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ATOMO DIAGNOSTICS LIMITED — Capital/Financing Update 2025
May 4, 2025
64440_rns_2025-05-04_0178e11f-f612-4464-8e65-d1651957d766.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Update Summary
Entity name
ATOMO DIAGNOSTICS LIMITED
Announcement Type
Update to previous announcement
Date of this announcement
5/5/2025
Reason for update to a previous announcement
Update the number of securities to be issued as part of Tranche 1 and Tranche 2 of the placement, which has since been readjusted, and correct the total amount of securities being issued under the placement
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
Part 1 - Entity and announcement details
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1.1 Name of +Entity
ATOMO DIAGNOSTICS 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
ABN 37142925684
1.3 ASX issuer code
AT1
1.4 The announcement is
Update/amendment to previous announcement
1.4a Reason for update to a previous announcement
Update the number of securities to be issued as part of Tranche 1 and Tranche 2 of the placement, which has since been readjusted, and correct the total amount of securities being issued under the placement
1.4b Date of previous announcement to this update
24/4/2025
1.5 Date of this announcement
5/5/2025
1.6 The Proposed issue is:
An offer of +securities under a +securities purchase plan A placement or other type of issue
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Part 4 - Details of proposed offer under securities purchase plan
Part 4A - Conditions
4A.1 Do any external approvals need to be obtained or other conditions satisfied before the offer of +securities under the +securities purchase plan issue can proceed on an unconditional basis? Yes
4A.1a Conditions
Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 20/6/2025 Estimated
Comments
Shareholder approval is being sought for the issue of free attaching options under the SPP.
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Appendix 3B - Proposed issue of securities
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Part 4B - 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
AT1 : ORDINARY FULLY PAID
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
AT1 : ORDINARY FULLY PAID
Maximum total number of those +securities that could be issued if all offers under the +securities purchase plan are accepted 54,054,054
Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? No Will the offer be conditional on applications for a maximum number of +securities being received or a maximum amount being raised (i.e. a maximum subscription condition)? No Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? Yes
Is the minimum acceptance unit based or dollar based? Dollar based ($)
Please enter the minimum acceptance value
$ 1,000
Will individual security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? Yes
Is the maximum acceptance unit based or dollar based? Dollar based ($)
Please enter the maximum acceptance value
$ 30,000
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Describe all the applicable parcels available for this offer in number of securities or dollar value
$1,000 $2,500 $5,000 $7,500 $10,000 $15,000 $20,000 $25,000 $30,000
Offer price details Has the offer price been determined? Yes In what currency will the offer What is the offer price per be made? +security? AUD - Australian Dollar AUD 0.01850
Oversubscription & Scale back details
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
If the Company decides to conduct any scale back, it intends to apply the scale back on a pro rata basis to existing shareholdings of Eligible Shareholders.
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Attaching +Security
The proposed attaching security can only be of 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 do not have +CDIs issued over them)
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 Options expiring 36 months from date of issue, exercisable at $0.04
+Security type
Options
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Appendix 3B - Proposed issue of securities
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| Appendix 3B - Proposed issue of securities | Appendix 3B - Proposed issue of securities |
|---|---|
| Offer ratio (ratio of attaching securities at which the new +securities will be issued) | |
| The quantity of attaching +securities to be issued | For a given quantity of the new +securities issued |
| 1 | 1 |
| What will be done with fractional entitlements? | Maximum total number of those +securities that could be |
| Fractions rounded up to the next whole number | issued if all offers under the +securities purchase plan are accepted |
| 54,054,054 | |
| Offer price details | |
| Has the offer price been determined? | |
| Yes | |
| In what currency will the offer be made? | What is the offer price per +security? |
| AUD - Australian Dollar | AUD 0.00000 |
| Please confirm whether the offer of the attaching +securities is a separate offer to the offer pursuant to the | |
| +security purchase plan | |
| No | |
| Please confirm whether the attaching +securities are being offered under a +disclosure document or +PDS | |
| Yes | |
| Oversubscription & Scale back details | |
| Will a scale back be applied if the offer is | |
| over-subscribed? | |
| Yes | |
| Describe the scale back arrangements If the Company decides to conduct any scale back, it intends to apply the scale back on a pro rata basis to existing shareholdings of Eligible Shareholders. |
|
| 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 0.0400 | 27/6/2028 |
| Details of the type of +security that will be issued if the option is exercised | |
