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IMPEDIMED LIMITED — Capital/Financing Update 2020
Apr 1, 2020
65135_rns_2020-04-01_84e57efc-fdff-468a-974e-661ff0e42601.pdf
Capital/Financing Update
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Proposed issue of securities
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Announcement Summary
Entity name
IMPEDIMED LIMITED
Announcement Type
New announcement
Date of this announcement
Thursday April 2, 2020
The Proposed issue is:
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An accelerated offer
Total number of +securities proposed to be issued for an accelerated offer
Maximum Number of ASX +Security Code +Security Description +securities to be issued n/a Options 664,364,099 IPD ORDINARY FULLY PAID 664,364,099
Trading resumes on an ex-entitlement basis (ex date)
Friday April 3, 2020
+Record date
Monday April 6, 2020
Offer closing date for retail +security holders
Wednesday April 22, 2020
Issue date for retail +security holders
Wednesday April 29, 2020
Refer to next page for full details of the announcement
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Proposed issue of securities
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Part 1 - Entity and announcement details
1.1 Name of +Entity
IMPEDIMED LIMITED
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.
1.2 Registered Number Type
Registration Number
ABN 65089705144
1.3 ASX issuer code
IPD
1.4 The announcement is
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New announcement
1.5 Date of this announcement
Thursday April 2, 2020
1.6 The Proposed issue is:
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An accelerated offer
1.6b The proposed accelerated offer is
Accelerated non-renounceable entitlement offer (commonly known as a JUMBO or ANREO)
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Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 - Are any of the following approvals required for the entitlement offer to be unconditional? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity
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No
Part 3B - Offer details
Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued
ASX +Security Code and Description
IPD : ORDINARY FULLY PAID
Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class
Will the proposed issue of this +security include an offer of attaching +securities? Yes
If the entity has quoted company options, do the terms entitle option holders to participate on exercise? No
Details of +securities proposed to be issued
ASX +Security Code and Description
IPD : ORDINARY FULLY PAID
ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)
The quantity of additional +securities For a given quantity of +securities to be issued held 13 10
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What will be done with fractional Maximum Number of +securities entitlements? proposed to be issued Fractions rounded up to the next 664,364,099 whole number
Purpose of the issue
The proceeds from the Entitlement Offer will be used towards:
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Commercialisation and reimbursement of lymphoedema application in the US market;
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Commercialisation of heart failure application;
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Development and commercialisation of renal failure application;
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Data and software enhancements;
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Clinical trials; and - General working capital purposes
Offer price details for retail security holders
Issue Currency Offer Price per +security Estimated or Actual? Actual AUD - Australian Dollar AUD 0.03750
Offer price details for institutional security holders
Could offer price per +security be determined by bookbuild? No
Oversubscription & Scale back details
Are +security holders allowed to oversubscribe? Yes
Provide the oversubscription details
Institutional shortfall will be offered via a bookbuild. No shortfall facility is being offered to Eligible Retail Shareholders.
May a scale back be applied to this event?
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No
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes
Attaching +Security
Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)? New class
Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)
Details of attaching +securities proposed to be issued
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ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? Yes No ASX +Security Code +Security Description New class-code to be confirmed Options
+Security Type Options
Offer ratio (ratio of attaching securities at which the new +securities will be issued)
The quantity of attaching +securities to be issued For a given quantity of the new +securities issued 1 1 What will be done with fractional entitlements? Maximum Number of +securities proposed to be issued 664,364,099
Fractions rounded up to the next whole number
Offer price details for retail security holders
Issue Currency AUD - Australian Dollar
Offer Price per +security AUD 0.00000
Estimated or Actual? Actual
Offer price details for institutional security holders
Could offer price per +security be determined by bookbuild? No
Oversubscription & Scale back details
Are +security holders allowed to oversubscribe? No
May a scale back be applied to this event? No
Will all the +securities issued in this class rank equally in all respects from their issue date? Yes
Options details
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+Security Currency
AUD - Australian Dollar
Exercise Price AUD 0.0375
Expiry date Wednesday March 31, 2021
Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option
IPD : ORDINARY FULLY PAID
Please provide any further information relating to the principal terms of the +securities
Options are exercisable in whole or in part on 30 June 2020, 30 September 2020, 31 December 2020 and 31 March 2021.
Part 3D - Timetable
3D.1a First day of trading halt
Monday March 30, 2020
3D.1b Announcement date of accelerated offer
Thursday April 2, 2020
3D.2 Trading resumes on an ex-entitlement basis (ex date)
Friday April 3, 2020
3D.5 Date offer will be made to eligible institutional +security holders Thursday April 2, 2020
3D.6 Application closing date for institutional +security holders Thursday April 2, 2020
3D.8 Announcement of results of institutional offer
Friday April 3, 2020
3D.9 +Record date
Monday April 6, 2020
3D.10 +Issue date for institutional +security holders
Tuesday April 14, 2020
3D.11 Date on which offer documents will be sent to retail +security holders entitled to participate in the +pro rata issue
Thursday April 9, 2020
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3D.12 Offer closing date for retail +security holders
Wednesday April 22, 2020
3D.13 Last day to extend retail offer close date
Friday April 17, 2020
3D.16 Entity announces results of retail offer, including the number and percentage of +securities taken up by existing retail +security holders. Monday April 27, 2020
3D.19 Issue date for retail +security holders
Wednesday April 29, 2020
Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer? Yes
3E.1a Who is the lead manager/broker?
Canaccord Genuity (Australia) Limited and Wilsons Corporate Finance Limited are joint lead managers. Morgans Financial Limited is co-manager.
3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
5.5% of the gross proceeds of the Entitlement Offer (including proceeds received under the institutional bookbuild).
3E.2 Is the proposed offer to be underwritten?
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Yes
3E.2a Who are the underwriter(s)?
Canaccord Genuity (Australia) Limited and Wilsons Corporate Finance Limited
3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)?
The Institutional Entitlement Offer is underwritten to the amount of approximately $8.0 million. The Retail Entitlement Offer is not underwritten.
3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)?
See 3E.1b above.
3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated See section 10.8 of the Prospectus dated 02 April 2020.
3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? No
3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission?
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No
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3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer See Prospectus dated 02 April 2020. Part 3F - Further Information 3F.1 The purposes for which the entity intends to use the cash raised by the proposed issue Per response in Part 3B 'Purpose of the Issue' 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has security holders who will not be eligible to participate in the proposed issue Ineligible institutional shareholders are in any jurisdiction outside Australia, New Zealand, Hong Kong, United Kingdom and Singapore (& any other jurisdictions determined by IPD and the JLMs). Ineligible retail shareholders are in any jurisdiction outside Australia and New Zealand. 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes 3F.5a Please provide further details
The applicable beneficiary must satisfy the criteria for an Eligible Retail Shareholder.
3F.6 URL on the entity's website where investors can download information about the proposed issue www.impedimed.com
3F.7 Any other information the entity wishes to provide about the proposed issue No
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