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IMPEDIMED LIMITED — Capital/Financing Update 2020
Apr 8, 2020
65135_rns_2020-04-08_13c81cf7-84dc-4748-ab45-77f924a2fdcd.pdf
Capital/Financing Update
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9 April 2020
ASX ANNOUNCEMENT
SETTLEMENT OF INSTITUTIONAL ENTITLEMENT OFFER
Brisbane, Australia and Carlsbad, Calif. – ImpediMed Limited (ASX: IPD) ( ImpediMed or the Company ) is pleased to announce that settlement of ~$9.3M under the institutional component of the Entitlement Offer announced on Thursday, 2 April 2020 has occurred today. A further amount of ~$0.7M relating to entitlements of a large existing shareholder is expected to settle shortly.
A total of 248,833,825 shares and 248,833,825 options will be issued on Tuesday, 14 April 2020 in respect of the amounts settled today. Attached is the Appendix 2A and Appendix 3G for those securities.
Authorised for release by the Company Secretary of ImpediMed Limited
Contact Details
| Richard Carreon | Investor Relations Contact: | Media Contact: |
|---|---|---|
| Managing Director & CEO | Mike Bassett, ImpediMed | Kyahn Williamson, WE Buchan |
| T: +61 407 431 432 | T: +61 3 9866 4722 | |
| E: [email protected] | E:[email protected] |
About ImpediMed
Founded and headquartered in Brisbane, Australia with US and European operations, ImpediMed is a medical software technology company that non-invasively measures, monitors and manages fluid status and tissue composition using bioimpedance spectroscopy.
ImpediMed produces a family of FDA cleared and CE Marked medical devices, including SOZO[®] for multiple indications including heart failure, protein calorie malnutrition and lymphoedema, sold in select markets globally.
For more information, visit www.impedimed.com.
Forward-Looking Statements
This announcement contains or may contain forward-looking statements that are based on management’s beliefs, assumptions and expectations and on information currently available to management.
All statements that address operating performance, events or developments that we expect or anticipate will occur in the future are forward-looking statements, including without limitation our expectations with respect to our ability to expand sales and market acceptance in the US and Australia including our estimates of potential revenues, costs, profitability and financial performance; our ability to develop and commercialize new products including our ability to obtain reimbursement for our products; our expectations with respect to our clinical trials, including enrolment in or completion of our clinical trials and our associated regulatory submissions and approvals; our expectations with respect to the integrity or capabilities of our intellectual property position.
1
ImpediMed Limited ASX Announcement
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Management believes that these forward-looking statements are reasonable as and when made. You should not place undue reliance on forward-looking statements because they speak only as of the date when made. ImpediMed does not assume any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. ImpediMed may not actually achieve the plans, projections or expectations disclosed in forward-looking statements. Actual results, developments or events could differ materially from those disclosed in the forward-looking statements.
Not for distribution or release in the United States
None of the information in this announcement constitutes an offer to sell, or the solicitation of an offer to buy, any securities in the United States. Neither this announcement nor the Prospectus (or any part of it) or the entitlement and acceptance form to be released in connection with the Retail Entitlement Offer, may be released or distributed directly or indirectly, to persons in the United States.
The entitlement to participate in the Entitlement Offer and the New Shares have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended ( U.S. Securities Act ) or the securities laws of any state or other jurisdiction of the United States. The entitlement to participate in the Entitlement Offer may not be taken up by persons in the United States or by persons (including nominees or custodians) who are acting for the account or benefit of a person in the United States, and the New Shares may not be offered, sold or resold in the United States or to, or for the account or benefit of, a person in the United States except in transactions exempt from, or not subject to, the registration requirements of the U.S. Securities Act and applicable securities laws of any state or other jurisdiction in the United States.
2
ImpediMed Limited ASX Announcement
This appendix is not available as an online form Please fill in and submit as a PDF announcement
+Rule 2.7
Appendix 2A
Application for quotation of +securities
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.
If you are an entity incorporated outside Australia and you are seeking quotation of a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for nonAustralian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.
Part 1 – Entity and announcement details
| Question no |
Question | Answer |
|---|---|---|
| 1.1 | *Name of entity We (the entity here named) apply for +quotation of the following +securities and agree to the matters set out in Appendix 2A of the ASX Listing Rules.1 |
ImpediMed Limited |
| 1.2 | *Registration type and number Please supply your ABN, ARSN, ARBN, ACN or another registration type and number (if you supply another registration type, please specify both the type of registration and the registration number). |
ACN: 089 705 144 |
| 1.3 | *ASX issuer code | IPD |
| 1.4 | *This announcement is Tick whichever is applicable. |
☒A new announcement ☐An update/amendment to a previous announcement ☐A cancellation of a previous announcement |
| 1.4a | *Reason for update Mandatory only if “Update” ticked in Q1.4 above. A reason must be provided for an update. |
Not applicable |
| 1.4b | *Date of previous announcement to this update Mandatory only if “Update” ticked in Q1.4 above. |
Not applicable |
| 1.4c | *Reason for cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
Not applicable |
| 1.4d | *Date of previous announcement to this cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
Not applicable |
1 Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see ASIC Regulatory Guide 189 Disclosure relief for rights issues ). If in doubt, please consult your legal adviser.