| AT1 : ORDINARY FULLY PAID | |
| Number of securities that will be issued if the option 54,054,054 |
is exercised |
| 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. The material terms of the securities proposed to be issued will be included in the Notice of EGM to be sent out to shareholders. |
|
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Part 4C - Timetable
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4C.1 Date of announcement of +security purchase plan
24/4/2025
4C.2 +Record date 23/4/2025
4C.3 Date on which offer documents will be made available to investors
20/5/2025
4C.4 Offer open date 20/5/2025
4C.5 Offer closing date
23/6/2025
4C.7 +Issue date and last day for entity to announce results of +security purchase plan offer
27/6/2025
Part 4D - Listing Rule requirements
4D.1 Does the offer under the +securities purchase plan meet all of the requirements of listing rule 7.2 exception 5 or do you have a waiver from those requirements? No
4D.1a 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? No
4D.1b 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
Part 4E - Fees and expenses
4E.1 Will there be a lead manager or broker to the proposed offer? No 4E.2 Is the proposed offer to be underwritten? No 4E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 4E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Fees and costs incurred by the Company in connection with the Share Purchase Plan include share registry fees, ASX fees, legal costs, and printing and mailing costs.
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Appendix 3B - Proposed issue of securities
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Part 4F - Further Information
4F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
Funds are being raised to meet the general working capital requirements and funding of its ongoing business objectives.
4F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No
4F.2 Countries in which the entity has +security holders who will not be eligible to accept the proposed offer
All countries outside of Australia and New Zealand.
4F.3 URL on the entity's website where investors can download information about the proposed offer
https://investors.atomodiagnostics.com/investor-centre/
4F.4 Any other information the entity wishes to provide about the proposed offer
Nil
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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? Yes 7A.1a Conditions Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 20/6/2025 Estimated
Comments
Shareholder approval is being sought for issue of securities under Tranche 2 Placement.
Part 7B - Issue details
Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional Yes securities in a class that is already quoted or recorded by ASX)? Existing class
Details of +securities proposed to be issued
ASX +security code and description AT1 : ORDINARY FULLY PAID Number of +securities proposed to be issued 114,378,377 Reason for the update of 'Number of +securities proposed to be issued' Updating an error with calculation of the total number of shares proposed to be issued 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 0.01850
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Appendix 3B - Proposed issue of securities
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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 do not have +CDIs issued over them)
| 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 | Option expiring 36 months from date of isse, exercisable at |
| $0.04 |
+Security type
Options
Number of +securities proposed to be issued
114,378,377 Reason for the update of 'Number of +securities proposed to be issued'
Updating an error with calculation of the total number of options proposed to be issued
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
Free attaching options being offered as additional incentive to subscribers of the placement.
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
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
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Appendix 3B - Proposed issue of securities
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Exercise price Expiry date AUD 0.0400 27/6/2028
Details of the type of +security that will be issued if the option is exercised
AT1 : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
112,432,433
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.
The material terms of the securities proposed to be issued will be included in the Notice of EGM to be sent out to shareholders.
Part 7C - Timetable
7C.1 Proposed +issue date
5/5/2025
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?
46,929,730 shares and 46,929,730 options
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? No
7E.2 Is the proposed issue to be underwritten? No
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Appendix 3B - Proposed issue of securities
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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
The Placement was undertaken by the Company with broker support for new shares subscribed for by new investors. A 6% broker fee was incurred on new investor shares totaling 4.3 million shares. Other material costs include ASX fee, legal costs and Registry fees.
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
Funds are being raised to meet the general working capital requirements and funding of its ongoing business objectives.
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
The total number of shares to be issued upon exercise of the free attaching options are 114,378,377.
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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