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IMMUTEP LIMITED Capital/Financing Update 2011

Mar 3, 2011

65122_rns_2011-03-03_9becc91b-7ca1-42d9-b503-19eae0b01161.pdf

Capital/Financing Update

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Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New Issue Announcement, Application for Quotation of Additional Securities and Agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of Entity:

Prima Biomed Limited (ASX: PRR)

ABN:

90 009 237 889

We (the entity) give ASX the following information.

Part 1 - All Issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities issued or to be Fully Paid Ordinary Shares (PRR) issued 2 Number of[+] securities issued or to be 3,140,704 issued (if known) or maximum number which may be issued

3 Principal terms of the[+] securities (eg, if Pari passu with existing Ordinary Fully Paid options, exercise price and expiry date; Shares (PRR) if partly paid[+] securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

  • See chapter 19 for defined terms.

Appendix 3B Page 1

1/1/2003

4
Do the+securities rank equally in all
respects from the date of allotment
with an existing
+class of quoted
+securities?
If the additional securities do not rank
equally, please state:
• the date from which they do
• the extent to which they participate
for the next dividend, (in the case of
a trust, distribution) or interest
payment
• the extent to which they do not rank
equally, other than in relation to the
next
dividend,
distribution
or
interest payment
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
7
Dates of entering+securities into
uncertificated holdings or despatch of
certificates
8
Number and+class of all+securities
quoted on ASX (_including_the securities
in clause 2 if applicable)
Yes (PRR) Yes (PRR)
$0.1990 per share
Conversion of convertible Securities
3rdMarch 2011
**Number ** +Class
786,310,169
102,471,276
Ordinary fully paid shares (PRR)
Options exercisable at $0.02 on or
before
31
December
2011
(PRRO)
9
Number and+class
of all+securities not
quoted
on
ASX
(including
the
securities in clause
2 if applicable)
Number +Class– Options +Class– Options +Class– Options
Amount Exercise Price Expiration Date ASX Code
10,000,000 $0.0629 20 July 2014 PRRAI
1,547,988 $0.1053 10 August 2014 PRRAM
1,766,784 $0.1325 9 September 2014 PRRAQ
1,884,253 $0.2231 10 October 2014 PRRAO
1,884,253 $0.2685 9 November 2014 PRRAS
1,884,253 $0.2360 8 December 2014 PRRAU
1,061,411 $0.2271 12 January 2015 PRRAY
1,118,211 $0.2345 12 February 2015 PRRAW
1,075,269 $0.2277 18 March 2015 PRRAZ
1,076,095 $0.2196 19 April 2015 PRRAA
2,500,000 $0.2500 6 May 2015 PRRAC
1,055,011 $0.2351 19 May 2015 PRRAD
1,144,726 $0.2070 21 June 2015 PRRAE
1,722,017 $0.1605 21 July 2015 PRRAF
1,694,915 $0.1439 20 August 2015 PRRAK
1,741,294 $0.1414 22 September 2015 PRRAG
1,540,154 $0.1944 27 October 2015 PRRAH
1,315,789 $0.1893 24 November 2015 PRRAJ
32,500,000 $0.2000 6 December 2013 PRRAL
2,000,000 $0.1000 6 December 2014 PRRAL
1,473,684 $0.1874 4 January 2016 PRRAL
740,741 $0.3390 1 February 2016 PRRAL
72,726,848 Total

10 Dividend policy (in Unchanged the case of a trust, distribution policy) on the increased capital (interests)

  • See chapter 19 for defined terms.