- See chapter 19 for defined terms 31 January 2020
Page 1
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
1.5 *Date of this announcement 09 April 2020
Part 2 – Type of issue
| Part 2 – | Type of issue | |
|---|---|---|
| Question No. |
Question | Answer |
| 2.1 | *The +securities to be quoted are: Select whichever item is applicable. If you wish to apply for quotation of different types of issues of securities, please complete a separate Appendix 2A for each type of issue. |
☒Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B ☐Being issued under a +dividend or distribution plan ☐Being issued as a result of options being exercised or other +convertible securities being converted ☐Unquoted partly paid +securities that have been paid up and are now quoted fully paid +securities ☐+Restricted securities where the escrow period has expired or is about to expire ☐+Securities previously issued under an +employee incentive scheme where the restrictions on transfer have ceased or are about to cease ☐+Securities issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer ☐Other |
| 2.2a.1 | *Date of Appendix 3B notifying the market of the proposed issue of +securities for which quotation is now being sought Answer this question if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” |
02 April 2020 |
| 2.2a.2 | *Are there any further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B? Answer this question if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B”. |
Yes |
- See chapter 19 for defined terms 31 January 2020
Page 2
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 2.2a.2.1 | *Please provide details of the further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B Answer this question if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.2a.2 is “Yes”. Please provide details of the proposed dates and number of securities for the further issues. This may be the case, for example, if the Appendix 3B related to an accelerated pro rata offer with an institutional component being quoted on one date and a retail component being quoted on a later date. |
The Appendix 3B was in relation to an accelerated non-renounceable pro rata entitlement offer, with an institutional and a retail component (Entitlement Offer). This Appendix 2A relates to shares to be issued pursuant to the institutional component of the Entitlement Offer. A portion of the institutional component of the Entitlement Offer and the retail component of the Entitlement Offer is yet to complete. The remaining portion of the institutional component of the Entitlement Offer is expected to complete next week and raise approximately $0.7 million by the issue of 17,397,429 shares. Shares to be issued under the retail component of the Entitlement Offer are scheduled to be issued on 29 April 2020. The retail component of the Entitlement Offer is seeking to raise up to a further approximately $14.9 million, which equates to the issue of approximately 398,132,845 fully paid ordinary shares. |
|---|---|---|
| 2.2b.1 | *Date of Appendix 3A.1 lodged with ASX in relation to the underlying +dividend or distribution Answer this question if your response to Q2.1 is “Being issued under a dividend or distribution plan”. |
Not applicable |
| 2.2b.2 | *Does the +dividend or distribution plan meet the requirement of listing rule 7.2 exception 4 that it does not impose a limit on participation? Answer this question if your response to Q2.1 is “Being issued under a dividend or distribution plan”. Note: Exception 4 only applies where security holders are able to elect to receive all of their dividend or distribution as securities. For example, Exception 4 would not apply in the following circumstances: 1) The entity has specified a dollar limit on the level of participation e.g. security holders can only participate to a maximum value of $x in respect of their entitlement, or 2) The entity has specified a maximum number of securities that can participate in the plan e.g. security holders can only receive securities in lieu of dividend payable for x number of securities. |
Not applicable |
| 2.2c.1 | Please state the number and type of options that were exercised or other +convertible securities that were converted (including their ASX security code) Answer this question if your response to Q2.1 is “Being issued as a result of options being exercised or other convertible securities being converted”. |
Not applicable |
- See chapter 19 for defined terms 31 January 2020
Page 3
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 2.2c.2 | And the date the options were exercised or other +convertible securities were converted Answer this question if your response to Q2.1 is “Being issued as a result of options being exercised or other convertible securities being converted”. Note: If this occurred over a range of dates, enter the date the last of the options was exercised or convertible securities was converted. |
Not applicable |
|---|---|---|
| 2.2d.1 | Please state the number and type of partly paid +securities (including their ASX security code) that were fully paid up Answer this question if your response to Q2.1 is “Unquoted partly paid securities that have been paid up and are now quoted fully paid securities”. |
Not applicable |
| 2.2d.2 | And the date the+securities were fully paid up Answer this question if your response to Q2.1 is “Unquoted partly paid securities that have been paid up and are now quoted fully paid securities”. Note: If this occurred over a range of dates, enter the date the last of the securities was fully paid up. |
Not applicable |
| 2.2e.1 | Please state the number and type of +restricted securities (including their ASX security code) where the escrow period has expired or is about to expire Answer this question if your response to Q2.1 is “Restricted securities where the escrow period has expired or is about to expire”. |
Not applicable |
| 2.2e.2 | And the date the escrow restrictions have ceased or will cease Answer this question if your response to Q2.1 is “Restricted securities where the escrow period has expired or is about to expire”. Note: If this occurred over a range of dates, enter the date the last of the escrow restrictions has ceased or will cease. |
Not applicable |
| 2.2f.1 | Please state the number and type of +securities (including their ASX security code) previously issued under the +employee incentive scheme where the restrictions on transfer have ceased or are about to cease Answer this question if your response to Q2.1 is “Securities previously issued under an employee incentive scheme where the restrictions on transfer have ceased or are about to cease”. |
Not applicable |
| 2.2f.2 | And the date the restrictions on transfer have ceased or will cease: Answer this question if your response to Q2.1 is “Securities previously issued under an employee incentive scheme where the restrictions on transfer have ceased or are about to cease”. Note: If this occurred over a range of dates, enter the date the last of the restrictions on transfer has ceased or will cease. |
Not applicable |
- See chapter 19 for defined terms 31 January 2020
Page 4
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 2.2g.1 | Please state the number and type of +securities (including their ASX security code) issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”. |
Please state the number and type of +securities (including their ASX security code) issued under an +employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”. |
Not applicable | Not applicable | |
|---|---|---|---|---|---|
| 2.2g.2 | *Please attach a document or provide details of a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms. Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”. |
Not applicable | |||
| 2.2g.3 | *Are any of these +securities being issued to +key management personnel (KMP) or an +associate Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”. |
Not applicable | |||
| 2.2g.3.a | *Provide details of the recipients and the number of +securities issued to each of them. Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer” and your response to Q2.2g.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of registered holder”. Not applicable Name of KMP Name of registered holder Number of +securities |
||||
| registered holder”. Not applicable |
|||||
| Name of KMP | Name of registered holder | Number of +securities | |||
| 2.2h.1 | *The purpose(s) for which the entity is issuing the +securities is: Answer this question if your response to Q2.1 is “Other”. You may select one or more of the items in the list. |
☐To raise additional working capital ☐To fund the retirement of debt ☐To pay for the acquisition of an asset [provide details below] ☐To pay for services rendered [provide details below] ☐Other [p_rovide details below_] Additional details: Not applicable |
- See chapter 19 for defined terms 31 January 2020
Page 5
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 2.2h.2 | *Please provide any further information needed to understand the circumstances in which you are applying to have these +securities quoted on ASX, including (if applicable) why the issue of the +securities has not been previously announced to the market in an Appendix 3B You must answer this question if your response to Q2.1 is “Other”. If there is no other information to provide, please answer “Not applicable” or “N/A”. |
Not applicable |
|---|---|---|
| 2.2i | *Are these +securities being offered under a +disclosure document or +PDS? Answer this question if your response to Q2.1 is any option other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B”. |
Yes |
| 2.2i.1 | *Date of +disclosure document or +PDS? Answer this question if your response to Q2.1 is any option other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.2i is “Yes”. Under the Corporations Act, the entity must apply for quotation of the securities within 7 days of the date of the disclosure document or PDS. |
02 April 2020 |
| 2.3 | *The +securities to be quoted are: Tick whichever is applicable |
☒Additional +securities in a class that is already quoted on ASX ("existing class") ☐New +securities in a class that is not yet quoted on ASX ("new class") |
Part 3A – number and type of +securities to be quoted (existing class or new class) where issue has previously been notified to ASX in an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class” or “new class”.
