AI assistant
NANOSONICS LIMITED — Director's Dealing 2007
Dec 19, 2007
65405_rns_2007-12-19_a448ce49-4be7-44db-a852-ec2ee0815e6e.pdf
Director's Dealing
Open in viewerOpens in your device viewer
Appendix 3B New issue announcem
20 December 2007
Company Announcements Office Australian Securities Exchange
Director’s Final Interest Notice, Options issued, Options lapsed.
Director’s Final Interest Notice
Further to Nanosonics’ announcement on 14 December 2007 that Mr Geoff Marshall would step down as a Director of the Company, a Director’s Final Interest Notice (Appendix 3Z) is appended to this announcement. In addition, a total of 1,650,000 unquoted options to acquire ordinary shares, previously granted to Geoff Marshall, have lapsed – see details provided below.
Options issued
Nanosonics has allotted 80,000 options to acquire ordinary shares in the Company. The options were allotted under the terms and conditions of the Employee Share Option Plan and have an exercise price of $0.75 per share. The first vesting date is 30 September 2008 and, if not exercised, the options expire on 30 September 2011.
Options lapsed
Nanosonics advises that the following options have lapsed.
| Class of Options | Exercise Price |
Expiry Date | Number of Options |
|---|---|---|---|
| NANAQ - Unquoted options granted under the Employee Share Option Plan |
$0.20 | 17 May 2011 | 1,500,000 |
| NANAS - Unquoted options granted under the Employee Share Option Plan |
$0.75 | 17 May 2011 | 150,000 |
| NANAY – Unquoted options granted under the Employee Share Option Plan |
$0.20 | 17 May 2011 | 50,000 |
| NANAY – Unquoted options granted under the Employee Share Option Plan |
$0.75 | 17 May 2011 | 10,000 |
Appended below in respect of these changes is Statement 3B New Issue Announcement and Statement 3Z Final Director’s Interest Notice.
==> picture [144 x 54] intentionally omitted <==
Chris Grundy CFO and Company Secretary
For more information please contact: Chris Grundy, Chief Financial Officer, on 61-2-8063 1600.
About Nanosonics
Nanosonics Limited is developing a portfolio of decontamination products designed to reduce the spread of infection. The Company owns intellectual property relating to a unique disinfection and sterilisation technology which can be suited to a variety of markets.
Initial market applications are designed for the reprocessing of reusable medical instruments. The Company’s first product is designed to disinfect Ultrasound Transducers. In parallel with the commercialisation of this product, Nanosonics is also developing other medical applications and exploring opportunities for its proprietary technology in other industries.
For more information about Nanosonics please visit www.nanosonics.com.au
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 2
Appendix 3B New issue announcement
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement, application for quotation of additional securities and agreement
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.
Name of entity Nanosonics Limited ABN 11 095 076 896
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
-
1 +Class of +securities issued or to be Unquoted options (ASX code NANAY). issued
-
2 Number of[+] securities issued or to 80,000 be issued (if known) or maximum number which may be issued
-
3 Principal terms of the[+] securities Options to acquire ordinary shares under (eg, if options, exercise price and the Employee Share Option Plan with an expiry +securities, the amount outstanding date; if partly paid exercise price of $0.75, vesting in three equal annual tranches, on 30 September and due dates for payment; if +convertible securities, the 2008, 2009 and 2010 respectively, and expiring on 30 September 2011.
-
conversion price and dates for conversion)
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 3
Appendix 3B New issue announcement
| 4 Do the+securities rank equally in all respects from the date of allotment with an existing+class of quoted +securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable) |
The options are unquoted. | The options are unquoted. |
|---|---|---|
| $nil | ||
| Allotment of unquoted options as part of the Company’s employee incentive and retention programmes. |
||
| 30 November 2007 | ||
| Number | +Class | |
| 99,441,833 | Fully paid ordinary shares (ASX code NAN). |
- See chapter 19 for defined terms.
