Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

UNIVERSAL BIOSENSORS INC. Capital/Financing Update 2016

Mar 29, 2016

65977_rns_2016-03-29_44ed0532-e78c-4bb0-bbe7-55d6a71fc44f.pdf

Capital/Financing Update

Open in viewer

Opens in your device viewer

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 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

UNIVERSAL BIOSENSORS, INC.

ARBN

121 559 993

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 issued
2
Number of+securities issued or
to be issued (if known) or
maximum number which may
be issued
3
Principal terms of the+securities
(e.g. if options, exercise price
and expiry date; if partly paid
+securities,
the
amount
outstanding and due dates for
payment;
if
+convertible
securities, the conversion price
and dates for conversion)
Shares of common stock traded in the form
of CHESS Depositary Interests (CDIs).
8,609 CDIs
The CDIs have the same terms as existing
shares of common stock traded in the form
of CDIs.

4 Do the[+] securities rank equally Yes. in all respects from the[+] issue date 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 Nil. 6 Purpose of the issue (If issued as consideration for Release of 8,609 restricted shares and the acquisition of assets, clearly conversion into CDIs pursuant to the identify those assets) Universal Biosensors, Inc. employee share plan. 6a Is the entity an[+] eligible entity No. that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the[+] securities the subject of this Appendix 3B , and comply with section 6i 6b The date the security holder Not applicable. resolution under rule 7.1A was passed 6c Number of[+] securities issued Not applicable. without security holder approval under rule 7.1 6d Number of[+] securities issued Not applicable. with security holder approval under rule 7.1A

  • See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

6e
Number of+securities issued
with security holder approval
under rule 7.3, or another
specific security holder approval
(specify date of meeting)
6f
Number of+securities issued
under an exception in rule 7.2
6g
If+securities issued under rule
7.1A, was issue price at least 75%
of 15 day VWAP as calculated
under rule 7.1A.3? Include the
+issue date and both values.
Include the source of the VWAP
calculation.
6h
If+securities were issued under
rule
7.1A
for
non-cash
consideration, state date on
which
valuation
of
consideration was released to
ASX Market Announcements
6i
Calculate the entity’s remaining
issue capacity under rule 7.1 and
rule 7.1A – complete Annexure 1
and release to ASX Market
Announcements
7
+Issue dates
Note: The issue date may be prescribed by
ASX (refer to the definition of issue date in
rule 19.12). For example, the issue date for a
pro rata entitlement issue must comply with
the applicable timetable in Appendix 7A.
Cross reference: item 33 of Appendix 3B.
8
Number
and
+class
of
all
+securities
quoted
on
ASX
(_including_the
+securities in
section 2 if applicable)
9
Number
and
+class
of
all
+securities not quoted on ASX
(_including_the
+securities in
section 2 if applicable)
Not applicable.
Not applicable.

Not applicable.
Not applicable.
Not applicable.
30 March 2016
Number +Class
175,662,264 CHESS Depositary
Interests
Number +Class
542,820
115,992
Shares of common
stock
(restricted)
(Code UBIAC)
Employee
options
expiring
18
529,000
525,000
645,000
126,000
8,000
50,001
1,097,001
1,105,000
50,000
307,667
233,000
2,300,000
66,000
322,500
50,000
September
2016
(Code: UBIAU)
Employee
options
expiring 22 March
2017 (Code: UBIAY)
Employee
options
expiring
18
September
2017
(Code: UBIAI)
Employee
options
expiring 16 March
2018 (Code: UBIAW)
Employee
options
expiring 19 August
2018 (code: UBIAA)
Employee
options
expiring 16 February
2019 (Code: UBIAK)
Employee
options
expiring 14 May 2019
(Code: UBIAM)
Employee
options
expiring 28 June 2019
(Code: UBIAZ)
Employee
options
expiring 9 November
2019 (Code: UBIAB)
Employee
options
expiring 10 February
2017 (Code: UBIAD)
Employee
options
expiring
on
10
November
2017
(Code: UBIAO)
Employee
options
expiring on 9 March
2018 (Code: UBIAE)
Employee
options
expiring
on
23
February 2018
(Code: UBIAF)
Employee
options
expiring
on
21
September
2018
(Code: UBIAG)
Employee
options
expiring
on
17
November 2018
(Code: UBIAH)
Employee
options
expiring on 12 March
2019 (Code: UBIAJ)
Employee
options
  • See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

86,000
270,000
100,000
24,000
30,000
290,000
160,000
4,500,000
92,000
392,500
160,000
397,500
expiring
on
13
September
2019
(Code: UBIAJ)
Employee
options
expiring
on
12
November 2019
(Code: UBIAJ)
Employee
options
expiring
on
12
November 2019
(Code: UBIAJ)
Employee
options
expiring on 11 March
2020
(Code: UBIAJ)
Employee
options
expiring
on
12
November 2019
(Code: UBIAJ)
Employee options
expiring
on
11
December 2020
Employee options
expiring
on
11
December 2020
Warrants expiring 19
December 2020
Employee
options
expiring
on
13
August 2021
Employee
options
expiring
on
29
January 2022
Employee
options
expiring
on
29
January 2022
Employee
options
expiring
on
13
December 2022

10 Dividend policy (in the case of a Not applicable. trust, distribution policy) on the increased capital (interests)

Part 2 - Pro rata issue

11 Is security holder approval required?

  • 12 Is the issue renounceable or nonrenounceable?
13 Ratio in which the+securities
will be offered
14 +Class of+securities to which the
offer relates
15 +Record
date
to
determine
entitlements
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 offer
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
  • See chapter 19 for defined terms.

Appendix 3B Page 6

04/03/2013

26 Date entitlement and acceptance
form and offer documents 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)
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 +Issue 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

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[+] issue date 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

  • See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

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)

Number +Class 42 Number and +class of all +securities quoted on ASX ( including the[+] securities in clause 38)

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 is not available now, we 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: .......................................................... Date: 30 March 2016 (Chief Financial Officer)

Print name: Salesh Balak

== == == == ==

  • See chapter 19 for defined terms.

Appendix 3B Page 10

04/03/2013

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Not Applicable

  • See chapter 19 for defined terms.

Appendix 3B Page 11

04/03/2013