| announced to | the market in an Appendix 3B” and your response to Q2.3 | is “existing class” or “new class”. |
|---|---|---|
| Question No. |
Question | Answer |
| 3A.1 | *ASX security code & description | IPD Fully Paid Ordinary Shares |
| 3A.2 | *Number of +securities to be quoted | 248,833,825 |
Part 3B – number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B
Not applicable
Answer the questions in this Part if your response to Q2.1 is anything other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class”.
| Question No. |
Question | Answer |
|---|---|---|
| 3B.1 | *ASX security code & description | |
| 3B.2 | *Number of +securities to be quoted |
- See chapter 19 for defined terms
31 January 2020
Page 6
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 3B.3a | *Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued +securities in that class? |
|
|---|---|---|
| 3B.3b | *Is the actual date from which the +securities will rank equally (non-ranking end date) known? Answer this question if your response to Q3B.3a is “No”. |
|
| 3B.3c | *Provide the actual non-ranking end date Answer this question if your response to Q3B.3a is “No” and your response to Q3B.3b is “Yes”. |
|
| 3B.3d | *Provide the estimated non-ranking end period Answer this question if your response to Q3B.3a is “No” and your response to Q3B.3b is “No”. |
|
| 3B.3e | *Please state the extent to which the +securities do not rank equally: •in relation to the next dividend, distribution or interest payment; or •for any other reason Answer this question if your response to Q3B.3a is “No”. For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue. |
Part 3C – number and type of +securities to be quoted (new class) where issue has not previously been notified to ASX in an Appendix 3B
Not applicable
Answer the questions in this Part if your response to Q2.1 is anything other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “new class”.
| Question No. |
Question | Answer |
|---|---|---|
| 3C.1 | *Security description | |
| 3C.2 | *Security type Select one item from the list that best describes the securities the subject of this form. This will determine more detailed questions to be asked about the security later in this section. Select “ordinary fully or partly paid shares/units” for stapled securities or CDIs. For interest rate securities, please select the appropriate choice from either “Convertible debt securities” or “Non-convertible debt securities”. Select “Other” for performance shares/units and performance options/rights or if the selections available in the list do not appropriately describe the security being issued. |
☐Ordinary fully or partly paid shares/units ☐Options ☐+Convertible debt securities ☐Non-convertible +debt securities ☐Redeemable preference shares/units ☐Other |
| 3C.3 | ISIN code Answer this question if you are an entity incorporated outside Australia and you are seeking quotation of a new class of securities other than CDIs. See also the note at the top of this form. |
- See chapter 19 for defined terms 31 January 2020
Page 7
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 3C.4 | *Number of +securities to be quoted | |
|---|---|---|
| 3C.5a | *Will all the +securities issued in this class rank equally in all respects from the issue date? |
Yes or No |
| 3C.5b | *Is the actual date from which the +securities will rank equally (non-ranking end date) known? Answer this question if your response to Q3C.5a is “No”. |
Yes or No |
| 3C.5c | *Provide the actual non-ranking end date Answer this question if your response to Q3C.5a is “No” and your response to Q3C.5b is “Yes”. |
|
| 3C.5d | *Provide the estimated non-ranking end period Answer this question if your response to Q3C.5a is “No” and your response to Q3C.5b is “No”. |
|
| 3C.5e | *Please state the extent to which the +securities do not rank equally: •in relation to the next dividend, distribution or interest payment; or •for any other reason Answer this question if your response to Q3C.5a is “No”. For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue. |
|
| 3C.6 | Please attach a document or provide a URL link for a document lodged with ASX setting out the material terms of the +securities to be quoted You may cross-reference a disclosure document, PDS, information memorandum, investor presentation or other announcement with this information provided it has been released to the ASX Market Announcements Platform. |
|
| 3C.7 | *Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? Answer this question only if you are an ASX Listing. (ASX Foreign Exempt Listings and ASX Debt Listings do not have to answer this question). If your response is “No” and the securities have any unusual terms, you should approach ASX as soon as possible for confirmation under listing rule 6.1 that the terms are appropriate and equitable. |
Yes or No |
- See chapter 19 for defined terms 31 January 2020
Page 8
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 3C.8 | *Provide a distribution schedule for the new +securities according to the categories set out in the left hand column – including the number of recipients and the total percentage of the new +securities held by the recipients in each category. Number of +securities held Number of holders Total percentage of +securities held 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not have to answer this question) and the securities to be quoted have already been issued. Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to ASX a list of the 20 largest recipients of the new +securities, and the number and percentage of the new +securities received by each of those recipients, and a distribution schedule for the securities when they are issued. |
*Provide a distribution schedule for the new +securities according to the categories set out in the left hand column – including the number of recipients and the total percentage of the new +securities held by the recipients in each category. Number of +securities held Number of holders Total percentage of +securities held 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 and over Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not have to answer this question) and the securities to be quoted have already been issued. Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to ASX a list of the 20 largest recipients of the new +securities, and the number and percentage of the new +securities received by each of those recipients, and a distribution schedule for the securities when they are issued. |
|
|---|---|---|---|
| 3C.9a | Ordinary fully or partly paid shares/units details Answer the questions in this section if you selected this security type in your response to Question 3C.2. |
||
| *+Security currency This is the currency in which the face amount of an issue is denominated. It will also typically be the currency in which distributions are declared. |
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| *Will there be CDIs issued over the +securities? |
Yes or No | ||
| *CDI ratio Answer this question if you answered “Yes” to the previous question. This is the ratio at which CDIs can be transmuted into the underlying security (e.g. 4:1 means 4 CDIs represent 1 underlying security whereas 1:4 means 1 CDI represents 4 underlying securities). |
X:Y | ||
| *Is it a partly paid class of +security? | Yes or No | ||
| *Paid up amount: unpaid amount Answer this question if answered “Yes” to the previous question. The paid up amount represents the amount of application money and/or calls which have been paid on any security considered ‘partly paid’ The unpaid amount represents the unpaid or yet to be called amount on any security considered ‘partly paid’. The amounts should be provided per the security currency (e.g. if the security currency is AUD, then the paid up and unpaid amount per security in AUD). |
X:Y | ||
| *Is it a stapled +security? This is a security class that comprises a number of ordinary shares and/or ordinary units issued by separate entities that are stapled together for the purposes of trading. |
Yes or No | ||
| 3C.9b | Option details Answer the questions in this section if you selected this security type in your response to Question 3C.2. |
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| *+Security currency This is the currency in which the exercise price is payable. |
