? No
3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No
3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
General working capital (including costs to advance commercialisation, staff recruitment and general administration costs) and Equity raising costs
3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue?
No
3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue
All countries other than Australia and New Zealand (except for institutional shareholders in certain other jurisdictions as determined by the Company.
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes
3F.5a Please provide further details of the offer to eligible beneficiaries
Further information will be provided in the offer document to be lodged with ASX or around 23 February 2026.
3F.6 URL on the entity's website where investors can download information about the proposed issue
https://www.adherium.com/investors
3F.7 Any other information the entity wishes to provide about the proposed issue
Expected Institutional component: 1,788,525,450 fully paid ordinary shares; and Expected Retail component: 272,1215,608 fully paid ordinary shares
3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? No
3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
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Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? No
Part 7B - Issue details
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this +security include an offer of attaching +securities? No
Details of +securities proposed to be issued
ASX +security code and description
ADR : ORDINARY FULLY PAID
Number of +securities proposed to be issued
446,396,488
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration? Yes
In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 0.00300
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
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Appendix 3B - Proposed issue of securities
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Part 7C - Timetable
7C.1 Proposed +issue date
24/2/2026
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No
7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes
7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?
446,396,488
7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue? Yes
7E.1a Who is the lead manager/broker?
Stralis Capital Pty Limited (Stralis) to act as Sole Lead Manager. PAC Partners Securities Pty Ltd (PAC Partners) and Volatility Pty Ltd (InvestHouse) are acting as Co-Managers. Stralis will award each Co-Manager 5.0% of 'Co-Manager gross proceeds' raised under the Offer. Co-Manager gross proceeds refer to the funds directly raised by the Co-Manager. 5,000,000 broker options if the they raise co-manager gross proceeds of A$500,000.00 or more, and 10,000,000 broker options if they raise co-manager gross proceeds of A$1,000,000.00 or more. Broker options are the options issued to Stralis upon successful completion of the Offer.
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Stralis will be paid the following fees for acting as Sole Lead Manager for both ANREO and Placement: 4.0% of the Gross Proceeds under the Offer (Management Fee);
3.0% of the Net Proceeds under the Offer (Selling Fee).
100 million ADRAX (U11) options (Broker Options).
7E.2 Is the proposed issue to be underwritten?
No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
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Appendix 3B - Proposed issue of securities
Part 7F - Further Information
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7F.01 The purpose(s) for which the entity is issuing the securities
General working capital (including costs to advance commercialisation, staff recruitment and general administration costs) and Equity raising costs
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No
7F.2 Any other information the entity wishes to provide about the proposed issue
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)
Appendix 3B - Proposed issue of securities
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