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MONASH IVF GROUP LIMITED Capital/Financing Update 2020

Apr 26, 2020

65385_rns_2020-04-26_c5fbbe73-a101-4090-9bb1-53ef180b90ba.pdf

Capital/Financing Update

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27 April 2020

Corey Lian Adviser, Listings Compliance (Sydney) ASX Limited 20 Bridge Street SYDNEY NSW 2000

By email: [email protected] and via the Company Announcements Platform

Dear Sir

Notice under Section 708AA(2)(f) of the Corporations Act 2001 (Cth)

This notice is given by Monash IVF Group Limited (ASX:MVF) ( Company ) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) ( Act ) as modified by as modified by applicable legislative instruments including ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 and ASIC Corporations (Disregarding Technical Relief) Instrument 2016/73 (the ASIC Instruments ).

The Company has today announced that it is undertaking a pro-rata accelerated nonrenounceable entitlement offer to raise approximately $40.2 million ( Entitlement Offer ) and an institutional placement to raise approximately $39.8 million ( Placement ) (the Placement and Entitlement Offer together, Offer ). Under the Entitlement Offer, eligible shareholders will be invited to subscribe for 1 fully paid share in the Company ( New Shares ) for every 3.05 shares held as at 7.00pm (Sydney time) on Wednesday, 29 April 2020 by shareholders with a registered address in Australia and New Zealand and certain other jurisdictions nominated by the Company and in compliance with local securities law.

Shares will be offered at an issue price of $0.52 per New Share under the Offer.

Further details regarding the Offer are set out in the ASX announcement and Investor Presentation released earlier today (Monday, 27 April 2020).

For purposes of section 708AA(7) of the Act, the Company confirms in relation to the Entitlement Offer, that:

  • a) the New Shares will be offered without disclosure to investors under Part 6D.2 of the Act;

  • b) this notice is being given under section 708AA(2)(f) of the Act, as modified by the ASIC Instruments;

  • c) as at the date of this notice, the Company has complied with:

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

    • ii) section 674 of the Act; and

  • 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; and

  • e) The potential effect that the Entitlement Offer will have on the control of the Company and the consequences of that effect will depend on a number of factors, including investor demand and existing shareholdings. However, it is not expected that the issue of the New Shares under the Entitlement Offer will have any material effect or consequence on the control of the Company, and it is not expected that any shareholder will acquire voting power to 20% or more of the Company as a result of participating in the Entitlement Offer.

For and on behalf of the Board of the Company.

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Malik Jainudeen Chief Financial Officer and Company Secretary