- See chapter 19 for defined terms 31 January 2020
Page 9
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| *Exercise price The price at which each option can be exercised and convert into the underlying security. The exercise price should be provided per the security currency (i.e. if the security currency is AUD, the exercise price should be expressed in AUD). |
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|---|---|---|
| *Expiry date The date on which the options expire or terminate. |
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| *Details of the number and type of +security (including its ASX security code if the +security is quoted on ASX) that will be issued if an option is exercised For example, if the option can be exercised to receive one fully paid ordinary share with ASX security code ABC, please insert “One fully paid ordinary share (ASX:ABC)”. |
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| 3C.9c | Details of non-convertible +debt securities, +convertible debt securities, or redeemable preference shares/units Answer the questions in this section if you selected one of these security types in your response to Question 3C.2. Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities” for further information on certain terms used in this section |
|
| *Type of +security Select one item from the list |
☐Simple corporate bond ☐Non-convertible note or bond ☐Convertible note or bond ☐Preference share/unit ☐Capital note ☐Hybrid security ☐Other |
|
| *+Security currency This is the currency in which the face value of the security is denominated. It will also typically be the currency in which interest or distributions are paid. |
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| Face value This is the principal amount of each security. The face value should be provided per the security currency (i.e. if security currency is AUD, then the face value per security in AUD). |
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| *Interest rate type Select one item from the list Select the appropriate interest rate type per the terms of the security. Definitions for each type are provided in the Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities |
☐Fixed rate ☐Floating rate ☐Indexed rate ☐Variable rate ☐Zero coupon/no interest ☐Other |
|
| Frequency of coupon/interest payments per year Select one item from the list. |
☐Monthly ☐Quarterly ☐Semi-annual ☐Annual ☐No coupon/interest payments ☐Other |
|
| First interest payment date |
- See chapter 19 for defined terms
31 January 2020
Page 10
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| A response is not required if you have selected “No coupon/interest payments” in response to the question above on the frequency of coupon/interest payments |
||
|---|---|---|
| Interest rate per annum Answer this question if the interest rate type is fixed. |
% p.a. | |
| *Is the interest rate per annum estimated at this time? Answer this question if the interest rate type is fixed. |
Yes or No | |
| If the interest rate per annum is estimated, then what is the date for this information to be announced to the market (if known) Answer this question if the interest rate type is fixed and your response to the previous question is “Yes”. Answer “Unknown” if the date is not known at this time. |
||
| *Does the interest rate include a reference rate, base rate or market rate (e.g. BBSW or CPI)? Answer this question if the interest rate type is floating or indexed. |
Yes or No | |
| *What is the reference rate, base rate or market rate? Answer this question if the interest rate type is floating or indexed and your response to the previous question is “Yes”. |
||
| *Does the interest rate include a margin above the reference rate, base rate or market rate? Answer this question if the interest rate type is floating or indexed. |
Yes or No | |
| *What is the margin above the reference rate, base rate or market rate (expressed as a percent per annum) Answer this question if the interest rate type is floating or indexed and your response to the previous question is “Yes”. |
% p.a. | |
| *S128F of the Income Tax Assessment Act status applicable to the +security Select one item from the list For financial products which are likely to give rise to a payment to which s128F of the Income Tax Assessment Act applies, ASX requests issuers to confirm the s128F status of the security: • “s128F exempt” means interest payments are not taxable to non-residents; • “Not s128F exempt” means interest payments are taxable to non-residents; • “s128F exemption status unknown” means the issuer is unable to advise the status; • “Not applicable” means s128F is not applicable to this security |
☐s128F exempt ☐Not s128F exempt ☐s128F exemption status unknown ☐Not applicable |
|
| *Is the +security perpetual (i.e. no maturity date)? |
Yes or No | |
| *Maturity date Answer this question if the security is not perpetual |
- See chapter 19 for defined terms 31 January 2020
Page 11
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| *Select other features applicable to the +security Up to 4 features can be selected. Further information is available in the Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities. |
☐Simple ☐Subordinated ☐Secured ☐Converting ☐Convertible ☐Transformable ☐Exchangeable ☐Cumulative ☐Non-Cumulative ☐Redeemable ☐Extendable ☐Reset ☐Step-Down ☐Step-Up ☐Stapled ☐None of the above |
|
|---|---|---|
| *Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)? |
Yes or No | |
| *If yes, what is the first trigger date Answer this question if your response to the previous question is “Yes”. |
||
| Details of the number and type of +security (including its ASX security code if the +security is quoted on ASX) that will be issued if the +securities to be quoted are converted, transformed or exchanged Answer this question if the security features include “converting”, “convertible”, “transformable” or “exchangeable”. For example, if the security can be converted into 1,000 fully paid ordinary shares with ASX security code ABC, please insert “1,000 fully paid ordinary shares (ASX:ABC)”. |
Part 4 – Issue details
| Part 4 – | Issue details | |
|---|---|---|
| Question No. |
Question | Answer |
| 4.1 | *Have the +securities to be quoted been issued yet? |
No |
| 4.1a | *What was their date of issue? Answer this question if your response to Q4.1 is “Yes”. |
Not applicable |
| 4.1b | *What is their proposed date of issue? Answer this question if your response to Q4.1 is “No”. |
14 April 2020 |
| 4.2 | *Are the +securities to be quoted being issued for a cash consideration? If the securities are being issued for nil cash consideration, answer this question “No”. |
Yes |
- See chapter 19 for defined terms 31 January 2020
Page 12
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 4.2a | *In what currency is the cash consideration being paid For example, if the consideration is being paid in Australian Dollars, state AUD. Answer this question if your response to Q4.2 is “Yes”. |
AUD |
|---|---|---|
| 4.2b | *What is the issue price per +security Answer this question if your response to Q4.2 is “Yes” and by reference to the issue currency provided in your response to Q4.2a. Note: you cannot enter a nil amount here. If the securities are being issued for nil cash consideration, answer Q4.2 as “No” and complete Q4.2c and Q4.2d. |
$0.0375 |
| 4.2c | Please describe the consideration being provided for the +securities to be quoted Answer this question if your response to Q4.2 is “No”. |
Not applicable |
| 4.2d | Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the +securities to be quoted Answer this question if your response to Q4.2 is “No”. |
Not applicable |
| 4.3 | Any other information the entity wishes to provide about the issue |
No |
Part 5 – Issued capital following quotation
Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:
Note: the figures provided in the tables in sections 5.1 and 5.2 below are used to calculate the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by the entity. If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 5.1 and include in the table in section 5.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX). Restricted securities should only be included in the table in section 5.1 if you are applying to have them quoted because the escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 5.2.