24/10/2005
Appendix 3B Page 4
Appendix 3B New issue announcement
| 9 Number and +class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) |
Number | +Class |
|---|---|---|
| 3,405,929 92,235,861 278,340 8,818,220 5,244,500 |
Unquoted ordinary shares subject to escrow until 17 May 2008 (ASX code NANAI). Unquoted ordinary shares subject to escrow until 17 May 2009 (ASX code NANAK). Unquoted General Options expiring on 30 September 2008 (ASX code NANAO). Unquoted General Options expiring on various dates on or before 31 July 2011 (ASX code NANAU). Unquoted Employee Options expiring on various dates on or before 30 September 2011 (ASX code NANAY). |
10 Dividend policy (in the case of a N/A trust, distribution policy) on the increased capital (interests)
Part 2 - Bonus issue or pro rata issue
| 11 | Is security |
holder | approval |
|---|---|---|---|
| required? | |||
| 12 | Is the issue renounceable or non- | ||
| renounceable? | |||
| 13 | Ratio in which | the+securities will | |
| be offered | |||
| 14 | +Class of+securities to | which the | |
| offer relates | |||
| 15 | +Record date |
to |
determine |
| entitlements |
- See chapter 19 for defined terms.
Appendix 3Z Page 2
11/3/2002
Appendix 3B New issue announcement
| 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable) 29 Date rights trading will end (if applicable) |
|
|---|---|
- See chapter 19 for defined terms.
Appendix 3Z Page 1
Appendix 3B New issue announcement
30 How do[+] security holders sell their entitlements in full through a broker? 31 How do[+] security holders sell part of their entitlements through a broker and accept for the balance?
32 How do[+] security holders dispose of their entitlements (except by sale through a broker)? 33 +Despatch date
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
-
34 Type of securities ( tick one )
-
(a)[Securities described in Part 1 ]
-
(b)[All other securities ]
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
-
35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders
-
36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over
-
37 A copy of any trust deed for the additional[+] securities
- See chapter 19 for defined terms.
Appendix 3Z Page 2
11/3/2002
Appendix 3B New issue announcement
Entities that have ticked box 34(b)
| 38 | Number of securities for which |
|---|---|
| +quotation is sought | |
| 39 | Class of +securities for which |
| quotation is sought | |
| 40 | Do the+securities rank equally in all |
| respects from the date of allotment | |
| with an existing+class of quoted | |
| +securities? | |
| If the additional securities do not | |
| rank equally, please state: | |
| • the date from which they do | |
| • the extent to which they |
|
| participate for the next dividend, | |
| (in the case of a trust, |
|
| distribution) or interest payment | |
| • the extent to which they do not | |
| rank equally, other than in | |
| relation to the next dividend, | |
| distribution or interest payment | |
| 41 | Reason for request for quotation |
| now | |
| Example: In the case of restricted securities, end of | |
| restriction period | |
| (if issued upon conversion of | |
| another security, clearly identify that | |
| other security) |
- See chapter 19 for defined terms.
Appendix 3Z Page 1
Appendix 3B New issue announcement
- 42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)
Number +Class
Quotation agreement
-
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
-
2 We warrant the following to ASX.
-
The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
-
There is no reason why those[+] securities should not be granted[+] quotation.
-
An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
-
Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.
-
If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.
-
3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
-
4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.
Sign here:
==> picture [144 x 54] intentionally omitted <==
Date: ..20 December 2007.
Print name: Chris Grundy CFO & Company Secretary
- See chapter 19 for defined terms.
Appendix 3Z Page 2
11/3/2002
Rule 3.19A.3
Appendix 3Z
Final Director’s Interest Notice
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 30/9/2001.
Name of entity
Nanosonics Limited
ABN
11 095 076 896
We (the entity) give ASX the following information under listing rule 3.19A.3 and as agent for the director for the purposes of section 205G of the Corporations Act.
| Name of director | Geoffrey Allen Marshall |
|---|---|
| Date of last notice | 24 May 2007 |
| Date that director ceased to be director | 14 December 2007 |
Part 1 – Director’s relevant interests in securities of which the director is the registered holder
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.
Number & class of securities
40,000 fully paid ordinary shares
- See chapter 19 for defined terms.
Appendix 3Z Page 1
Appendix 3Z Final Director’s Interest Notice
Part 2 – Director’s relevant interests in securities of which the director is not the registered holder
Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.
In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust
Name of holder & nature of interest Number & class of securities Note: Provide details of the circumstances giving rise to the relevant interest None
Part 3 – Director’s interests in contracts
| Detail of contract | None |
|---|---|
| Nature of interest | |
| Name of registered holder (if issued securities) |
|
| No. and class of securities to which interest relates |
- See chapter 19 for defined terms.
Appendix 3Z Page 2
11/3/2002