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CONTROL BIONICS LIMITED — Capital/Financing Update 2025
Aug 27, 2025
64611_rns_2025-08-27_4537cd14-0614-4e81-826b-96292ae7d006.pdf
Capital/Financing Update
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28 August 2025
NON-RENOUNCEABLE RIGHTS ISSUE OFFER FOR $2.062m
UNDERWRITTEN TO APPROXIMATELY $1.150 MILLION
Control Bionics Limited is pleased to announce that it will be undertaking a pro rata nonrenounceable rights issue ( Offer ) of ordinary fully paid shares to Eligible Shareholders, being persons who are registered as shareholders of the Company on the record date of 2 September 2025 ( Record Date ) and have a registered address in Australia or New Zealand.
The Company is raising capital to support its established growth initiatives to ensure the business fully captures the opportunities already in motion. This funding will enable a more robust commercial rollout of NeuroStrip® and expand operational capacity with our NeuroNode® Only strategy.
We are actively negotiating distribution partnerships for the NeuroNode, with one or more agreements anticipated to conclude in Q2FY26.
While NeuroBounce customer acquisition in Australia and the US has progressed more slowly than anticipated, several new customers are expected in the coming month. In parallel, multiple rehabilitation trials of NeuroStrip are underway in the US and Australian markets, with consistently positive feedback to date. We remain confident in securing initial customer contracts before the end of calendar 2025.
After a record growth year in FY25 (unaudited), we are accelerating the rollout of the NeuroStrip through targeted investment in tooling and infrastructure to meet anticipated volume demand for our devices and their supporting software platforms.
Offer
Shareholders are being offered the opportunity to subscribe for one new fully paid ordinary share ( New Share ) in the Company for every five existing fully paid ordinary shares in the Company held at 7pm (Sydney time) on 2 September 2025 at a price of 3.5c per share ( Issue Price ).
The Issue Price of 3.5c per share represents an approximately 7.89% discount to the last closing price on 22 August 2025, and an approximately 12.44% discount to the volume weighted average price of Shares traded since 1 August 2025.
If fully subscribed, the Offer will raise up to approximately $2.062 million (before costs).
Underwritten Offer
The Offer is underwritten to the extent of $1,150,610. CBL’s two largest shareholders, Nightingale Partners Pty Limited and Phoenix Development Fund Limited, will underwrite the Offer to $401,140.34 and $409,469.49 respectively. Start Beyond Pty Limited, one of Australia’s leading producers and distributors of VR & AR remote learning solutions, will underwrite the Offer to $300,000. Jeremy Steele, CBL’s CEO and Managing Director, will underwrite the Offer to $40,000.
Control Bionics Limited
Registered Office: Level 4, 11-13 Pearson Street, Cremorne, Victoria, 3121, Australia T: +61 3 9897 3576 W: www.controlbionics.com
ABN: 45 115 465 462
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All underwriters will receive an underwriting fee of 5% of the amount underwritten.
Further details
Shareholders who, at the Record Date, have an address registered in either Australia or New Zealand, will be eligible to participate in the Offer. All other shareholders will not be eligible to participate.
New Shares issued pursuant to the Offer will rank equally with existing fully paid ordinary shares currently on issue and the Company will apply to ASX for official quotation of the New Shares.
Eligible Shareholders may also apply for additional new shares ( Additional New Shares ), being New Shares in excess of their pro rata entitlement under the Offer. The allocation of Additional New Shares and any scale back will be subject to availability of Additional New Shares and will occur in the Company's absolute discretion.
Any New Shares offered under the Rights Issue that are not subscribed for by Eligible Shareholders will form part of the shortfall ( Shortfall ). The Directors reserve the right, subject to the Corporations Act and the Listing Rules, to allocate any Shortfall to Eligible Shareholders that apply for Additional New Shares or otherwise, to place any remaining Shortfall at their discretion within 3 months after the Closing Date (on the same conditions as New Shares and at a price not less than the Issue Price).
Capital Structure
The capital structure of the Company following completion of the Offer is summarised below:
| Shares | 100% of entitlements paid up |
50% of entitlements paid up |
|---|---|---|
| Shares on issue at date of the offer |
294,611,102 | 294,611,102 |
| New shares offered under the offer |
58,922,220 | 29,461,110 |
| Total shares on completion of the offer |
353,533,322 | 324,072,212 |
Use of Funds
It is intended that the proceeds from the Offer will be used in accordance with the table set out below.
