Anteris Technologies Global Corp. — Capital/Financing Update 2021

Oct 26, 2021

Proposed issue of securities

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Announcement Summary

Entity name

ANTERIS TECHNOLOGIES LTD

Announcement Type

New announcement

Date of this announcement

27/10/2021

The Proposed issue is:

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A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

		Maximum Number of
ASX +security code	+Security description	+securities to be issued
New class-code to be	4-month unlisted options to acquire AVR shares - exercise	500,000
confirmed	price of $10 per option
New class-code to be	2-year unlisted options to acquire AVR shares - exercise	330,000
confirmed	price of $15 per option.
New class-code to be	4-month unlisted options to acquire AVR shares - exercise	30,000
confirmed	price of $10 per option (lead manager)
New class-code to be	2-year unlisted options to acquire AVR shares - exercise	170,000
confirmed	price of $15 per option (lead manager)
AVR	ORDINARY FULLY PAID	662,500

Proposed +issue date

27/10/2021

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

ANTERIS TECHNOLOGIES LTD

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

ABN

Registration Number

35088221078

1.3 ASX issuer code

AVR

1.4 The announcement is

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New announcement

1.5 Date of this announcement

27/10/2021

1.6 The Proposed issue is:

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A placement or other type of issue

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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? Yes

7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 15/12/2021 Estimated

Comments

The issue of new shares and the unlisted options expiring 4 months after issue will be made under the Company's available placement capacity under listing rules 7.1 and 7.1A and so does not require shareholder approval. The issue of unlisted options expiring 2 years after issue is subject to shareholder approval under ASX listing rules.

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? Yes

Details of +securities proposed to be issued

ASX +security code and description

AVR : ORDINARY FULLY PAID

Number of +securities proposed to be issued

625,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? Yes

Proposed issue of securities

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Proposed issue of securities

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In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 8.00000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Attaching +Security

Is the proposed attaching 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)? New class

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? No No

ASX +security code

+Security description

New class-code to be confirmed 4-month unlisted options to acquire AVR shares - exercise price of $10 per option

+Security type

Options

Number of +securities proposed to be issued

500,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? No

Please describe the consideration being provided for the +securities

Options are being issued as free attaching options.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

0.000001

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Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Options details

+Security currency

AUD - Australian Dollar

Exercise price Expiry date AUD 10.0000 27/2/2022

Details of the type of +security that will be issued if the option is exercised

AVR : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

One fully paid ordinary share (ASX:AVR)

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.

Refer to ASX announcement titled 'Capital Raise' dated 27 October 2021

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? No

Will the entity be seeking quotation of the 'new' class of +securities on ASX? No

ASX +security code

+Security description

New class-code to be confirmed 2-year unlisted options to acquire AVR shares - exercise price of $15 per option.

+Security type

Options

Number of +securities proposed to be issued

330,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? No

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Please describe the consideration being provided for the +securities

Options are being issued as free attaching options.

Options will only vest only if all of the above 500,000 options ($10 exercise price and 4-month expiry) have been exercised.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

0.000001

Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Options details

+Security currency

AUD - Australian Dollar

Exercise price

AUD 15.0000

Expiry date 27/10/2023

Details of the type of +security that will be issued if the option is exercised

AVR : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

One fully paid ordinary share (ASX:AVR)

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.

Refer to ASX announcement titled 'Capital Raise' dated 27 October 2021

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? Yes

Details of +securities proposed to be issued

ASX +security code and description

AVR : ORDINARY FULLY PAID

Number of +securities proposed to be issued

37,500

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Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? No

Please describe the consideration being provided for the +securities

As consideration for facilitating the capital raising, Evolution Capital Pty Ltd will receive 37,500 AVR ordinary shares and 30,000 unlisted options with an exercise price of $10 expiring 4 months after issue. In addition, Evolution Capital Pty Ltd (lead manager) will receive 170,000 unlisted 2-year options with an exercise price of $15. If shareholder approval to issue the 2-year options is not granted, a cash payment equivalent to $1.25 per 2-year option is payable.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

8.000000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

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Yes

Attaching +Security

Is the proposed attaching 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)? New class

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? No No ASX +security code +Security description New class-code to be confirmed 4-month unlisted options to acquire AVR shares - exercise price of $10 per option (lead manager)

+Security type

Options

Number of +securities proposed to be issued

30,000

Offer price details

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Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Refer to explanation above regarding consideration provided. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 0.000001 Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Options details +Security currency AUD - Australian Dollar Exercise price Expiry date AUD 10.0000 27/2/2022 Details of the type of +security that will be issued if the option is exercised AVR : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised One fully paid ordinary share (ASX:AVR) Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. Refer to ASX announcement titled 'Capital Raise' dated 27 October 2021 Details of attaching +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities are non CDIs) Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? No No ASX +security code +Security description New class-code to be confirmed 2-year unlisted options to acquire AVR shares - exercise price of $15 per option (lead manager) +Security type Options

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Number of +securities proposed to be issued 170,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Refer to explanation above regarding consideration provided. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 0.000001 Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Options details

+Security currency AUD - Australian Dollar Exercise price Expiry date AUD 15.0000 27/10/2023 Details of the type of +security that will be issued if the option is exercised AVR : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised One fully paid ordinary share (ASX:AVR) Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. Refer to ASX announcement titled 'Capital Raise' dated 27 October 2021

Part 7C - Timetable

7C.1 Proposed +issue date

27/10/2021

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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?

530,000 unlisted options at $10 expiring 4 months after issue

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)? Yes

7D.1c ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?

662,500 Ordinary shares (ASX:AVR)

7D.1c ( ii ) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate

It was considered the most efficient and effective method of raising funds at this time.

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?

Evolution Capital Pty Ltd ('Evolution')

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

Evolution Capital Pty Ltd was the Lead Manager and will receive 37,500 new ordinary shares in the Company, 30,000 unlisted expiring 4 months after issue with an exercise price of $10.00 plus a cash fee of 6% of the gross proceeds from the unlisted 4-month options (if exercised by Investors). In addition, subject to shareholder approval under ASX listing rule 7.1, Anteris has agreed to issue the Lead Manager, 170,000 unlisted 2-year Options exercisable at $15.00. If shareholder approval to issue the Options is not granted, a cash payment equivalent to $1.25 per Option is payable.

7E.2 Is the proposed issue to be underwritten?

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No

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7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Nil

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

The proceeds of the Placement will be used for working capital predominantly related to the development of DurAVR, the Company's 3D single-piece aortic valve for the treatment of Aortic Stenosis.

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

No

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)

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