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MACH7 TECHNOLOGIES LIMITED — Capital/Financing Update 2015
Dec 6, 2015
65285_rns_2015-12-06_81497558-d587-435d-a332-aec802de5ee4.pdf
Capital/Financing Update
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7 December 2015
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ASX Announcement
Mach7 waives merger condition and 3D Medical extends Share Purchase Plan
3D Medical Limited (ASX: 3DM) ( 3DM or the Company ) is pleased to announce that Mach7 Technologies Pte. Ltd. ( Mach7 ) has waived a key condition of the proposed merger between 3DM and Mach7.
Under the binding Heads of Agreement announced on 26 October 2015, completion of the proposed merger was subject to a closing condition that 3DM raise a minimum of $10 million of capital ( Capital Raising Condition ), as well as other customary closing conditions.
3DM announced on 28 October 2015 that it had raised $3,984,080 under a placement of shares.
As at the date of this announcement, 3DM has also received irrevocable and binding commitments from existing 3DM option holders to exercise a total of 40,857,405 options on issue in the Company, at an exercise price of $0.05 per option. 3DM will raise a total of approximately $2.5 million from the exercise of such options. The option holders have agreed to exercise their options by no later than 1 business day after 3DM receives all necessary shareholder approvals in connection with 3DM’s proposed merger with Mach7 Technologies Pte. Ltd. ( Mach7 ), which is expected to be in early 2016.
Due to the current performance of the Mach7 business and Mach7's expectations about its future prospects, Mach7 has agreed to waive the Capital Raising Condition. Closing of the proposed merger remains subject to other customary conditions including approval of 3DM shareholders at a general meeting to be held in early 2016.
Extension of Closing Date of SPP
Notwithstanding Mach7’s waiver of the Capital Raising Condition, the Board has resolved to extend the closing date of the SPP from 7 December 2015 to 5:00pm (Melbourne time) on 21 December 2015 , in order to provide eligible shareholders who have not participated in the SPP a further opportunity to do so.
The SPP allows eligible shareholders the opportunity to purchase shares in 3DM at $0.075 per share (with no brokerage or transaction costs), being the same price as shares issued under the Company’s recent placement of shares.
The funds raised under the various offers will be used to provide working capital to support further research and development, sale and marketing activities for Mach7, build out 3DM's value-added offerings, retire the debt in Mach7 (approximately US$2 million) and pay for the costs of the transaction and capital raisings.
3DM’s Chairman Dr Nigel Finch said “Mach7’s Enterprise Imaging Platform enjoyed record levels of interest from prospective customers at this week’s RSNA conference in Chicago, and upon reviewing Mach7’s strong and growing order book it is evident current sales performance is ahead of expectations. Accordingly, both 3DM and Mach7 feel confident that the merged entity’s commercial plans can be funded from the current level of business activity rather than solely from capital raising.”
-ENDS
3D Medical Limited ACN 007 817 192 Unit 4, 435 Williamstown Road, Port Melbourne, Victoria 3207 W:www.3Dmedical.com.au I E:[email protected] I T:+613 9646 2222 I F:+613 9645 4707
For more information, contact :
3D Medical Limited Dr Nigel Finch, Chairman (+61 421 742 878) Email: [email protected] Web: www.3Dmedical.com.au
About 3D Medical Limited:
At 3D Medical our aim is to aid medical professionals in the facilitation of improved clinical care, improving medical procedures, diagnostics and ultimately improving patient outcomes.
3D Medical is a medical specific 3D printing and holographic projection and data integrations provider. Our services 3D Medical Printing; EchoPixel (holographic projection technology); GestSure (in surgery image control); Mach 7 (enterprise imaging solution provides healthcare organisations with the ability to archive, consolidate, access, and share medical imaging data across departments, locations and regions); and MediDATA provide medical practices the opportunity to leverage their analytical capabilities to gain an improved understanding of the characteristics of the patients which drive their business.
These new and innovative products leverage data already captured by conventional imaging modalities and apply it in more meaningful ways to deliver improved economic and patient outcomes.
Further information is available at www.3DMedical.com.au
About Mach7 Technologies:
Mach7 is a global provider of enterprise image management systems and services that allow healthcare enterprises to easily identify, connect, and share diagnostic image and patient care intelligence where and when it is needed. Their innovative communication and workflow technology delivers complete image management including rapid record identification, integration, synchronisation and routing, advanced clinical viewing, and optimized vendor neutral archiving (VNA) across the enterprise.
Healthcare institutions around the world use Mach7 solutions for archiving, clinical productivity improvement, IT cost savings, health information exchange, meaningful use compliance, and improved patient data communication. Mach7 has locations in the U.S., Asia, Australia, and the Middle East.
Further information is available at www.mach7t.com
3D Medical Limited ACN 007 817 192 Unit 4, 435 Williamstown Road, Port Melbourne, Victoria 3207 W:www.3Dmedical.com.au I E:[email protected] I T:+613 9646 2222 I F:+613 9645 4707