IMPEDIMED LIMITED — Capital/Financing Update 2012

May 2, 2012

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3 May 2012

ASX RELEASE

ASX ANNOUNCEMENT – IMPEDIMED ANNOUNCES PRO-RATA ACCELERATED NON-RENOUNCEABLE ENTITLEMENT OFFER TO RAISE UP TO APPROXIMATELY A$13.7 MILLION

Brisbane, Australia - ImpediMed Limited (ASX: IPD) ( ImpediMed or the Company ) is pleased to announce a 1 for 4 pro-rata accelerated non-renounceable entitlement offer to raise up to approximately A$13.7 million (before costs) ( Entitlement Offer ). The issue price will be $0.35 per new ordinary share ( New Shares ).

The Entitlement Offer has two components:

• an offer to eligible institutional and sophisticated shareholders identified by ImpediMed and the Joint Lead Managers ( Institutional Entitlement Offer ); and

• an offer to eligible retail shareholders ( Retail Entitlement Offer ).

ImpediMed is pleased to announce that it has successfully raised approximately $7.8 million through the Institutional Entitlement Offer.

Settlement of the New Shares issued under the Institutional Entitlement Offer will occur in two tranches with approximately $7.8 million to be completed on the first settlement date of 14 May 2012.

The Company’s largest shareholder, funds managed by Allan Gray Australia (formerly Orbis Investment Management (Australia) has committed to the Entitlement Offer and will continue to hold approximately 19.9% of the Company’s issued shares post completion of the Entitlement Offer.

The Institutional Entitlement Offer was supported by both existing and new institutional investors. Those entitlements not committed or eligible to be taken up by institutional shareholders have been subscribed through the institutional shortfall bookbuild.

ImpediMed Chief Executive Officer, Greg Brown said "We are very pleased with the support for the capital raising from both new and existing institutional investors. We look forward to

6616302/8ImpediMed Limited Unit 50 Parker Court Pinkenba, QLD 4008 Phone : +6-3860-3700

ImpediMed Limited ABN 65 089 705 144 Website: www.impedimed.com.au

welcoming participation from our retail shareholders when the Retail Entitlement Offer opens on Thursday 10 May 2012."

Use of proceeds of the offer

ImpediMed is focussed on commercialising its technology for the clinical assessment of lymphoedema.

The proceeds of the Entitlement Offer will be used:

• to expand reimbursement support;

• for sales, marketing and training;

• for instrument development and in particular to continue the commercialisation of the UB500;

• for clinical trial support;

• for inventory growth; and

• for general working capital purposes.

Overview of the Entitlement Offer

Wilson HTM Corporate Finance Limited and RBS Morgans Corporate Ltd have been appointed as joint lead managers for the Entitlement Offer ( Joint Lead Managers ). The Entitlement Offer is not underwritten.

Eligible shareholders will be invited to subscribe for 1 New Share for every 4 ImpediMed shares owned at 7.00pm (Brisbane time) on the record date, 4 May 2012. Eligible shareholders may apply for New Shares in excess of their Entitlement ( Additional Shares ). The allocation of Additional Shares will be determined by ImpediMed in its sole discretion.

The issue price of $0.35 per New Share represents a 15.5% discount to the theoretical exrights price (TERP)[1] and a 18.6% discount to the closing price of ImpediMed’s shares of $0.43 on 30 April 2012. New Shares issued will rank equally with existing ImpediMed shares.

ImpediMed will issue up to approximately 39.1 million New Shares in connection with the Entitlement Offer, resulting in ImpediMed having up to approximately 195.6 million ordinary shares on issue following completion of the Entitlement Offer.

Institutional Entitlement Offer

Eligible institutional and sophisticated shareholders identified by ImpediMed and the Joint Lead Managers have been invited to participate in the initial accelerated component of the Entitlement Offer. New Shares not taken up by those shareholders and those which would have been offered to ineligible institutional shareholders have been offered for subscription to eligible institutional shareholders and selected other institutional investors through a volume bookbuild process at the issue price.

1 TERP is the theoretical price at which shares should trade immediately after the ex-date for the Entitlement Offer assuming 100% take-up of the Entitlement Offer. The theoretical ex-rights price is a theoretical calculation only and the actual price at which shares trade immediately after the ex-date for the Entitlement Offer will depend on many factors and may not be equal to the theoretical ex-rights price.

6616302/8ImpediMed Limited Unit 50 Parker Court Pinkenba, QLD 4008 Phone : +6-3860-3700

ImpediMed Limited ABN 65 089 705 144 Website: www.impedimed.com.au

Retail Entitlement Offer

Shareholders who are eligible to participate in the Retail Entitlement Offer (Eligible Retail Shareholders) are shareholders:

• a) who are a holder of ImpediMed’s shares as at 7.00pm (Brisbane time) on the Record Date;

• b) who have a registered address on ImpediMed’s share register in Australia or New Zealand;

• c) who are not in the United States and not a “U.S. person”, as defined in Regulation S under the U.S. Securities Act of 1933 (US Securities Act) (US Person) and not acting for the account or benefit of any person in the United States or any U.S. Person;

• d) to the extent they were not invited to participate under the Institutional Entitlement Offer; and

• e) who are eligible under all applicable securities laws to receive an offer under the Retail Entitlement Offer.

