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MACH7 TECHNOLOGIES LIMITED — Capital/Financing Update 2008
Jun 19, 2008
65285_rns_2008-06-19_a93db7d7-f1a3-47a4-b927-2bc9a826d9cb.pdf
Capital/Financing Update
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SAFETY MEDICAL PRODUCTS LIMITED ACN 007 817 192
SHARE PURCHASE PLAN – OFFER DOCUMENT
| Share Purchase Plan (SPP) | Share Purchase Plan (SPP) | The SPP provides eligible holders of shares in Safety Medical Products Limited(Company) with the opportunity to acquire up to 50,000 additional shares in theCompany (Shares). There is a maximum of $1.475 million of Shares availableunder the SPP. Accordingly, applications will be accepted on a first come, firstaccepted basis, or scaled back on a pro-rata basis, as the Company’s directorsdecide. Each offer is made on the same terms and conditions. | The SPP provides eligible holders of shares in Safety Medical Products Limited(Company) with the opportunity to acquire up to 50,000 additional shares in theCompany (Shares). There is a maximum of $1.475 million of Shares availableunder the SPP. Accordingly, applications will be accepted on a first come, firstaccepted basis, or scaled back on a pro-rata basis, as the Company’s directorsdecide. Each offer is made on the same terms and conditions. |
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| e Purchase Plan (SPP) | The SPP provides eligible holders of shares in Safety Medical Products Lim | ||
| (Company) with the opportunity to acquire up to 50,000 additional shares inCompany (Shares). There is a maximum of $1.475 million of Shares availaunder the SPP. Accordingly, applications will be accepted on a first come,accepted basis, or scaled back on a pro-rata basis, as the Company’s direcdecide. Each offer is made on the same terms and conditions. | |||
| Attac | hing options | Shareholders will receive one free option (Attaching Option) for everyShares they apply for under the SPP, exercisable at 25 cents each beforeJanuary 2010. The Company has issued a prospectus (Prospectus) containfull details of the Attaching Options, which shareholders should read in full befapplying for Shares. | two31ingore |
| Eligi | bility | Registered holders of fully paid Shares at 5:00 pm (Adelaide time) on 18 J2008 and having a registered address in either Australia or New Zealandeligible to participate in the SPP (Eligible Shareholders). | uneare |
| Issu | e Price | The price per Share issued under the SPP will be 10 cents each and is 12.lower than the daily volume weighted average price of Shares over the five Atrading days up to and including 3 June 2008 (being the last day of trading befthe SPP was announced). | 5%SXore |
| Amo | unt to invest | You may apply under one of the alternatives below:•5,000 Shares (giving an entitlement to 2,500 Attaching Options on the teof the Prospectus) at a total application price of $500;•10,000 Shares (giving an entitlement to 5,000 Attaching Options on the teof the Prospectus) at a total application price of $1,000;•20000 Shares (giving an entitlement to 10000 Attaching Options on | rmsrmsthethe |
| , ,terms of the Prospectus) at a total application price of $2,000; or•50,000 Shares (giving an entitlement to 25,000 Attaching Options onterms of the Prospectus) at a total application price of $5,000. | |||
| Indic*Subj2001 ASXvariedprior | ative timetable*ect to the_Corporations Act_and the Listing Rules ofLimited, these dates may beby the directors withoutnotice. | Opening Date for receipt of Applications – 25 June 2008Closing Date for receipt of Applications – 9 July 2008Date of Issue of Shares – 16 July 2008Anticipated Date of Quotation of Shares – 23 July 2008 | |
| How | to apply | If you wish to participate in the SPP you must complete the enclosed ApplicaForm in accordance with the instructions on that Form and return it togethera cheque or money order made payable to “Safety Medical Products Limitbefore the Closing Date. | tionwithed” |
| Righ | ts attached to Shares | New Shares will rank equally with existing Shares on issue at the date | of |
| allotment. | |||
| Tran | sferring rights | The offer is non-renounceable meaning rights to take up Shares cannottransferred. | be |
| WhamoreForm | t to do if you receivethan one Application | If you receive more than one Application Form, or if you hold Shares in mthan one capacity, for example if you are both a sole and joint holder of Shathe maximum number of Shares you may apply for under the SPP is 50,000. | oreres, |
| Other terms, conditions andimportant notices | dii d | Oh dii d i i li h SPP |
[PJK]102011
SAFETY MEDICAL PRODUCTS LIMITED ACN 007 817 192
SHARE PURCHASE PLAN – OFFER DOCUMENT
OTHER IMPORTANT TERMS, CONDITIONS AND NOTICES
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You should be aware that the market price of Shares may rise or fall before the Shares are allotted to you under the SPP; therefore, the issue price of Shares under the SPP may exceed or be less than the market price of Shares at the time of allotment to shareholders.
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Shareholders will be bound by the constitution of the Company and these terms and conditions by accepting the offer to acquire Shares under the SPP.
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The Company has a broad discretion to accept or reject your application to purchase Shares under the SPP, including (without limitation) if: your Application Form is incorrectly completed or incomplete or otherwise determined by the Company to be invalid; the cheque or money order that you enclose with the Application Form is not made out for the exact amount of the parcel of Shares that you have selected on the Application Form, is dishonoured or has not been completed correctly; or the Company believes that you are not an Eligible Shareholder.
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The Company may issue to any person fewer Shares than the person applied for under the SPP. No interest will be paid on any application money returned to you.
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Where a trustee or nominee is noted on the Company’s share register as holding Shares on behalf of another person ( Beneficiary ), the trustee or nominee may, in respect of each Beneficiary, apply for a maximum of $5,000 in Shares. If registered trustee or nominee holdings do not include a named Beneficiary, the maximum number of Shares the trustee or nominee may apply for will be to a value of $5,000.
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If you apply to participate in the SPP by completing and returning the Application Form:
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6.1 your application, on these terms and conditions, will be irrevocable and unconditional (it cannot be withdrawn);
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6.2 you acknowledge that you are an Eligible Shareholder;
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6.3 you certify that you have not applied for Shares with an aggregate application price in excess of $5,000 under the SPP and any similar arrangement in the 12 months prior to your application, even though you may have received more than one offer under the SPP or received offers in more than one capacity under the SPP; and
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6.4 you acknowledge that you are lawfully permitted to accept the offer to acquire Shares under the SPP and participate in the SPP in accordance with the laws applicable in Australia and any other applicable laws in the jurisdiction in which you and/or the beneficial owner of your Shares are situated.
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The Company may modify or terminate the SPP at any time. The Company will notify ASX of any modification or termination of the SPP. The omission to give notice of any modification to, or termination of the SPP or the failure of ASX to receive such notice will not invalidate the termination or modification.
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The Company may, in any manner it thinks fit, settle any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the SPP, whether generally or in relation to any participant, application or Shares. The decision of the Company in this respect will be conclusive and binding on all shareholders and other persons to whom that determination relates.