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DIMERIX LIMITED — Capital/Financing Update 2012
Nov 8, 2012
64804_rns_2012-11-08_8db14ebf-dba2-413f-9b51-0dbd1ee2a27a.pdf
Capital/Financing Update
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9 November 2012 Company Announcements ASX Limited
Section 708AA Cleansing Statement
Sun Biomedical Limited (ASX:SBN) ( Company ) announced on 9 November 2012 its intention to undertake a non-renounceable rights issue on the basis of 1 new ordinary share ( New Shares ) for every 1 existing ordinary share held at the Record Date, being 19 November 2012, at an issue price of $0.007 per New Share ( Offer ).
Further details regarding the Offer are set out in the Offer Document to be dispatched to Shareholders on or about 23 November 2012.
For the purposes of section 708AA(2)(f) as notionally modified by CO 08/35, the Company advises:
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(a) the New Shares will be offered for issue without disclosure under Chapter 6D of the Act as notionally modified by CO 08/35;
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(b) as at the date of this Notice, the Company has complied with the provisions of:
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(i) Chapter 2M of the Act as they apply to the Company; and
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(ii) section 674 of the Act;
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(c) as at the date of this Notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) of the Act;
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(d) the issue of New Shares pursuant to the Offer is not expected to have any material effect or consequence on the control of the Company. Members should be aware that:
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(i) if all members take up their entitlements to New Shares then the Offer will have no effect on the control of the Company; and
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(ii) to the extent that any member fails to take up their entitlement under the Offer, that member’s percentage holding in the Company will be diluted by those other members who take up some, all or more than their entitlement.
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The Offer is fully underwritten by CPS Securities.[1] The Company’s largest Shareholder, Fullerton Private Capital Pty Limited and Manhattan Investments Pty Ltd (both companies associated with director, Evan Cross) have indicated that they intend to take up their full entitlement under the Offer which amounts to approximately 14% of the Shares offered. If an existing Shareholder does not take up its full entitlement, its interest in the Company will be diluted.
The Company has entered into a Mandate Letter Agreement with CPS Securities pursuant to which it has agreed that should the shortfall for the Rights Issue be less than 40% of the Shares offered, the Company agrees to appoint CPS Securities to complete a placement of up to 15% of shares on issue at the same price as the Offer.
Yours faithfully
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Alfonso Grillo Company Secretary
1 Cunningham Peterson Sharbanee Securities Pty Limited
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