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IMRICOR MEDICAL SYSTEMS INC. — Capital/Financing Update 2020
Apr 30, 2020
65123_rns_2020-04-30_910dcf5c-0d67-4a67-8291-763977212828.pdf
Capital/Financing Update
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ASX Announcement
ISSUE OF ROYALTY SHARES
1 May 2020 – Melbourne, Australia (30 April 2020 – Minneapolis, United States) – Imricor Medical Systems, Inc. ( Company or Imricor ) ( ASX:IMR ) advises that as disclosed in the Company’s replacement prospectus dated 14 August 2019 ( Prospectus ) and pursuant to the relevant royalty and conversion agreements, as summarised in the Prospectus, the Company has issued a total of 7,197,634 shares of class A common stock to Dr. Henry Halperin and Dr. Ronald Berger per table below ( Royalty Shares ).
| Number of shares of class A common stock |
|
|---|---|
| Dr. Henry Halperin | 4,798,423 |
| Dr. Ronald Berger | 2,399,211 |
| Total | 7,197,634 |
As disclosed in the Prospectus, ASX granted the Company a waiver from Listing Rule 7.1 to the extent necessary to permit the Company to issue the Royalty Shares to Dr Halperin and Dr Berger, subject to certain conditions including that the Royalty Shares were issued by no later than 12 April 2020 (US time).
The Company was not able to complete the issuance by 12 April 2020 due to administrative inconvenience caused by the COVID-19 restriction in the US. As a result, the Company applied for, and ASX granted, an extension to allow the Company to issue the Royalty Shares by no later than 30 April 2020 under the Listing Rule 7.1 waiver granted to the Company at the time of admission.
Attached is an Appendix 2A for the issuance.
Authorised for release by Steve Wedan, Executive Chair, President, and CEO .
ENDS
Further Information
Investors: Steve Wedan Executive Chair, President and CEO Email: [email protected]
Carrie Barrack Senior Advisor, Cato & Clive Email: [email protected] Mobile: +61 422 464 028
Media:
Carrie Barrack Senior Advisor, Cato & Clive Email: [email protected] Mobile: +61 422 464 028
Imricor Medical Systems, Inc. (ASX: IMR) | ARBN 633 106 019
400 Gateway Blvd. | Burnsville, Minnesota 55337 USA | +1 952.818.8400 | imricor.com
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About Imricor
Imricor Medical Systems, Inc. (ASX:IMR) is a leading developer of innovative MRI-compatible medical devices which can be used to carry out MRI-guided cardiac catheter ablation procedures. Headquartered in the US, Imricor seeks to make a meaningful impact on patients, healthcare professionals, and healthcare facilities around the world by increasing the success rates and bringing down the overall costs of cardiac catheter ablation procedures.
Imricor’s Products
Imricor is a pioneer and leader in developing MRI-compatible products for cardiac catheter ablation procedures, and believes it is the first company in the world to bring commercially viable and safe MRI-compatible products to the cardiac catheter ablation market.
The Vision-MR Ablation Catheter is the Company’s prime product offering, specifically designed to work under realtime MRI guidance, with the intent of enabling higher success rates along with a faster and safer treatment compared to conventional procedures using x-ray guided catheters. The Vision-MR Ablation Catheter has been approved in the European Union with an indication for treating type 1 atrial flutter. Imricor intends to seek approval for expanded indications in the future. The Company is also in the early stages of pursuing the required regulatory approvals to place its key products on the market in Australia and the U.S.
The Company has also obtained approval within the EU for the sale of the Advantage-MR EP Recorder/Stimulator System and its consumable product, the Vision-MR Dispersive Electrode.
