IMPEDIMED LIMITED — Capital/Financing Update 2015

Jul 12, 2015

Appendix
3B New
issue
announcement

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
01/07/96
Origin:
Appendix
5
Amended
01/07/98,
01/09/99,
01/07/00,
30/09/01,
11/03/02,
01/01/03,
24/10/05,
01/08/12, 04/03/13

Name
of
entity

ImpediMed
Limited
(the
“Company”)

ABN 65
089
705
144

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 issued	1) Options (unquoted), under the Employee Incentive Plan that was approved by shareholders at the 2014 Annual General Meeting (Options) and 2) Performance rights (unquoted), under the US Sub-Plan to the Employee Incentive Plan that was approved by shareholders at the 2014 Annual General Meeting (Performance Rights)

2 Number of+securities issued or to be issued (if known) or maximum number which may be issued	1) 1,909,500 Options and 2) 150,000 Performance Rights

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  19
  for
  defined
  terms.

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3B
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3B New
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announcement

3 Principal terms of the +securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

1) Issue of 1,409,500 Options with an exercise price of $0.87, vesting evenly on a monthly basis over four years, with an expiry date of 1 July 2022. 2) Issue of 50,000 Options with an exercise price of $0.87. Of these, 12,500 vest on 18 May 2016. The remaining options vest evenly on a monthly basis over the next three years, with an expiry date for all Options of 1 July 2022. 3) Issue of 100,000 Options with an exercise price of $0.87. Of these, 25,000 vest on 26 May 2016. The remaining options vest evenly on a monthly basis over the next three years, with an expiry date for all Options of 1 July 2022. 4) Issue of 350,000 Options with an exercise price of $0.87. Of these, 87,500 vest on 1 July 2016. The remaining options vest evenly on a monthly basis over the next three years, with an expiry date for all Options of 1 July 2022. 5) Issue of 150,000 Performance Rights with the following vesting conditions: - Subject to the Participant’s continuous employment with the Company or its subsidiaries, Performance Rights will fully vest on 1 July 2018. - All outstanding unvested Performance Rights shall fully vest on an accelerated basis immediately before a Change of Control Event. - If the Participant ceases employment with the Company or its subsidiaries where such cessation of employment is due to death, permanent illness, or permanent physical or mental incapacity, the Performance Rights will fully vest on 1 July 2018.

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  19
  for
  defined
  terms. Appendix
  3B
  Page
  2

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Appendix
3B New
issue
announcement

• 4 Do
  the[+] securities
  rank
  equally No. in
  all
  respects
  from
  the[+] issue date
  with
  an
  existing[+] class
  of quoted[+] securities? If
  the
  additional[+] securities
  do Neither
  the
  Options
  nor
  Performance
  Rights

• not
  rank
  equally,
  please
  state: • carry
  a
  right
  to
  participate
  in
  dividends
  or the
  date
  from
  which
  they
  do

• • interest
  payments.
  Fully
  paid
  ordinary the
  extent
  to
  which
  they participate for the next shares
  (ranking
  equally
  in
  all
  respects
  with dividend,
  (in
  the
  case
  of
  a existing
  fully
  paid
  ordinary
  shares)
  will
  be trust, distribution) or issued
  upon
  the
  exercise
  of
  Options
  or
  the interest
  payment vesting
  of
  Performance
  Rights.

• • 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 Nil 6 Purpose
  of
  the
  issue Grant,
  under
  the
  Employee
  Incentive
  Plan (If
  issued
  as
  consideration
  for and
  the
  US
  Sub-­‐Plan
  which
  were
  approved the
  acquisition
  of
  assets,
  clearly by
  shareholders
  at
  the
  2014
  Annual
  General identify
  those
  assets) Meeting.

• 6a Is
  the
  entity
  an[+] eligible
  entity No that has obtained security holder
  approval
  under
  rule
  7.1A? If
  Yes,
  complete
  sections
  6b
  –
  6h in
  relation
  to
  the[+] securities
  the subject
  of
  this
  Appendix
  3B ,
  and comply
  with
  section
  6i

• 6b The
  date
  the
  security
  holder Not
  applicable resolution
  under
  rule
  7.1A
  was passed

• 6c Number
  of[+] securities
  issued Not
  applicable without
  security
  holder
  approval under
  rule
  7.1

• 6d Number
  of[+] securities
  issued Not
  applicable with
  security
  holder
  approval under
  rule
  7.1A

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6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of+securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 8 Number and +class of all +securities quoted on ASX (_including_the +securities in section 2 if applicable)	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	7 July 2015
	Number	+Class
	293,287,840	Ordinary shares

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  3B
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9 Number and +class of all +securities not quoted on ASX (_including_the +securities in section 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) art 2 - 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 offer 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	Number	+Class
	28,051,706 (after 350,001 expired or cancelled and 1,909,500 issued) 2,410,000 (after 150,000 issued)	Options Performance Rights
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable

Part 2 - Pro rata issue

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  19
  for
  defined
  terms.

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3B
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3B New
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announcement

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 offer documents 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?	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable

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• See
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  19
  for
  defined
  terms.

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Appendix
3B New
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announcement

• 32 How
  do
  security
  holders
  dispose of
  their
  entitlements
  (except
  by sale
  through
  a
  broker)?

Not
applicable

• 33 +Issue
  date

Not
applicable

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

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

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Appendix
3B New
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announcement

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+issue date 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

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  19
  for
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  terms.

Appendix
3B
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Appendix
3B New
issue
announcement

**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.

• 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
is
not
available
now,
we
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:
9
July
2015

Print
name: Leanne
Ralph

==
==
==
==
==

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Appendix
3B
Page
9

Appendix
3B New
issue
announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced
01/08/12
Amended
04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

==> picture [415 x 396] intentionally omitted <==

----- Start of picture text -----

Insert number of fully paid [+] ordinary
securities on issue 12 months before the
+issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid [+] ordinary securities
issued in that 12 month period with
shareholder approval
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary
securities cancelled during that 12 month
period
“A”
----- End of picture text -----

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3B New
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Appendix 3B New issue announcement	Appendix 3B New issue announcement
Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period_not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items
“C”
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 Note: number must be same as shown in Step 2
Subtract“C” Note: number must be same as shown in Step 3
Total[“A” x 0.15] – “C”	[Note: this is the remaining placement capacity under rule 7.1]

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• See
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  for
  defined
  terms.

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Appendix
3B
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11

Appendix
3B New
issue
announcement

Part 2

Rule 7.1A – Additional placement capacity for eligible entities Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

“A” Note: number must be same as shown in Step 1 of Part 1

Step 2: Calculate 10% of “A”

“D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used Insert number of[+] equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes:

• This applies to equity securities – not just ordinary securities • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items “E”

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• See
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  terms.

Appendix
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Appendix
3B New
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Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Appendix 3B New issue announcement	Appendix 3B New issue announcement
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10 Note: number must be same as shown in Step 2
Subtract“E” Note: number must be same as shown in Step 3
Total[“A” x 0.10] – “E”	Note: this is the remaining placement capacity under rule 7.1A

10798856/3

• See
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  19
  for
  defined
  terms.

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3B
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