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IMUGENE LIMITED — Capital/Financing Update 2018
Jun 6, 2018
65124_rns_2018-06-06_d74c4a1b-4549-4caa-8f56-8ac7adeb45e4.pdf
Capital/Financing Update
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7 June 2018
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Dear Fellow Shareholder
Imugene Entitlement Offer – notice to eligible shareholders
On 7 June 2018, Imugene Limited (ASX code: IMU) ( Imugene ) announced a $20.1 million equity raising through a placement to institutional investors at $0.027 per share (and 1 new option for every 3 new shares issued with an exercise price of $0.040 per new option exercisable on or before 30 November 2021) to raise approximately $12 million ( Placement ), and a 1 for 9.5 non-renounceable entitlement offer of fully paid ordinary shares in Imugene ( New Shares ) (and 1 new option for every 3 New Shares issued) to raise approximately $8.1 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 acceleration of the newly combined Imugene pipeline of HER2, PD-1 and combinations of B-cell vaccine clinical programs acquired from Ohio State University Comprehensive Cancer Centre’s ( OSU ) and Mayo B-cell Peptide IP and Clinical Portfolio (as announced by the Company on 7 June 2018);
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2 completion of Phase 2 Trial for OSU/Mayo Clinic HER-2 Vaccine;
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3 adaptive clinical study for PD-1 vaccine candidate;
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4 new vaccine candidates through IND enabling studies;
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5 R&D programs at OSU to advance additional vaccine candidates; and
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6 GMP manufacturing and GLP-preclinical studies for clinical candidates.
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 9.5 existing ordinary shares (and 1 new option for every 3 New Shares issued with an exercise price of $0.040 per new option exercisable on or before 30 November 2021) in Imugene held at 7.00pm (AEDT) on 13 June 2018 ( Record Date ) at an offer price of $0.027 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 7 June 2018. If you are not an Eligible Shareholder you cannot participate in the Entitlement Offer. Imugene will notify those shareholders who are not Eligible Shareholders.
IMUGENE LIMITED ACN 009 179 551 Phone +61 3 9824 5254 Fax +61 3 9822 7735 Website www.imugene.com
Further details about the Entitlement Offer
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The Entitlement Offer is non-renounceable. Accordingly, Entitlements do not trade on the ASX, nor can they be transferred or otherwise disposed of.
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 18 June 2018, 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.
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----- Start of picture text ----- Event DateAnnouncement of the Entitlement Offer 7 June 2018Mailing of the Entitlement Offer details 8 June 2018Ex date 12 June 2018Record Date for Entitlement Offer (7.00pm (AEDT)) 13 June 2018Prospectus and Entitlement & Acceptance Form despatched 18 June 2018Entitlement Offer opens 18 June 2018Closing date for acceptances under Entitlement Offer (5.00pm (AEDT)) 3 July 2018New Shares quoted on deferred settlement basis 4 July 2018Company notifies ASX of under subscriptions 6 July 2018Allotment of New Shares under the Entitlement Offer 11 July 2018Despatch of holding statements for New Shares issued under 12 July 2018the Entitlement OfferNormal ASX trading for New Shares issued under the Entitlement Offer 12 July 2018commences----- End of picture text -----
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.
IMUGENE LIMITED ACN 009 179 551 Phone +61 3 9824 5254 Fax +61 3 9822 7735 Website www.imugene.com
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On behalf of the Directors, I thank you for your continued support of Imugene.
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Yours sincerely
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Paul Hopper Executive Chairman Imugene Limited
IMUGENE LIMITED ACN 009 179 551 Phone +61 3 9824 5254 Fax +61 3 9822 7735 Website www.imugene.com
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Important information
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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 ACN 009 179 551 Phone +61 3 9824 5254 Fax +61 3 9822 7735 Website www.imugene.com
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