Imricor expects to sell its capital and consumable products to hospitals and clinics for use in Interventional Cardiac Magnetic Resonance Imaging (iCMR) labs, in which ablation procedures using the Vision-MR Ablation Catheter can be performed. An iCMR lab is an interventional lab that is fitted with MRI equipment for use in cardiac diagnostic and interventional procedures. The installation of iCMR labs is driven primarily by MRI equipment vendors working collaboratively with Imricor. Vendors such as Koninklijke Philips N.V. and Siemens Healthcare GmbH help to target certain sites and support the design and construction of iCMR labs for those sites.
Foreign Ownership Restrictions
Imricor’s CHESS Depositary Interests ( CDIs ) are issued in reliance on the exemption from registration contained in Regulation S of the US Securities Act of 1933 ( Securities Act ) for offers which are made outside the US. Accordingly, the CDIs have not been, and will not be, registered under the Securities Act or the laws of any state or other jurisdiction in the US. As a result of relying on the Regulation S exemption, the CDIs are ‘restricted securities’ under Rule 144 of the Securities Act. This means that you are unable to sell the CDIs into the US or to a US person for the foreseeable future except in very limited circumstances after the expiration of a restricted period, unless the re-sale of the CDIs is registered under the Securities Act or an exemption is available. To enforce the above transfer restrictions, all CDIs issued bear a ‘FOR US’ designation on the Australian Securities Exchange ( ASX ). This designation restricts any CDIs from being sold on ASX to US persons. However, you are still able to freely transfer your CDIs on ASX to any person other than a US person. In addition, hedging transactions with regard to the CDIs may only be conducted in accordance with the Securities Act.
Forward-Looking Statements
This announcement contains or may contain forward-looking statements that are based on the Company’s 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. These include, without limitation, EU commercial market acceptance and EU. sales of our product as well as our expectations with respect to our ability to develop and commercialise new products. Management believes that these forward-looking statements are reasonable when made. You should not place undue reliance on forward-looking statements because they speak only as of the date when made. Imricor 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. Imricor may not actually achieve the plans, projections or expectations disclosed in forwardlooking statements. Actual results, developments or events could differ materially from those disclosed in the forwardlooking statements.
Imricor Medical Systems, Inc. (ASX: IMR) | ARBN 633 106 019
400 Gateway Blvd. | Burnsville, Minnesota 55337 USA | +1 952.818.8400 | imricor.com
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 |
Imricor Medical Systems, Inc. |
| 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). |
ARBN 633 106 019 |
| 1.3 | *ASX issuer code | IMR |
| 1.4 | *This announcement is Tick whichever is applicable. |
☒A new announcement☐An update/amendment to a previousannouncement ☐A cancellation of a previousannouncement |
| 1.4a | *Reason for update Mandatory only if “Update” ticked in Q1.4 above. A reason must be provided for an update. |
|
| 1.4b | *Date of previous announcement to this update Mandatory only if “Update” ticked in Q1.4 above. |
|
| 1.4c | *Reason for cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
|
| 1.4d | *Date of previous announcement to this cancellation Mandatory only if “Cancellation” ticked in Q1.4 above. |
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
1.5 *Date of this announcement 30 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 optionsbeing 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 escrowperiod 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” |
|
| 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 or No |
- 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
| 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. |
|
|---|---|---|
| 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”. |
|
| 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. |
Yes or No |
| 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”. |
|
| 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. |
|
| 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”. |
- See chapter 19 for defined terms 31 January 2020
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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
| 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. |
|
|---|---|---|
| 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”. |
|
| 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. |
|
| 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”. |
|
| 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. |
|
| 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”. |
- See chapter 19 for defined terms 31 January 2020
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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
| 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”. |
*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”. |
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|---|---|---|---|---|---|
| 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”. |
Yes or No | |||
| 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”. Name of KMP Name of registered holder Number of +securities |
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registered holder”. |
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| 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: The shares are issued under the Royalty Agreements and Conversion Agreements as discussed in the Company’s Replacement Prospectus dated 14 August 2019, with the following hyperlink: https://www.asx.com.au/asxpdf/20190830/pdf/4481n y0ypmpqv4.pdf See section 9.3 on pages 115 and 116 for more details. |
- See chapter 19 for defined terms 31 January 2020
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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
| 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”. |
