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IMMUTEP LIMITED — Capital/Financing Update 2024
Jun 2, 2024
65122_rns_2024-06-02_a946c531-3a98-46be-8808-85ca92ebd6c0.pdf
Capital/Financing Update
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Appendix 3B - Proposed issue of securities
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Announcement Summary
Entity name IMMUTEP LIMITED Announcement Type New announcement Date of this announcement 3/6/2024 The Proposed issue is: An accelerated offer A placement or other type of issue Total number of +securities proposed to be issued for an accelerated offer
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Maximum Number of
ASX +security code +Security description +securities to be issued
IMM ORDINARY FULLY PAID 74,302,160
Trading resumes on an ex-entitlement basis (ex date)
5/6/2024
+Record date
5/6/2024
Offer closing date for retail +security holders
20/6/2024
Issue date for retail +security holders
26/6/2024
Total number of +securities proposed to be issued for a placement or other type of issue
Maximum Number of
ASX +security code +Security description +securities to be issued
IMM ORDINARY FULLY PAID 189,470,507
Proposed +issue date
12/6/2024
Refer to next page for full details of the announcement
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Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
IMMUTEP 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
ACN
Registration Number
009237889
1.3 ASX issuer code
IMM
1.4 The announcement is
New announcement
1.5 Date of this announcement
3/6/2024
1.6 The Proposed issue is:
An accelerated offer A placement or other type of issue
1.6b The proposed accelerated offer is
Accelerated non-renounceable entitlement offer (commonly known as a JUMBO or ANREO)
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Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No
Part 3B - 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
IMM : ORDINARY FULLY PAID
Is the proposed 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)? Existing class
Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? No No
Details of +securities proposed to be issued
ASX +security code and description
IMM : ORDINARY FULLY PAID
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
ISIN Code for the entitlement or right to participate in the offer (if Issuer is foreign company and +securities do not have +CDIs issued over them)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) Has the offer ratio been determined? Yes
The quantity of additional +securities For a given quantity of +securities to be issued held 1 16 What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to
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Appendix 3B - Proposed issue of securities
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rounding)
Fractions rounded up to the next 74,302,160 whole number
Offer price details for retail security holders
Has the offer price for the retail offer been determined?
Yes
In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.38000
Offer price details for institutional security holders
Has the offer price for the institutional offer been determined?
Yes
In what currency will the offer be What is the offer price per +security made? for the institutional offer? AUD 0.38000
AUD - Australian Dollar
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes
Describe the limits on over-subscription
Eligible retail shareholders in the retail entitlement offer who take up their entitlement in full can also apply for additional shares in excess of their entitlement up to a maximum of 100% of their entitlement or $50,000 worth of new ordinary shares, whichever is lower.
Will a scale back be applied if the offer is over-subscribed? Yes
Describe the scale back arrangements
Scale back arrangements will be at the Board's discretion based on the Offer results.
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Part 3D - Timetable
3D.1a First day of trading halt
3/6/2024
3D.1b Announcement date of accelerated offer
3/6/2024
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3D.2 Trading resumes on an ex-entitlement basis (ex date)
5/6/2024
3D.5 Date offer will be made to eligible institutional +security holders
3/6/2024
3D.6 Application closing date for institutional +security holders
4/6/2024
3D.8 Announcement of results of institutional offer
(The announcement should be made before the resumption of trading following the trading halt)
5/6/2024
3D.9 +Record date
5/6/2024
3D.10a Settlement date of new +securities issued under institutional entitlement offer 11/6/2024
3D.10b +Issue date for institutional +security holders
12/6/2024
3D.10c Normal trading of new +securities issued under institutional entitlement offer
13/6/2024
3D.11 Date on which offer documents will be sent to retail +security holders entitled to participate in the +pro rata issue
7/6/2024
3D.12 Offer closing date for retail +security holders
20/6/2024
3D.13 Last day to extend retail offer close date
17/6/2024
3D.19 +Issue date for retail +security holders and last day for entity to announce results of retail offer
26/6/2024
Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? Yes
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3E.1a Who is the lead manager/broker?
