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IMUGENE LIMITED — Capital/Financing Update 2017
Nov 22, 2017
65124_rns_2017-11-22_4e1b6974-1a28-4373-bac3-bdc06651461e.pdf
Capital/Financing Update
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23 November 2017
Imugene Limited ACN 009 179 551 Level 3, 62 Lygon Street Carlton VIC 3053
Dear Shareholder
Imugene Entitlement Offer – notice to eligible shareholders
On 23 November 2017, Imugene Limited (ASX code: IMU) ( Imugene ) announced a $8.7 million equity raising through a placement to institutional investors at $0.018 per share (and 1 new option for every 2 new shares issued with an exercise price of $0.026 per new option exercisable on or before 30 November 2020) to raise approximately $6.7 million ( Placement ), and a 1 for 21 non-renounceable entitlement offer of fully paid ordinary shares in Imugene ( New Shares ) (and 1 new option for every 2 New Shares issued) to raise approximately $2.03 million ( Entitlement Offer ).
In addition to providing additional working capital to meet operational needs, the proceeds of the Entitlement Offer and Placement (together, the Equity Raising ) will enable Imugene to proceed with:
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1 completion of a HER-Vaxx Phase 1b/2 clinical trial;;
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2 completion of at least two investigator sponsored studies (in collaboration with institutional centers);;
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3 identifying and developing mimotope candidates;; and
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4 securing mimotope intellectual property.
The Entitlement Offer is fully underwritten by Bell Potter Securities Limited.
Summary of key terms of the Entitlement Offer
Under the Entitlement Offer, Eligible Shareholders (defined below) will be invited to subscribe for 1 New Share for every 21 existing ordinary shares (and 1 new option for every 2 New Share issued with an exercise price of $0.026 per new option exercisable on or before 30 November 2020) in Imugene held at 7.00pm (AEDT) on 29 November 2017 ( Record Date ) at an offer price of $0.018 per New Share ( Entitlement ).
Eligibility of shareholders to participate in the Entitlement Offer
You are being sent this letter because Imugene believes you are an Eligible Shareholder. An Eligible Shareholder means a holder of Imugene Shares at 7.00pm (AEDT) on the Record Date who has a registered address in Australia or New Zealand or is a Shareholder that Imugene has otherwise determined is eligible to participate.
The Entitlement Offer is being made by Imugene in accordance with section 713 of the Corporations Act 2001 (Cth). Imugene lodged a prospectus for the Entitlement Offer with the Australian Securities and Investments Commission on 23 November 2017. If you are not an Eligible Shareholder you cannot participate in the Entitlement Offer. Imugene will notify those shareholders who are not Eligible Shareholders.
Further details about the Entitlement Offer
The Entitlement Offer is non-renounceable. Accordingly, Entitlements do not trade on the ASX, nor can they be transferred or otherwise disposed of.
IMUGENE LIMITED Telephone +61 3 9824 5254 Fax +61 3 9822 7735 Website www.imugene.com
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Fractional Entitlements will be rounded up to the nearest whole number of New Shares and holdings on different registers or sub-registers will not be aggregated to calculate Entitlements.
Shareholder approval is not required for Imugene to make the offer under the Entitlement Offer.
Prospectus
On 4 December 2017, you will be sent a prospectus and personalised entitlement and acceptance form which contains important information about the Entitlement Offer and sets out the number of New Shares you are entitled to purchase under the Entitlement Offer. A copy of the prospectus is also available on the ASX website at www.asx.com.au and Imugene’s website at www.imugene.com.
Key dates
Imugene expects the Entitlement Offer to be conducted according to the following timetable.
| Event | Date |
|---|---|
| Announcement of the Entitlement Offer | 23 November 2017 |
| Mailing of the Entitlement Offer details | 24 November 2017 |
| Ex date | 28 November 2017 |
| Record Date for Entitlement Offer (7.00pm (AEDT)) | 29 November 2017 |
| Prospectus and Entitlement & Acceptance Form despatched | 4 December 2017 |
| Entitlement Offer opens | 4 December 2017 |
| Closing date for acceptances under Entitlement Offer (5.00pm (AEDT)) | 18 December 2017 |
| New Shares quoted on deferred settlement basis | 19 December 2017 |
| Company notifies ASX of under subscriptions | 19 December 2017 |
| Allotment of New Shares under the Entitlement Offer | 22 December 2017 |
| Despatch of holding statements for New Shares issued under the Entitlement Offer |
22 December 2017 |
| Normal ASX trading for New Shares issued under the Entitlement Offer commences |
27 December 2017 |
This Timetable is indicative only. The Directors may vary these dates subject to the Listing Rules and the underwriting agreement. An extension of the closing date will delay the anticipated date for issue of the New Shares.
The Directors also reserve the right not to proceed with the whole or part of the Entitlement Offer any time before the allotment and issue of the New Shares. In that event, the relevant application monies (without interest) will be returned in full to applicants.
Further information
If you have any queries, please call 1300 288 664 (within Australia) or +61 2 9698 5414 (outside Australia) between 8.30am and 5.00pm AEDT Monday to Friday during the offer period or, alternatively, consult your professional adviser.
On behalf of the Directors, I thank you for your continued support of Imugene.
Yours sincerely
Paul Hopper Chairman Imugene Limited
IMUGENE LIMITED Telephone +61 3 9824 5254 Fax +61 3 9822 7735 Website www.imugene.com
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Important information
This letter does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States, or in any other jurisdiction in which such an offer would be illegal. The securities referred to in this document have not been, and will not be, registered under the US Securities Act of 1933 (the ‘US Securities Act’), or under the securities laws of any state or other jurisdiction of the United States and may not be offered or sold, directly or indirectly, within the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.
IMUGENE LIMITED Telephone +61 3 9824 5254 Fax +61 3 9822 7735 Website www.imugene.com
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