The shares were issued on 24 April 2020 (US time) pursuant to the terms of the Royalty Agreements and Conversion Agreements and were issued at a deemed issue price of A$0.955, being the closing price of the Company’s CDIs on Friday,24 April 2020 (AU time). Please refer to the Replacement Prospectus date 14 August 2019 for more details. |
|---|---|---|
| 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”. |
No (but refer to the Replacement Prospectus date 14 August 2019 for more details) |
| 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. |
|
| 2.3 | *The +securities to be quoted are: Tick whichever is applicable |
☒Additional +securities in a class that isalready 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 | |
| 3A.2 | *Number of +securities to be quoted |
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
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 | IMR (Shares of Class A Common Stock / Chess Depositary Interests) |
| 3B.2 | *Number of +securities to be quoted | 7,197,634 |
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31 January 2020
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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
| 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? |
Yes |
|---|---|---|
| 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”. |
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| 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
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. |
|
| 3C.4 | *Number of +securities to be quoted |
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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
| 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
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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
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.
| 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. |
*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. |
*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. |
*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. |
*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 |
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| 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 a | |||||
have to answer this question) and the |
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| 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. |
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| *+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
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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
| *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. |
||
| 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). |
||
| *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
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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
| 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. |
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| *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
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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
| *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? |
Yes |
| 4.1a | *What was their date of issue? Answer this question if your response to Q4.1 is “Yes”. |
24 April 2020 (US time) 25 April 2020 (AU time) |
| 4.1b | *What is their proposed date of issue? Answer this question if your response to Q4.1 is “No”. |
N/A |
| 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”. |
No. |
- See chapter 19 for defined terms 31 January 2020
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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
| 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 for the purposes of calculating deemed issue price. |
|---|---|---|
| 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. |
N/A |
| 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”. |
See section 2.2h above |
| 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”. |
Deemed issue price of A$0.955 per share. |
| 4.3 | Any other information the entity wishes to provide about the issue |
N/A |
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 |
|---|---|
| Chess Depositary Interests assuming all shares are held as CDIs (IMR) |
98,596,798 |
- See chapter 19 for defined terms 31 January 2020
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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
| 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 A. ASX restricted Shares / CDIs (ASX: IMRAE and IMRAF) B. Options with various expiry dates and exercisable prices (ASX: IMRAJ and IMRAH) C. Warrants (ASX: IMRAI and IMRAG) A. 13,491,704 B. 8,556,547 C. 787,909 |
*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 A. ASX restricted Shares / CDIs (ASX: IMRAE and IMRAF) B. Options with various expiry dates and exercisable prices (ASX: IMRAJ and IMRAH) C. Warrants (ASX: IMRAI and IMRAG) A. 13,491,704 B. 8,556,547 C. 787,909 |
|
|---|---|---|---|
| ASX security code and description | Total number of +securities on issue | ||
| A. ASX restricted Shares / CDIs (ASX: IMRAE and IMRAF) B. Options with various expiry dates and exercisable prices (ASX: IMRAJ and IMRAH) C. Warrants (ASX: IMRAI and IMRAG) |
A. 13,491,704 B. 8,556,547 C. 787,909 |
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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.
| 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? |
No. ASX granted a waiver from listing rule 7.1 to the extent necessary to permit the Company to issue up to 7,200,000 shares subject to the condition that the shares are issued no later than 30 April 2020. |
| 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”. |
N/A |
| 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”. |
N/A |
| 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. |
N/A |
| 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”. |
N/A |
- See chapter 19 for defined terms
31 January 2020
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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
| 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. |
N/A |
|---|---|---|
Introduced 01/12/19, amended 31/01/20
- See chapter 19 for defined terms 31 January 2020
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