Bell Potter Securities Limited, Canaccord Genuity (Australia) Limited and Wilsons Corporate Finance Limited are acting as joint lead managers and Bell Potter Securities Limited is acting as sole underwriter of the Offer.
3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? Management and selling fee is 2.5% with a discretionary incentive fee of up to 0.25% of gross proceeds payable at the IMM Board's discretion. 3E.2 Is the proposed offer to be underwritten? Yes
3E.2a Who are the underwriter(s)?
Bell Potter Securities Limited
3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)?
Fully underwritten. 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? Underwriting fee is 2% of the gross proceeds. 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated Please refer to the summary of the Underwriting Agreement as provided in the Investor Presentation as announced on 3 June 2024. 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer Standard share registry, external advisers and ASX administrative fees.
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
The funds raised under the offer will be used to expand and advance Immutep's clinical trials, advance efti manufacturing (i.e. process characterisation for potential registration and commercialisation of efti), and to fund working capital and offer costs. 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue Security holders outside Australia or New Zealand 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes 3F.5a Please provide further details of the offer to eligible beneficiaries Refer to details in 3F.7.
3F.6 URL on the entity's website where investors can download information about the proposed issue
https://www.immutep.com/investors-media/asx-announcements/id-2024.html
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3F.7 Any other information the entity wishes to provide about the proposed issue
Institutional Entitlements that eligible institutional shareholders do not take up by the close of the Institutional Entitlement Offer, and institutional Entitlements that would otherwise have been offered to ineligible institutional shareholders, will be offered to eligible new and existing institutional shareholders concurrently with the Institutional Entitlement Offer.
The Retail Entitlement Offer will only be extended to eligible retail shareholders in Australia and New Zealand.
The Retail Entitlement Offer will be made available to nominees or custodians with a registered address in Australia or New Zealand (irrespective of whether they participated under the Institutional Entitlement Offer) who were registered as the holder of fully paid ordinary shares in IMM at 7.00pm (Sydney time) on DATE and who held those
shares on behalf of underlying beneficial holders, except to the extent that those underlying beneficial holders are not an eligible retail shareholder. The Retail Entitlement Offer is not available to shareholders that are in the United States or who are, or are acting for the account or benefit of, persons in the United States.
3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? No
3F.9 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)
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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 Other (please specify in comment section)
Date for determination Is the date estimated or ** Approval actual? received/condition met? 3/6/2024 Actual Yes
Comments
Listing Rule 7.1 supersize waiver
Part 7B - Issue details
Is the proposed 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)? Existing class
Will the proposed issue of this +security include an offer of attaching +securities? No
Details of +securities proposed to be issued
ASX +security code and description
IMM : ORDINARY FULLY PAID
Number of +securities proposed to be issued
189,470,507
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 0.38000
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
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Yes
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Part 7C - Timetable 7C.1 Proposed +issue date 12/6/2024
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? 189,470,507
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? Yes
7E.1a Who is the lead manager/broker? Bell Potter Securities Limited, Canaccord Genuity (Australia) Limited and Wilsons Corporate Finance Limited are acting as joint lead managers and Bell Potter Securities Limited is acting as sole underwriter of the Offer.
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Management and selling fee of 2.5% of gross proceeds and a discretionary incentive fee of up to 0.25% of gross proceeds payable at the IMM Board's discretion.
7E.2 Is the proposed issue to be underwritten? Yes
7E.2a Who are the underwriter(s)?
Bell Potter Securities Limited
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7E.2b What is the extent of the underwriting (ie the amount or proportion of the proposed issue that is underwritten)?
Fully underwritten.
7E.2c What fee, commission or other consideration is payable to them for acting as underwriter(s)?
Underwriting fee is 2% of the gross proceeds.
7E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated.
Please refer to the summary of the Underwriting Agreement as provided in the Investor Presentation as announced on 3 June 2024.
7E.3 Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed issue? No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue N/A
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
The funds raised under the offer will be used to expand and advance Immutep's clinical trials, advance efti manufacturing (i.e. process characterisation for potential registration and commercialisation of efti), and to fund working capital and offer costs.
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
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)
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