5.1 * Quoted +securities (total number of each +class of +securities quoted on ASX following the +quotation of the +securities the subject of this application) ASX security code and description Total number of +securities on issue IPD Fully Paid Ordinary Shares 764,416,612
- See chapter 19 for defined terms 31 January 2020
Page 13
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 5.2 | *Unquoted +securities(total number of each +class of +securities issued but not quoted on ASX): ASX security code and description Total number of +securities on issue Performance Rights (IPDAA) Options (IPDAAB) 8,774,845 36,431,858 |
*Unquoted +securities(total number of each +class of +securities issued but not quoted on ASX): ASX security code and description Total number of +securities on issue Performance Rights (IPDAA) Options (IPDAAB) 8,774,845 36,431,858 |
|
|---|---|---|---|
| ASX security code and description | Total number of +securities on issue | ||
| Performance Rights (IPDAA) Options (IPDAAB) |
8,774,845 36,431,858 |
||
Part 6 – Other Listing Rule requirements
The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:
-
your response to Q2.1 is “Being issued under a dividend/distribution plan” and the response to Q2.2b.2 is “No”; or
-
- your response to Q2.1 is “Other”.
Note that if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B”, it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.
Not Applicable
| Question No. |
Question | Answer |
|---|---|---|
| 6.1 | *Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? |
|
| 6.1a | *Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Answer this question if the response to Q6.1 is “Yes”. |
|
| 6.1b | *Are any of the +securities being issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1? Answer this question if the response to Q6.1 is “No”. |
|
| 6.1b.1 | *How many +securities are being issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1? Answer this question if the response to Q6.1 is “No” and the response to Q6.1b is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure B to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1 to issue that number of securities. |
|
| 6.1c | *Are any of the +securities being issued without +security holder approval using the entity’s additional 10% placement capacity under listing rule 7.1A (if applicable)? Answer this question if the response to Q6.1 is “No”. |
- See chapter 19 for defined terms 31 January 2020
Page 14
This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities
Appendix 2A
| 6.1c.1 | *How many +securities are being issued without +security holder approval using the entity’s additional 10% placement capacity under listing rule 7.1A? Answer this question if the response to Q6.1 is “No” and the response to Q6.1c is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure C to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1A to issue that number of securities. |
|
|---|---|---|
Introduced 01/12/19, amended 31/01/20
- See chapter 19 for defined terms 31 January 2020
Page 15
+Rule 3.10.3A, 3.10.3B, 3.10.3C
Appendix 3G
Notification of issue, conversion or payment up of equity +securities
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.
If you are an entity incorporated outside Australia and you are issuing a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers. *Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.
Part 1 – Entity and announcement details
| Question no |
Question | Answer |
|---|---|---|
| 1.1 | *Name of entity We (the entity here named) give notice of the issue, conversion or payment up of the following unquoted +securities. |
ImpediMed Limited |
| 1.2 | *Registration type and number Please supply your ABN, ARSN, ARBN, ACN or another registration type and number (if you supply another registration type, please specify both the type of registration and the registration number). |
ABN: 65 089 705 144 |
| 1.3 | *ASX issuer code | IPD |
| 1.4 | *This announcement is Tick whichever is applicable. |
☒A new announcement ☐An update/amendment to a previous announcement ☐A cancellation of a previous announcement |
| 1.4a | *Reason for update Mandatory only if “Update” ticked in Q1.4 above. A reason must be provided for an update. |
Not applicable. |
| 1.4b | *Date of previous announcement to this update Mandatory only if “Update” ticked in Q1.4 above. |
Not applicable |
| 1.4c | *Reason for cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
Not applicable |
| 1.4d | *Date of previous announcement to this cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
Not applicable |
| 1.5 | *Date of this announcement | 09 April 2020 |
- See chapter 19 for defined terms 31 January 2020
Page 1
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
Part 2 – Type of issue
| Part 2 – | Type of issue | payment up of equity +securities |
|---|---|---|
| Question No. |
Question | Answer |
| 2.1 | *The +securities the subject of this notification are: Select whichever item is applicable. If you wish to notify ASX of different types of issues of securities, please complete a separate Appendix 3G for each type of issue. |
☐+Securities issued as a result of options being exercised or other +convertible +securities being converted and that are not to be quoted on ASX ☐Partly paid +securities that have been fully paid up and that are not to be quoted on ASX ☐+Securities issued under an +employee incentive scheme that are not being immediately quoted on ASX ☒Other [please specify] If you have selected ‘other’ please provide the circumstances of the issue here: Options are being issued to participants pursuant to the Company’s accelerated non- renounceable pro rata entitlement offer with an institutional component and a retail component (Entitlement Offer), which was announced to the ASX on 02 April 2020 and as outlined in an Appendix 3B issued on the same date. This Appendix 3G relates to options issued pursuant to the institutional component of the Entitlement Offer. A portion of the institutional component of the Entitlement Offer and the retail component of the Entitlement Offer is yet to complete. One option is being issued for every one new share subscribed for under the Entitlement Offer. |
| 2.2a.1 | Please state the number and type of options that were exercised or other +convertible securities that were converted (including their ASX security code if available)? Answer this question if your response to Q2.1 is “securities issued as a result of options being exercised or other convertible securities being converted and that are not to be quoted on ASX”. |
Not applicable |
| 2.2a.2 | And the date the options were exercised or other +convertible securities were converted: Answer this question if your response to Q2.1 is “securities issued as a result of options being exercised or other convertible securities being converted and that are not to be quoted on ASX”. Note: If this occurred over a range of dates, enter the date the last of the options was exercised or convertible securities was converted. |
Not applicable |
- See chapter 19 for defined terms 31 January 2020
Page 2
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| payment up of equity +securities | payment up of equity +securities | ||||
|---|---|---|---|---|---|
| 2.2b.1 | Please state the number and type of partly paid +securities that were fully paid up (including their ASX security code if available)? Answer this question if your response to Q2.1 is “partly paid securities that have been paid up and that are not to be quoted on ASX”. |
Not applicable | |||
| 2.2b.2 | And the date the+securities were fully paid up: Answer this question if your response to Q2.1 is “partly paid securities that have been paid up and that are not to be quoted on ASX”. Note: If this occurred over a range of dates, enter the date the last of the securities was fully paid up. |
Not applicable | |||
