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IMUGENE LIMITED Capital/Financing Update 2018

Jul 11, 2018

65124_rns_2018-07-11_caecdc09-7b03-4c98-9722-aa964ff445b0.pdf

Capital/Financing Update

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Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

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

Name of entity

Imugene Limited

ABN

99 009 179 551

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1
+Class of+securities issued or to be
issued
2
Number of+securities issued or to
be issued (if known) or maximum
number which may be issued
3
Principal terms of the+securities
(e.g. if options, exercise price and
expiry
date;
if
partly
paid
+securities, the amount outstanding
and due dates for payment; if
+convertible
securities,
the
conversion price and dates for
conversion)
Shares (IMU)
Options (IMUOB)
a) 2,516 Shares (Exercise of Options)
b) 300,516,177 Shares (Rights Issue)
c) 100,171,696 Options (Rights Issue)
a & b) Fully Paid Ordinary Shares
Fully Paid Ordinary Shares
c) Options with an exercise price of $0.04
per option each option exercisable for one
Share in the Company at any time up to and
including 30 November 2021.
  • See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 1

Appendix 3B New issue announcement

4
Do the+securities rank equally in
all respects from the date of
allotment with an existing+class of
quoted+securities?
If the additional securities do not
rank equally, please state:
 the date from which they do
 the
extent
to
which
they
participate
for
the
next
dividend, (in the case of a trust,
distribution) or interest payment
 the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
5
Issue price or consideration
6
Purpose of the issue
(If issued as consideration for the
acquisition
of
assets,
clearly
identify those assets)
6a
Is the entity an+eligible entity that
has
obtained
security
holder
approval under rule 7.1A?
If Yes, complete sections 6b – 6h_in_
relation to the+securities the
subject of this Appendix 3B, and
comply with section 6i
6b
The date the security holder
resolution under rule 7.1A was
passed
6c
Number
of
+securities
issued
without security holder approval
under rule 7.1
6d
Number of+securities issued with
security holder approval under rule
7.1A
a & b) The shares will be quoted and rank
equally with all other quoted shares on issue
in the Company.
c) The options will be quoted and are a new
class of securities and may only be
exercised in accordance with their terms
and conditions. Upon exercise of the
options to fully paid ordinary shares, the
shares will rank equally with existing
quoted fully paid ordinary shares on issue
a) $0.026 per Share
b) $0.027 per Share
c) Nil
a) Issue of Shares (IMU) upon exercise of
Options (IMUOA)
b & c) Non-renounceable pro rata Rights
Issue
Yes
14 November 2017
Nil
Nil
  • See chapter 19 for defined terms.

Appendix 3B Page 2

01/08/2012

Appendix 3B New issue announcement

6e
Number of+securities issued with
security holder approval under rule
7.3, or another specific security
holder approval (specify date of
meeting)
6f
Number of securities issued under
an exception in rule 7.2
6g
If securities issued under rule 7.1A,
was issue price at least 75% of 15-
day VWAP as calculated under rule
7.1A.3? Include the issue date and
both values. Include the source of
the VWAP calculation.
6h
If securities were issued under rule
7.1A for non-cash consideration,
state date on which valuation of
consideration was released to ASX
Market Announcements
6i
Calculate the entity’s remaining
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and
release
to
ASX
Market
Announcements
7
Dates of entering+securities into
uncertificated holdings or despatch
of certificates
8
Number and+class of all+securities
quoted on ASX (_including_the
securities in section 2 if applicable)
Nil Nil
a) 2,516 Shares (Exercise of Options)
b) 300,516,177 Shares (Rights Issue)
c) 100,171,696 Options (Rights Issue)
N/A
N/A
See Annexure 1
11 July 2018
Number +Class
3,155,401,075
242,456,646
100,171,696
Fully Paid Ordinary
Shares (IMU)
Options exercisable
at $0.026 expiring
on 30 November
2020 (IMUOA)
Options exercisable
at $0.04 expiring on
30 November 2021
(IMUOB)
  • See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 3