It is the responsibility of potential applicants to inform themselves of the eligibility criteria for participating in the Entitlement Offer. The Entitlements are non-renounceable and will not be tradable on the ASX or otherwise transferable. Shareholders who do not take up their Entitlements will not receive any value in respect of those Entitlements that they do not take up. Shareholders who are not eligible to receive Entitlements will not receive any value in respect of Entitlements they would have received had they been eligible.

Full details of the Retail Entitlement Offer are set out in an offer booklet (Retail Offer Booklet), copies of which will be available on the ASX website www.asx.com.au and ImpediMed’s website, www.impedimed.com.au from 10 May 2012. Eligible Retail Shareholders will be mailed a Retail Offer Booklet, together with a personalised Entitlement and Acceptance Form which contains details of their Entitlement on or around 10 May 2012. Eligible Retail Shareholders should read all of the Retail Offer Booklet carefully before deciding whether to participate in the Retail Entitlement Offer.

Indicative timetable

Key dates for the Entitlement Offer are set out below. The dates are indicative only and ImpediMed reserves the right to vary them, subject to the Corporations Act 2001 (Cth) and the ASX Listing Rules. The commencement of quotation of New Shares is subject to confirmation from the ASX.

Announcement of the Entitlement Offer and result of the Institutional Entitlement Offer
	3 May 2012
Record Date (7.00pm Sydney time)	4 May 2012
Despatch of Retail Offer Booklet and Entitlement and Acceptance Forms Retail Entitlement Offer opens
	10 May 2012
Settlement of Institutional Entitlement Offer	14 May 2012

6616302/8ImpediMed Limited Unit 50 Parker Court Pinkenba, QLD 4008 Phone : +6-3860-3700

ImpediMed Limited ABN 65 089 705 144 Website: www.impedimed.com.au

Issue of New Shares for the Institutional Entitlement Offer Normal trading commences on the ASX for New Shares issued under the Institutional Entitlement Offer
	15 May 2012
Retail Entitlement Offer closes (5.00pm Sydney time)	24 May 2012
Second settlement	31 May 2012
Allotment of New Shares under the Retail Entitlement Offer	1 June 2012
Despatch of holding statements for New Shares issued under the Retail Entitlement Offer
	1 June 2012
New Shares issued under the Retail Entitlement Offer commence trading on the ASX
	4 June 2012

About ImpediMed

ImpediMed Limited is the world leader in the development and distribution of medical devices employing Bioimpedance Spectroscopy (BIS) technologies for use in the non-invasive clinical assessment and monitoring of fluid status. ImpediMed’s primary product range consists of a number of medical devices that aid surgeons, oncologists, therapists and radiation oncologists in the clinical assessment of patients for the potential onset of secondary lymphoedema. Pre-operative clinical assessment in cancer survivors, before the onset of symptoms, may prevent the condition from becoming a lifelong management issue and thus improve the quality of life of the cancer survivor. ImpediMed has the first medical device with an FDA clearance in the United States to aid health care professionals, clinically assess secondary unilateral lymphoedema of the arm and leg in women and the leg in men.

Yours faithfully IMPEDIMED LIMITED

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_____ Steve Denaro - Company Secretary

ENDS

For further information contact:

Greg Brown, ImpediMed CEO T: 61-7-3860-3700 Mobile/Cell: +61408281127

L-Dex[®] is a trademark of ImpediMed Limited.

6616302/8ImpediMed Limited Unit 50 Parker Court Pinkenba, QLD 4008 Phone : +6-3860-3700

ImpediMed Limited ABN 65 089 705 144 Website: www.impedimed.com.au

The L-Dex scale is a tool to assist in the clinical assessment of unilateral lymphoedema of arm and leg in women and the leg in men by a medical provider. The L-Dex scale is not intended to diagnose or predict lymphoedema of an extremity.

Important Notice

This announcement is not an offer or an invitation to acquire securities. In particular this release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to, for the amount or benefit of, any U.S. Person. This announcement may not be released or distributed in the United States or to any U.S. Person. Any securities described in this announcement have not been and will not be registered under the U.S. Securities Act or the securities laws of any other jurisdiction, and may not be offered or sold in the United States, or to, or for the account or benefit of, any U.S. Person.

6616302/8ImpediMed Limited Unit 50 Parker Court Pinkenba, QLD 4008 Phone : +6-3860-3700

ImpediMed Limited ABN 65 089 705 144 Website: www.impedimed.com.au