| 2.2c.1 | Please state the number and type of +securities (including their ASX security code) issued under an +employee incentive scheme that are not being immediately quoted on ASX Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX”. |
Not applicable | |||
| 2.2c.2 | *Please attach a document or provide details of a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms. Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX”. |
Not applicable | |||
| 2.2c.3 | *Are any of these +securities being issued to +key management personnel (KMP) or an +associate Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX”. |
Not applicable | |||
| 2.2c.3.a | *Provide details of the recipients and the number of +securities issued to each of them. Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX” and your response to Q2.2c.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of registered holder”. Not applicable Name of KMP Name of registered holder Number of +securities |
||||
| insert the name of the associate in “Name of registered holder”. Not applicable |
|||||
| Not applicable | |||||
| Name of KMP | Name of registered holder | Number of +securities | |||
- See chapter 19 for defined terms
31 January 2020
Page 3
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| payment up of equity +securities | ||
|---|---|---|
| 2.2d.1 | *The purpose(s) for which the entity is issuing the +securities is: Answer this question if your response to Q2.1 is “Other”. You may select one or more of the items in the list. |
☐To raise additional working capital ☐To fund the retirement of debt ☐To pay for the acquisition of an asset [provide details below] ☐To pay for services rendered [provide details below] ☒Other [provide details below] Additional details: Please refer to the Company’s ASX Announcement dated 02 April 2020 in relation to the Entitlement Offer. |
| 2.2d.2 | Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including (if applicable) why the issue of the +securities has not been previously announced to the market in an Appendix 3B You must answer this question if your response to Q2.1 is “Other”. If there is no other information to provide, please answer “Not applicable” or “N/A”. |
The issue of the options the subject of this Appendix 3G was outlined in an Appendix 3B released to the ASX on 02 April 2020. |
| 2.3 | *The +securities being issued are: Tick whichever is applicable |
☐Additional +securities in an existing unquoted class that is already recorded by ASX ("existing class") ☒New +securities in an unquoted class that is not yet recorded by ASX ("new class") |
Part 3A – number and type of +securities being issued (existing class)
“ ” Answer the questions in this part if your response to Q2.3 is existing class .
| Question No. |
Question | Answer |
|---|---|---|
| 3A.1 | *ASX security code & description | Not applicable |
| 3A.2 | *Number of +securities being issued | Not applicable |
| 3A.3a | *Will the +securities being issued rank equally in all respects from their issue date with the existing issued +securities in that class? |
Not applicable |
| 3A.3b | *Is the actual date from which the +securities will rank equally (non-ranking end date) known? Answer this question if your response to Q3A.3a is “No”. |
Not applicable. |
| 3A.3c | *Provide the actual non-ranking end date Answer this question if your response to Q3A.3a is “No” and your response to Q3A.3b is “Yes”. |
Not applicable. |
| 3A.3d | *Provide the estimated non-ranking end period Answer this question if your response to Q3A.3a is “No” and your response to Q3A.3b is “No”. |
Not applicable. |
- See chapter 19 for defined terms 31 January 2020
Page 4
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| 3A.3e | *Please state the extent to which the +securities do not rank equally: •in relation to the next dividend, distribution or interest payment; or •for any other reason Answer this question if your response to Q3A.3a is “No”. For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue. |
Not applicable. |
|---|---|---|
Part 3B – number and type of +securities being issued (new class) - Not Applicable.
| Part 3B – number and type of +securities - Not Applicable. |
Part 3B – number and type of +securities - Not Applicable. |
being issued (new class) |
|---|---|---|
| _Answer the questions in this part if your response to Q2.3 is“new class”. _ | ||
| Question No. |
Question | Answer |
| 3B.1 | *Security description | |
| 3B.2 | *Security type Select one item from the list that best describes the securities the subject of this form. This will determine more detailed questions to be asked about the security later in this section. Select “ordinary fully or partly paid shares/units” for stapled securities or CDIs. For interest rate securities, please select the appropriate choice from either “Convertible debt securities” or “Non- convertible debt securities”. Select “Other” for performance shares/units and performance options/rights or if the selections available in the list do not appropriately describe the security being issued. |
☐Ordinary fully or partly paid shares/units ☒Options ☐+Convertible debt securities ☐Non-convertible +debt securities ☐Redeemable preference shares/units ☐Other |
| 3B.3 | ISIN code Answer this question if you are an entity incorporated outside Australia and you are issuing a new class of securities other than CDIs. See also the note at the top of this form. |
Not applicable |
| 3B.4 | *Number of +securities being issued | 248,833,825 |
| 3B.5a | *Will all the +securities issued in this class rank equally in all respects from the issue date? |
Yes |
| 3B.5b | *Is the actual date from which the +securities will rank equally (non-ranking end date) known? Answer this question if your response to Q3B.5a is “No”. |
Not applicable |
| 3B.5c | *Provide the actual non-ranking end date Answer this question if your response to Q3B.5a is “No” and your response to Q3B.5b is “Yes”. |
Not applicable |
| 3B.5d | *Provide the estimated non-ranking end period Answer this question if your response to Q3B.5a is “No” and your response to Q3B.5b is “No”. |
Not applicable |
- See chapter 19 for defined terms 31 January 2020
Page 5
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| payment up of equity +securities | |||||
|---|---|---|---|---|---|
| 3B.5e | *Please state the extent to which the +securities do not rank equally: •in relation to the next dividend, distribution or interest payment; or •for any other reason Answer this question if your response to Q3B.5a is “No”. For example, the securities may not rank at all, or may rank proportionately based on the percentage of the period in question they have been on issue, for the next dividend, distribution or interest payment; or they may not be entitled to participate in some other event, such as an entitlement issue. |
Not applicable | |||
| 3B.6 | Please attach a document or provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued You may cross reference a disclosure document, PDS, information memorandum, investor presentation or other announcement with this information provided it has been released to the ASX Market Announcements Platform. |
Please refer to the Entitlement Offer Prospectus dated 02 April 2020. https://www.asx.com.au/asxpdf/20200402/ pdf/44gn5tmjslkhcf.pdf |
|||
| 3B.7 | *Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? Answer this question only if you are an ASX Listing. (ASX Foreign Exempt Listings and ASX Debt Listings do not have to answer this question). If your response is “No” and the securities have any unusual terms, you should approach ASX as soon as possible for confirmation under listing rule 6.1 that the terms are appropriate and equitable. |
Yes | |||
terms, you should approach ASX as soon as possible for confirmation under listing rule 6.1 that the terms are appropriate and equitable. |
|||||
| 3B.8a | Ordinary fully or partly paid shares/units | details security type in your response to Question 3B.2. |
|||
