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TISSUE REPAIR LTD Capital/Financing Update 2021

Nov 16, 2021

65953_rns_2021-11-16_f263a34a-d66c-4c8d-96be-165b71d83f8a.pdf

Capital/Financing Update

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Tissue Repair Ltd ACN: 158 411 566

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ASX Announcement

Pre-quotation disclosure

The following information is provided to ASX Limited ( ASX ) for release to the market in connection with the admission to the official list and official quotation of all of the fully paid ordinary shares ( Shares ) in Tissue Repair Ltd (ASX:TRP) ( Company ) in connection with the Company’s initial public offering ( Offer ) of Shares pursuant to a prospectus lodged with the Australian Securities and Investments Commission and ASX on 7 October 2021 ( Prospectus ).

The Company confirms that the Offer closed on 29 October 2021 and the issue of 19,130,440 ordinary shares to investors at an issue price of $1.15 per Share has been completed, with the Company raising $22,000,006 under the Offer. Allotment of the Shares available under the Offer completed on 16 November 2021.

In addition, on 15 November 2021 the Company issued:

  • 8,152,123 fully paid ordinary shares to various convertible note holders under the Convertible Note Deed Poll dated 30 April 2021;

  • 132,980 fully paid ordinary shares to the Company’s directors, consultants and service providers;

  • 6,035,580 unquoted options under the Company’s long term incentive plan.

The Company applied for quotation of its Shares on, and admission to, the official list of ASX on 7 October 2021.

1. Corrective disclosure

At section 6.8.2 of the Prospectus on page 92, the Company disclosed the number of Options issued under the Former Plan (as those terms are defined in the Prospectus). It has come to the Company’s attention that the “Number of Options unvested as at Listing Date” disclosed in this section is no longer correct. The correct statement of options issued under the Former Plan is as set out in the table below:

Option holder Number of Exercise price Number of Last exercise
Options held Options Date
unvested as at
Listing Date
Mr Peter Scutt 1,700,000 $0.2055 0 29-Dec-33
800,000 $0.3715 29-Aug-34
Mr Tony Charara 9,540,000 $0.2055 0 29-Dec-33
2,500,000 $0.3715 29-Aug-34
Mr Mark Waring 330,000 $0.3715 0 29-Aug-34
Ms Jayne Shaw 300,000 $0.3715 0 29-Aug-34
Mr William Bost 165,000 $0.3715 0 30-Sep-34
The estate of Mr Mark 1,100,000 $0.3715 0 30-Sep-34
Deacon-Shaw
Total 16,435,000 0

1

Tissue Repair Ltd Level 10, 255 Pitt Street, Sydney, NSW 2000

Tissue Repair Ltd ACN: 158 411 566

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2. ASX Restricted securities

Number of securities Restriction period 13,684,488 ordinary shares 24 months from the date of official quotation of the Shares 17,604,240 options 24 months from the date of official quotation of the Shares 3,770,440 ordinary shares 12 months from 30 April 2021 (being the date of issue of the shares)

3. Voluntary escrow

The Company has entered into the following voluntary escrow arrangements with shareholders for the stated periods commencing from official quotation of the Shares on ASX:

6 months 24 months 30 months
Ordinary shares 5,612,540
22,450,160 4,822,260
Options 1,680,116 6,720,464 13,640,000

4. Capital structure

The Company’s capital structure on completion of the Offer is as set out below:

Ordinary shares 60,464,843 Unquoted options 22,470,580

This announcement has been authorised by the board of directors of the Company

Alistair McKeough

Company Secretary

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Tissue Repair Ltd Level 10, 255 Pitt Street, Sydney, NSW 2000