Appendix 3B New issue announcement

9
Number and+class of all+securities
not quoted on ASX (_including_the
securities in section 2 if applicable)
10
Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
Number
+Class
2,500,000
10,000,000
2,500,000
2,500,000
9,000,000
9,000,000
9,000,000
5,000,000
5,000,000
10,000,000
Options exercisable
at $0.025 expiring
14/07/2019
Options exercisable
at $0.015 expiring
26/10/2018
Options exercisable
at $0.0125 expiring
26/10/2019
Options exercisable
at $0.0175 expiring
26/10/2019
Options exercisable
at $0.0125 expiring
14/09/2020
Options exercisable
at $0.015 expiring
14/09/2020
Options exercisable
at $0.0175 expiring
14/09/2020
Options exercisable
at $0.02 expiring
30/06/2020
Options exercisable
at $0.025 expiring
30/06/2020
Options exercisable
at $0.02 expiring
04/12/2020
Unchanged
  • See chapter 19 for defined terms.

Appendix 3B Page 4

01/08/2012

Appendix 3B New issue announcement

Part 2 - Bonus issue or pro rata issue

11
Is security holder approval required?
12
Is the issue renounceable or non-
renounceable?
13
Ratio in which the+securities will be
offered
14
+Class of+securities to which the
offer relates
15
+Record
date
to
determine
entitlements
16
Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17
Policy for deciding entitlements in
relation to fractions
18
Names of countries in which the
entity has+security holders who will
not be sent new issue documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19
Closing
date
for
receipt
of
acceptances or renunciations
20
Names of any underwriters
21
Amount of any underwriting fee or
commission
22
Names of any brokers to the issue
23
Fee or commission payable to the
broker to the issue
No
Non-renounceable
1 for 9.5 with 1 attaching Option for every
3 New Shares issued
Fully Paid Ordinary Shares
13 June 2018
N/A
Fractional entitlements rounded down
All countries other than Australia and New
Zealand
3 July 2018
Bell Potter Securities Limited
7% of the gross proceeds of the
Entitlement Offer (excluding GST)
N/A
N/A
  • See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 5

Appendix 3B New issue announcement

24
Amount of any handling fee payable
to brokers who lodge acceptances or
renunciations on behalf of+security
holders
25
If the issue is contingent on+security
holders’ approval, the date of the
meeting
26
Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
27
If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28
Date rights trading will begin (if
applicable)
29
Date rights trading will end (if
applicable)
30
How do+security holders sell their
entitlements_in full_through a
broker?
31
How do+security holders sell_part_of
their entitlements through a broker
and accept for the balance?
32
How do+security holders dispose of
their entitlements (except by sale
through a broker)?
33
+Issue date
N/A
N/A
18 June 2018
7 June 2018
N/A
N/A
N/A
N/A
N/A
11 July 2018
  • See chapter 19 for defined terms.

Appendix 3B Page 6

01/08/2012

Appendix 3B New issue announcement

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

  • 34 Type of securities ( tick one )

  • (a) Securities described in Part 1

  • (b) All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

  • 35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

  • 37 A copy of any trust deed for the additional[+] securities
  • See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 7

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38
Number of securities for which
+quotation is sought
39
Class of
+securities for which
quotation is sought
40
Do the+securities rank equally in all
respects from the date of allotment
with an existing+class of quoted
+securities?
If the additional securities do not
rank equally, please state:
 the date from which they do
 the
extent
to
which
they
participate for the next dividend,
(in
the
case
of
a
trust,
distribution) or interest payment
 the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
41
Reason for request for quotation now
Example: In the case of restricted securities, end of
restriction period
(if issued upon conversion of another
security, clearly identify that other
security)
42
Number and+class of all+securities
quoted on ASX (_including_the
securities in clause 38)
N/A
N/A
N/A
N/A
Number +Class
  • See chapter 19 for defined terms.

Appendix 3B Page 8

01/08/2012

Appendix 3B New issue announcement

Quotation agreement

  • 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

  • 2 We warrant the following to ASX.

  • The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

  • There is no reason why those[+] securities should not be granted +quotation.