Appendix 3B Page 3

1/1/2003

Part 2 - Bonus Issue or Pro Rata Issue

11
Is
security
holder
approval
required?
12
Is the issue renounceable or non-
renounceable?
13
Ratio in which the+securities will
be offered
14
+Class of+securities to which the
offer relates
15
+Record
date
to
determine
entitlements
16
Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17
Policy for deciding entitlements in
relation to fractions
18
Names of countries in which the
entity has+security holders who
will
not
be
sent
new
issue
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19
Closing
date
for
receipt
of
acceptances or renunciations
20
Names of any underwriters
21
Amount of any underwriting fee or
commission
22
Names of any brokers to the issue
23
Fee or commission payable to the
broker to the issue
24
Amount
of
any
handling
fee
payable to brokers who lodge
acceptances or renunciations on
behalf of+security holders
25
If the issue is contingent on
+security holders’ approval, the date
of the meeting
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28 Date rights trading will begin
(if applicable)
29 Date rights trading will end
(if applicable)
30 How do+security holders sell their
entitlements_in full_through a
broker?
31 How do+security holders sell_part_
of their entitlements through a
broker and accept for the balance?
32 How do+security holders dispose
of their entitlements (except by sale
through a broker)?
33 +Despatch date

Part 3 - Quotation of Securities

You need only complete this section if you are applying for quotation of securities

  • 34 Type of securities ( tick one )

  • (a) Securities described in Part 1

  • (b) All other securities Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

  • See chapter 19 for defined terms.

Appendix 3B Page 5

1/1/2003

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the+securities are+equity securities, the names of the 20 largest holders of the
additional+securities, and the number and percentage of additional+securities held by
those holders
36 If the+securities are+equity securities, a distribution schedule of the additional
+securities setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37 A copy of any trust deed for the additional+securities

Entities that have ticked box 34(b)

38
Number of securities for which+quotation is
sought
39
Class of+securities for which quotation is
sought
40
Do the+securities rank equally in all respects
from the date of allotment with an existing
+class of quoted+securities?
If the additional securities do not rank equally,
please state:
• the date from which they do
• the extent to which they participate for the
next dividend, (in the case of a trust,
distribution) or interest payment
• the extent to which they do not rank equally,
other than in relation to the next dividend,
distribution or interest payment
41
Reason for request for quotation now
Example: In the case of restricted securities, end of restriction period
(if issued upon conversion of another security,
clearly identify that other security)
42
Number and+class of all+securities quoted on
ASX (_including_the securities in clause 38)
**Number ** +Class

Quotation Agreement

  • 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

  • 2 We warrant the following to ASX.

  • The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

  • There is no reason why those[+] securities should not be granted[+] quotation.

  • An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

  • We warrant that if confirmation is required under section 1017F of the Corporations Act in relation to the[+] securities to be quoted, it has been provided at the time that we request that the[+] securities be quoted.

  • If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

  • 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign Here: Company Secretary

Date: Thursday 3[rd] March 2011

Print Name: Phillip Hains

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The CFO Solution

03.03.2011

  • See chapter 19 for defined terms.

Appendix 3B Page 7

1/1/2003

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ASX ANNOUNCEMENT

Notice Under Section 708A(5) of the Corporations Act [ASX Code: PRR]

Thursday 3[rd] March 2011

This notice is given under paragraph (5)(e) of section 708A of the Corporations Act.

Type: OrdinaryShares
Class/Description: Ordinary (Fully Paid)
ASX Code: PRR
Date of Issue: 3 March 2011
Number Issued: 3,140,704
Issue Priceper Security: $0.1990

The Company intends to apply to Australian Stock Exchange Limited for quotation of the above shares.

Accordingly the Company gives notice under section 708A(5)(e) of the Corporations Act 2001 (Cth) (the "Corporations Act") that:

  1. the abovementioned ordinary shares were issued without disclosure to investors under Part 6D.2 of the Corporations Act;

  2. as at the date of this notice the Company has complied with:

  3. (i) the provisions of Chapter 2M Corporations Act as they apply to the Company; and

  4. (ii) section 674 Corporations Act; and

  5. as at the date of this notice there is no "excluded information" (as defined in subsection 708A(7) of the Corporations Act) which is required to be disclosed by the Company.

For and on behalf of the Company,

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Phillip Hains Company Secretary