| out below. | ||
|---|---|---|
| Purpose | Amount$ | |
| NeuroStrip | 925,000 | |
| - Software development |
250,000 | |
| - Electrical and radio testing |
75,000 | |
| - Manufacturing |
350,000 |
Control Bionics Limited
Registered Office: Level 4, 11-13 Pearson Street, Cremorne, Victoria, 3121, Australia T: +61 3 9897 3576 W: www.controlbionics.com
ABN: 45 115 465 462
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| - Clinical trials |
50,000 | |
|---|---|---|
| - Marketing and business development |
200,000 | |
| Strategic Investment | 100,000 | |
| WorkingCapital | 1,037,000 |
Timetable
The Offer is proposed to be conducted according to the following timetable:
| Lodgement of Appendix 3B and Cleansing Notice for Rights Issue with ASX |
28 August 2025 |
|---|---|
| "Ex" Date (i.e. the date on and from which Shares trade on ASX without an Entitlement) |
1 September 2025 |
| Record Date (i.e. the time and date for determining Entitlements) |
7pm (Sydney time) on 2 September 2025 |
| Despatch of Offer Booklet and Entitlement and Acceptance Form to Eligible Shareholders |
4 September 2025 |
| Rights Issue Opening Date | 4 September 2025 |
| Last day to extend the offer Closing Date | 10 September 2025 |
| Rights Issue Closing Date | 5pm (Sydney time) on 15 September 2025 |
| Trading in New Shares on ASX on a "deferred settlement basis" begins |
16 September 2025 |
| Announcement of results of Rights Issue | 17 September 2025 |
| Issue of New Shares to successful applicants under the Rights Issue |
17 September 2025 |
| Trading in New Shares on ASX on a normal ("T+2") settlement basis begins |
18 September 2025 |
All dates (other than the date of lodgement of the Offer Document with ASX) are indicative only. The Company reserves the right, subject to the Corporations Act, the ASX Listing Rules and other applicable laws, to vary the dates of the Offer, including extending the Closing Date or accepting late acceptances, either generally or in particular cases, without notice.
On 4 September 2025, the Company will dispatch an Offer Document together with a personalised Entitlement and Acceptance Form to eligible shareholders. The Entitlement and Acceptance Form together with the appropriate application monies needs to be returned to the Company’s share registry before 7pm (Sydney time) on the anticipated closing date of 15 September 2025.
The Offer Document includes details of the Offer and the risks associated with investing in the Company. It is recommended that you read the Offer Document carefully and, if you are interested in participating in the Offer, consult with your professional advisers.
This announcement is authorised by CBL’s Chairman, Dr Samuel Straface.
Control Bionics Limited
Registered Office: Level 4, 11-13 Pearson Street, Cremorne, Victoria, 3121, Australia T: +61 3 9897 3576 W: www.controlbionics.com
ABN: 45 115 465 462
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About Control Bionics:
Control Bionics is a medical device company assisting patients whose ability to communicate verbally or via text and social media is compromised by illnesses such as Motor Neurone Disease (MND) and Amyotrophic Lateral Sclerosis (ALS).
About NeuroNode
Our core patented NeuroNode technology is a wireless wearable device that detects minute signals sent from the brain to any skeletal muscle and is captured as EMG (Electromyography) output. This output is then sent wirelessly via the NeuroNode to a personal computer, enabling speech and other computer controlled functions like email and texting. Our technology is integrated with eye gaze technology whereby the eye gaze enables a cursor to be moved about a computer screen, driven much like a mouse, and the NeuroNode acts as like the mouse button. Control Bionics is the only such product to harness three modalities – touch, eye and NeuroNode control – which combined yield unique benefits in terms of the ability of patients to express themselves with significantly faster speed and less fatigue.
About NeuroStrip
Control Bionics is currently commercialising its most recent advancement in its technology, the NeuroStrip. This wearable, miniaturised EMG device provides the business with the opportunity to enter new markets such as health diagnostics, sports performance and rehabilitation to name only a few potential markets.
Control Bionics has a 20% investment in Neuro Elite Athletics to drive rapid growth of their NeuroBounce program in the US and Australia
Control Bionics operates in North America, Australia, Singapore and Japan.
Investors and Media
Jeremy Steele – CEO and Managing Director [email protected]
Investor Relations:
Joe Durak Executive Director & Founder Lynx Advisors [email protected] +61 414 465 582
Control Bionics Limited Registered Office: Level 4, 11-13 Pearson St, Cremorne, Victoria 3121, Australia T: +61 3 9897 3576
W: www.controlbionics.com ABN: 45 115 465 462
For further information visit the website: https://www.controlbionics.com/
Control Bionics Limited
Registered Office: Level 4, 11-13 Pearson Street, Cremorne, Victoria, 3121, Australia T: +61 3 9897 3576 W: www.controlbionics.com
ABN: 45 115 465 462