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INVION LIMITED — Capital/Financing Update 2018
Feb 11, 2018
65148_rns_2018-02-11_fe4fe905-767e-4299-9b01-5fed16c325ed.pdf
Capital/Financing Update
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ASX ANNOUNCEMENT: CLEANSING STATEMENT
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12 February 2018
NOTICE UNDER SECTION 708AA(2)(f) OF THE CORPORATIONS ACT 2001 (CTH) RIGHTS ISSUE CLEANSING STATEMENT
Invion Limited (ASX: IVX) ( Invion or the Company ) today announced that it is undertaking a nonrenounceable pro-rata entitlement offer ( Entitlement Offer ) to raise approximately $2.5 million, before offer costs and expenses.
Under the Entitlement Offer, eligible shareholders that are entitled to participate can subscribe for 8 new shares ( New Share ) for every 27 shares held as at 7.00pm (AEDT) on Thursday, 15 February 2018 at an issue price of $0.002 per New Share.
The Entitlement Offer is fully underwritten by The Cho Group Limited ( Underwriter ). Further details regarding the Entitlement Offer are set out in the ASX announcement released today.
This notice is given under section 708AA(2)(f) of the Corporations Act 2001 (Cth) ( Act ) (as notionally modified by ASIC Corporations (Non-Traditional Rights Issue) Instrument 2016/84) ( ASIC Instrument 2016/84 ). Where applicable, references in this notice to the Act are to those sections as modified by ASIC Instrument 2016/84.
For the purposes of section 708AA(7) of the Act, Invion advises that:
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(a) the New Shares will be issued without disclosure to investors under Part 6D.2 of the Act;
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(b) this notice is being given under section 708AA(2)(f) of the Act;
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(c) as at the date of this notice, Invion has complied with:
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(i) the provisions of Chapter 2M of the Act as they apply to Invion; and
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(ii) section 674 of the Act;
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(d) as at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) of the Act that is required to be set out in this notice under section 708AA(7) of the Act;
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(e) the potential effect the Entitlement Offer will have on the control of Invion, and the consequences of that effect, will depend on a number of factors, including eligible shareholders’ interest in taking up their entitlements as well as the level of participation of eligible shareholders in taking up additional shares under the shortfall facility;
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(f) while it is not possible for the directors to predict the outcome of the factors set out in paragraph (e) above, a non-exhaustive list setting out the potential effect on control is as follows:
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(i) the percentage interests of shareholders that are not eligible shareholders; and eligible shareholders who do not take up their full entitlement, will be diluted;
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(ii) if all eligible shareholders take up their entitlements for New Shares, all eligible shareholders will hold the same percentage interest in Invion as before the Entitlement Offer;
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(iii) any remaining New Shares not taken up in the shortfall facility will be issued to the Underwriter or to sub-underwriters. The below table sets out the potential effects on control assuming (A) all entitlements are taken up by shareholders, and (B) no entitlements are taken up by shareholders:
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Invion Limited ABN 76 094 730 417
GPO Box 1557, Brisbane, QLD, 4001. P +61 7 3295 0500 F +61 7 3295 0599 www.inviongroup.com
ASX ANNOUNCEMENT: CLEANSING STATEMENT
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| Shareholder | Number of Shares | Percentage | Number of | Percentage |
|---|---|---|---|---|
| (assuming all | interest | Shares | interest | |
| rights taken up | (assuming no | |||
| by Shareholders) | rights taken up | |||
| by Shareholders) | ||||
| All existing | 1,603,610,910 | 29.41% | 1,237,071,273 | 22.69% |
| Shareholders other | ||||
| than The Cho | ||||
| Group | ||||
| The Cho Group | 3,848,566,296 | 70.59% | 4,215,105,933 | 77.31% |
| and Polar Ventures | ||||
| TOTAL | 5,452,177,206 | 100% | 5,452,177,206 | 100% |
FOR MORE INFORMATION CONTACT: Managing Director and CEO: Dr Greg Collier. P: 07 3295 0500 E: [email protected]
Invion Limited ABN 76 094 730 417
GPO Box 1557, Brisbane, QLD, 4001. P +61 7 3295 0500 F +61 7 3295 0599 www.inviongroup.com