  • An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

  • If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

  • 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:

==> picture [79 x 62] intentionally omitted <==

Date: 12 July 2018

Print name : Phillip Hains (Company Secretary)

  • See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 9

Appendix 3B New issue announcement

Appendix 3B – Annexure 1

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

Introduced 01/08/12

Part 1

Rule 7.1 – Issues exceeding 15% of capital

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

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

Insert number of fully paid ordinary 2,365,238,659
securities on issue 12 months before date
of issue or agreement to issue
Add the following:
417,940,193
• Number of fully paid ordinary securities
issued in that 12-month period under
an exception in rule 7.2
• Number of fully paid ordinary securities
issued in that 12-month period with 372,222,223
shareholder approval
• Number of partly paid ordinary
securities that became fully paid in that
12-month period
Note:
• Include only ordinary securities here –
other classes of equity securities
cannot be added
• Include here (if applicable) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as
separate line items
Subtract the number of fully paid ordinary Nil
securities cancelled during that 12-month
period
“A” 3,155,401,075
----- End of picture text -----

  • See chapter 19 for defined terms.

Appendix 3B Page 10

01/08/2012

Appendix 3B New issue announcement

==> picture [403 x 596] intentionally omitted <==

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

Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 473,310,161
Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used
Insert number of equity securities issued Nil
or agreed to be issued in that 12-month
period not counting those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under
rule 7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the
securities the subject of the Appendix
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as
separate line items
“C” Nil
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15 473,310,161
Note: number must be same as shown in
Step 2
Subtract “C” Nil
Note: number must be same as shown in
Step 3
----- End of picture text -----

“C”
Nil
“C”
Nil
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
Note: number must be same as shown in
Step 2
473,310,161
Subtract“C”
Note: number must be same as shown in
Step 3
Nil
Total[“A” x 0.15] – “C” 473,310,161
[Note: this is the remaining placement
capacity under rule 7.1]
  • See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 11

Appendix 3B New issue announcement

Part 2

Rule 7.1A – Additional placement capacity for eligible entities

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

“A” 3,155,401,075 Note: number must be same as shown in Step 1 of Part 1 Step 2: Calculate 10% of “A” “D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 315,540,108 Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

==> picture [404 x 228] intentionally omitted <==

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

Insert number of equity securities issued Nil
or agreed to be issued in that 12-month
period under rule 7.1A
Notes:
• This applies to equity securities – not
just ordinary securities
• Include here – if applicable – the
securities the subject of the Appendix
3B to which this form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with
in Part 1), or for which specific security
holder approval has been obtained
• It may be useful to set out issues of
securities on different dates as
separate line items
“E” Nil
----- End of picture text -----

  • See chapter 19 for defined terms.

Appendix 3B Page 12

01/08/2012

Appendix 3B New issue announcement

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
“A” x 0.10
Note: number must be same as shown in
Step 2
315,540,108
Subtract“E”
Note: number must be same as shown in
Step 3
Nil
Total[“A” x 0.10] – “E” 315,540,108
Note: this is the remaining placement
capacity under rule 7.1A
  • See chapter 19 for defined terms.

01/08/2012

Appendix 3B Page 13

ABN: 99 009 179 551

==> picture [247 x 81] intentionally omitted <==

12 July 2018

ASX ANNOUNCEMENT

Notice Under Section 708A(5) of the Corporations Act 2001

[ASX Code: IMU]

This notice is given under paragraph (5)(e) of section 708A of the Corporations Act 2001 .

==> picture [278 x 125] intentionally omitted <==

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

Type: Shares
Class/Description: Ordinary
ASX Code: IMU
Date of Issue: 12 July 2018
Number Issued: 2,516
Issue Price per Security: $0.026
----- End of picture text -----

Accordingly, the Company gives notice under section 708A(5)(e) of the Corporations Act 2001 (Cth) (the

" Corporations Act ") that:

  1. the abovementioned ordinary shares were issued without disclosure to investors under Part 6D.2

of the Corporations Act ;

  1. as at the date of this notice the Company has complied with:

  2. (i) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

  3. (ii) section 674 of the Corporations Act ; and

  4. as at the date of this notice there is no "excluded information" (as defined in subsection 708A(7) of the Corporations Act ) which is required to be disclosed by the Company.

For and on behalf of the Company,

==> picture [89 x 70] intentionally omitted <==

Phillip Hains

Company Secretary