| Answer the questions in this section if you selected this | |||||
| Not applicable | |||||
| *+Security currency This is the currency in which the face amount of an issue is denominated. It will also typically be the currency in which distributions are declared. |
Not applicable | ||||
| *Will there be CDIs issued over the +securities? |
Yes or No | ||||
| *CDI ratio Answer this question if you answered “Yes” to the previous question. This is the ratio at which CDIs can be transmuted into the underlying security (e.g. 4:1 means 4 CDIs represent 1 underlying security whereas 1:4 means 1 CDI represents 4 underlying securities). |
X:Y | ||||
| *Is it a partly paid class of +security? | Yes or No | ||||
| *Paid up amount: unpaid amount Answer this question if answered “Yes” to the previous question. The paid up amount represents the amount of application money and/or calls which have been paid on any security considered ‘partly paid’ The unpaid amount represents the unpaid or yet to be called amount on any security considered ‘partly paid’. The amounts should be provided per the security currency (e.g. if the security currency is AUD, then the paid up and unpaid amount per security in AUD). |
X:Y |
- See chapter 19 for defined terms
31 January 2020
Page 6
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| payment up of equity +securities | ||
|---|---|---|
| *Is it a stapled +security? This is a security class that comprises a number of ordinary shares and/or ordinary units issued by separate entities that are stapled together for the purposes of trading. |
Yes or No | |
| 3B.8b | Option details Answer the questions in this section if you selected this security type in your response to Question 3B.2. |
|
| *+Security currency This is the currency in which the exercise price is payable. |
AUD | |
| *Exercise price The price at which each option can be exercised and convert into the underlying security. If there is no exercise price please answer as $0.00. The exercise price should be provided per the security currency (i.e. if the security currency is AUD, the exercise price should be expressed in AUD). |
$0.0375 | |
| *Expiry date The date on which the options expire or terminate. |
31 March 2021 | |
| *Details of the number and type of +security (including its ASX security code if the +security is quoted on or recorded by ASX) that will be issued if an option is exercised For example, if the option can be exercised to receive one fully paid ordinary share with ASX security code ABC, please insert “One fully paid ordinary share (ASX:ABC)“. |
One fully paid ordinary share (ASX:IPD) | |
| 3B.8c | Details of non-convertible +debt securities, +convertible debt securities, or redeemable preference shares/units Answer the questions in this section if you selected one of these security types in your response to Question 3B.2. Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities” for further information on certain terms used in this section Not applicable |
|
| *Type of +security Select one item from the list |
☐Simple corporate bond ☐Non-convertible note or bond ☐Convertible note or bond ☐Preference share/unit ☐Capital note ☐Hybrid security ☐Other |
|
| *+Security currency This is the currency in which the face value of the security is denominated. It will also typically be the currency in which interest or distributions are paid. |
||
| Face value This is the principal amount of each security. The face value should be provided per the security currency (i.e. if security currency is AUD, then the face value per security in AUD). |
- See chapter 19 for defined terms
31 January 2020
Page 7
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| payment up of equity +securities | ||
|---|---|---|
| *Interest rate type Select one item from the list Select the appropriate interest rate type per the terms of the security. Definitions for each type are provided in the Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities |
☐Fixed rate ☐Floating rate ☐Indexed rate ☐Variable rate ☐Zero coupon/no interest ☐Other |
|
| Frequency of coupon/interest payments per year Select one item from the list. |
☐Monthly ☐Quarterly ☐Semi-annual ☐Annual ☐No coupon/interest payments ☐Other |
|
| First interest payment date A response is not required if you have selected “No coupon/interest payments” in response to the question above on the frequency of coupon/interest payments |
||
| Interest rate per annum Answer this question if the interest rate type is fixed. |
% p.a. | |
| *Is the interest rate per annum estimated at this time? Answer this question if the interest rate type is fixed. |
Yes or No | |
| If the interest rate per annum is estimated, then what is the date for this information to be announced to the market (if known) Answer this question if the interest rate type is fixed and your response to the previous question is “Yes”. Answer “Unknown” if the date is not known at this time. |
||
| *Does the interest rate include a reference rate, base rate or market rate (e.g. BBSW or CPI)? Answer this question if the interest rate type is floating or indexed |
Yes or No | |
| *What is the reference rate, base rate or market rate? Answer this question if the interest rate type is floating or indexed and your response to the previous question is “Yes”. |
||
| *Does the interest rate include a margin above the reference rate, base rate or market rate? Answer this question if the interest rate type is floating or indexed. |
Yes or No | |
| *What is the margin above the reference rate, base rate or market rate (expressed as a percent per annum) Answer this question if the interest rate type is floating or indexed and your response to the previous question is “Yes”. |
% p.a. |
- See chapter 19 for defined terms 31 January 2020
Page 8
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| payment up of equity +securities | ||
|---|---|---|
| *S128F of the Income Tax Assessment Act status applicable to the +security Select one item from the list For financial products which are likely to give rise to a payment to which s128F of the Income Tax Assessment Act applies, ASX requests issuers to confirm the s128F status of the security: • “s128F exempt” means interest payments are not taxable to non-residents; • “Not s128F exempt” means interest payments are taxable to non-residents; • “s128F exemption status unknown” means the issuer is unable to advise the status; • “Not applicable” means s128F is not applicable to this security |
☐s128F exempt ☐Not s128F exempt ☐s128F exemption status unknown ☐Not applicable |
|
| *Is the +security perpetual (i.e. no maturitydate)? |
Yes or No | |
| *Maturity date Answer this question if the security is not perpetual |
||
| *Select other features applicable to the +security Up to 4 features can be selected. Further information is available in the Guide to the Naming Conventions and Security Descriptions for ASX Quoted Debt and Hybrid Securities. |
☐Simple ☐Subordinated ☐Secured ☐Converting ☐Convertible ☐Transformable ☐Exchangeable ☐Cumulative ☐Non-Cumulative ☐Redeemable ☐Extendable ☐Reset ☐Step-Down ☐Step-Up ☐Stapled ☐None of the above |
|
| *Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)? |
Yes or No | |
| *If yes, what is the first trigger date Answer this question if your response to the previous question is “Yes”. |
- See chapter 19 for defined terms 31 January 2020
Page 9
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
Details of the number and type of +security (including its ASX security code if the +security is quoted on ASX) that will be issued if the securities to be quoted are converted, transformed or exchanged Answer this question if the security features include “converting”, “convertible”, “transformable” or “exchangeable”. For example, if the security can be converted into 1,000 fully paid ordinary shares with ASX security code ABC, please insert “1,000 fully paid ordinary shares (ASX:ABC)“.
