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Immuron Ltd — Capital/Financing Update 2012
Feb 8, 2012
35121_rns_2012-02-08_95f58076-3faf-4819-a4c1-8f07824361ed.pdf
Capital/Financing Update
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9 February 2012
ABN: 80 063 114 045 Level 1, 39 Leveson Street North Melbourne, Vic 3051 Tel: +61 3 8637 1107 Fax: +61 3 9328 1675 www.immuron.com
The Manager The Company Announcement Office Australian Stock Exchange Limited Sydney NSW
Dear Sir
Immuron clarifies terms of Debenture with Paladin Labs.
The Company has become aware of some misinformation regarding the terms of the Convertible Debenture Agreement (Agreement) entered into with Paladin Labs Inc. (Paladin), which was announced to the ASX on 16 January 2012. Specifically, the misinformation relates to the assets of the Company that are encumbered under the debenture and could have been interpreted to, erroneously, include Immuron’s intellectual property.
Immuron’s Intellectual Property is not encumbered under the Debenture in any way. In view of Immuron’s stated principal focus to commercialise Travelan and its NASH therapeutic, Immuron has always been vigilant to ensure that its ability to continue to commercialise all of its products and intellectual property remains absolutely unfettered. This principle was vital in Immuron’s board unanimously approving the Paladin transaction on 28 November 2011.
The assets encumbered under the debenture, as set out in our Notification of Details of Charge registered with ASIC in January 2012, clearly states that the property charged is as follows:
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a) The bank accounts of Immuron;
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b) The receivables of Immuron;
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c) Inventories held by Immuron; and
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d) Future payments, including milestone and royalty, of any kind due under all existing and future licences and distribution or other agreements.
The terms of the Paladin distribution agreement were announced to the ASX on 29 November 2011 with the main benefits to Immuron under that agreement being as follows:
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Upfront licence fee of $CAD 500,000, which was received on 30 November 2011;
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Milestone payments over the 15 year term of the agreement;
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Potential milestone payments could amount to $CAD 115 million under the terms of the agreement if Paladin achieve certain levels of revenues; and
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Immuron retains all Travelan intellectual property rights and manufacturing.
Paladin is currently in the process of seeking regulatory approvals for the distribution of Travelan in the various territories covered by the license agreement and anticipates that Paladin’s activities will contribute to Immuron’s revenues as early as this year.
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Professor Colin Chapman Chairman
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