Part 4 – Issue details
| Part 4 – | Issue details | |
|---|---|---|
| Question No. |
Question | Answer |
| 4.1 | *Have the +securities been issued yet? | No |
| 4.1a | *What was their date of issue? Answer this question if your response to Q4.1 is “Yes”. |
Not applicable |
| 4.1b | *What is their proposed date of issue? Answer this question if your response to Q4.1 is “No”. |
14 April 2020 |
| 4.2 | *Are the +securities being issued for a cash consideration? If the securities are being issued for nil cash consideration, answer this question “No”. |
Nil |
| 4.2a | *In what currency is the cash consideration being paid For example, if the consideration is being paid in Australian Dollars, state AUD. Answer this question if your response to Q4.2 is “Yes”. |
Not applicable. |
| 4.2b | *What is the issue price per +security Answer this question if your response to Q4.2 is “Yes” and by reference to the issue currency provided in your response to Q4.2a. Note: you cannot enter a nil amount here. If the securities are being issued for nil cash consideration, answer Q4.2 as “No” and complete Q4.2c. |
Not applicable. |
| 4.2c | Please describe the consideration being provided for the +securities Answer this question if your response to Q4.2 is “No”. |
The options are being issued to subscribers of shares issued under the institutional component of the Entitlement Offer on the basis of one option for each new share issued. |
| 4.3 | Any other information the entity wishes to provide about the issue |
No |
- See chapter 19 for defined terms
31 January 2020
Page 10
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
Part 5 – Unquoted +securities on issue
Following the issue of the +securities the subject of this application, the unquoted issued +securities of the entity will comprise:
Note: the figures provided in the table in section 5.1 below are used to calculate part of the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the table each class of unquoted securities issued by the entity.
Restricted securities should be included in table 5.1.
| This appendix isnot available as an online form Appendix 3G Please fill in and submit as a PDF announcement Notification of issue, conversion or payment up of equity +securities Part 5 – Unquoted +securities on issue |
This appendix isnot available as an online form Appendix 3G Please fill in and submit as a PDF announcement Notification of issue, conversion or payment up of equity +securities Part 5 – Unquoted +securities on issue |
This appendix isnot available as an online form Appendix 3G Please fill in and submit as a PDF announcement Notification of issue, conversion or payment up of equity +securities Part 5 – Unquoted +securities on issue |
This appendix isnot available as an online form Appendix 3G Please fill in and submit as a PDF announcement Notification of issue, conversion or payment up of equity +securities Part 5 – Unquoted +securities on issue |
|---|---|---|---|
| Following the issue of the +securities the subject of this application, the unquoted issued +securities of the entity will comprise: Note: the figures provided in the table in section 5.1 below are used to calculate part of the total market capitalisation of the entity published by ASX from time to time. Please make sure you include in the table each class of unquoted securities issued by the entity. Restricted securities should be included in table 5.1. |
|||
| 5.1 | *Total number of +securities on issue 8,774,845 36,431,858 248,833,825 |
||
| *ASX security code and description | *Total number of +securities on issue | ||
| Performance Rights (IPDAA) Options (IPDAB) Options |
8,774,845 36,431,858 248,833,825 |
||
Part 6 – Other Listing Rule requirements
The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:
-
your response to Q2.1 is “+securities issued under an +employee incentive scheme that are not being immediately quoted on ASX”; or
-
your response to Q2.1 is “Other”
| - your resp |
onse to Q2.1 is “Other” | |
|---|---|---|
| Question No. |
Question | Answer |
| 6.1 | *Are the securities being issued under Listing Rule 7.2 exception 131and therefore the issue does not need any security holder approval under Listing Rule 7.1? Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are not being immediately quoted on ASX”. |
No |
-
1 Exception 13 An issue of securities under an employee incentive scheme if within 3 years before the issue date:
-
(a) in the case of a scheme established before the entity was listed – a summary of the terms of the scheme and the maximum number of equity securities proposed to be issued under the scheme were set out in the prospectus, PDS or information memorandum lodged with ASX under rule 1.1 condition 3; or
-
(b) the holders of the entity’s ordinary securities have approved the issue of equity securities under the scheme as an exception to this rule. The notice of meeting must have included:
-
a summary of the terms of the scheme.
-
the number of securities issued under the scheme since the entity was listed or the date of the last approval under this rule;
-
the maximum number of +equity securities proposed to be issued under the scheme following the approval; and
-
a voting exclusion statement.
-
Exception 13 is only available if and to the extent that the number of +equity securities issued under the scheme does not exceed the maximum number set out in the entity’s prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the case of (b) above).
Exception 13 ceases to be available if there is a material change to the terms of the scheme from those set out in the entity’s prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the case of (b) above).
- See chapter 19 for defined terms
31 January 2020
Page 11
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| payment up of equity +securities | ||
|---|---|---|
| 6.2 | *Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Answer this question if the response to Q6.1 is “No”. |
No |
| 6.2a | *Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Answer this question if the response to Q6.1 is “No” and the response to Q6.2 is “Yes”. |
Not applicable |
| 6.2b | *Are any of the +securities being issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1? Answer this question if the response to Q6.1 is “No” and the response to Q6.2 is “No”. |
No |
| 6.2b.1 | *How many +securities are being issued without +security holder approval using the entity’s 15% placement capacity under listing rule 7.1? Answer this question if the response to Q6.1 is “No”, the response to Q6.2 is “No” and the response to Q6.2b is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure B to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1 to issue that number of securities. |
Not applicable |
| 6.2c | *Are any of the +securities being issued without +security holder approval using the entity’s additional 10% placement capacity under listing rule 7.1A (if applicable)? Answer this question if the response to Q6.1 is “No” and the response to Q6.2 is “No”. |
No |
- See chapter 19 for defined terms 31 January 2020
Page 12
This appendix is not available as an online form Please fill in and submit as a PDF announcement
Appendix 3G Notification of issue, conversion or payment up of equity +securities
| 6.2c.1 | *How many +securities are being issued without +security holder approval using the entity’s additional 10% placement capacity under listing rule 7.1A? Answer this question if the response to Q6.1 is “No”, the response to Q6.2 is “No” and the response to Q6.2c is “Yes”. Please complete and separately send by email to your ASX listings adviser a work sheet in the form of Annexure C to Guidance Note 21 confirming the entity has the available capacity under listing rule 7.1A to issue that number of securities. |
Not applicable |
|---|---|---|
Introduced 01/12/19; amended 31/01/20
- See chapter 19 for defined terms 31 January 2020
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