Proposed issue of securities - IBX
Released
Released
Announcement PDF
Appendix 3B - Proposed issue of securities
Announcement Summary
Entity name
IMAGION BIOSYSTEMS LIMITED
Announcement Type
New announcement
Date of this announcement
10/9/2024
The Proposed issue is:
A placement or other type of issue
Total number of +securities proposed to be issued for a placement or other type of issue
ASX +security code
+Security description
New class-code to be
confirmed
Convertible Securities #5
New class-code to be
confirmed
IBXAAY: OPTION EXPIRING 17-SEPT-2027
Maximum Number of
+securities to be issued
550,000
20,833,333
Proposed +issue date
17/9/2024
Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Part 1 - Entity and announcement details
1.1 Name of +Entity
IMAGION BIOSYSTEMS LIMITED
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees
to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in
Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also
apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set
out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under
the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX
an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
Registration Number
ACN
616305027
1.3 ASX issuer code
IBX
1.4 The announcement is
New announcement
1.5 Date of this announcement
10/9/2024
1.6 The Proposed issue is:
A placement or other type of issue
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other
type of issue can proceed on an unconditional basis?
No
Part 7B - Issue details
Is the proposed security a 'New
class' (+securities in a class that is
not yet quoted or recorded by ASX)
or an 'Existing class' (additional
securities in a class that is already
quoted or recorded by ASX)?
New class
Will the proposed issue of this
+security include an offer of
attaching +securities?
Yes
Details of +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs
issued over them)
Have you received confirmation from
ASX that the terms of the proposed
+securities are appropriate and
equitable under listing rule 6.1?
No
Will the entity be seeking quotation
of the 'new' class of +securities on
ASX?
Yes
ASX +security code
+Security description
New class-code to be confirmed
Convertible Securities #5
+Security type
+Convertible debt securities
Number of +securities proposed to be issued
550,000
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
Yes
In what currency is the cash
What is the issue price per
consideration being paid?
+security?
AUD - Australian Dollar
AUD 0.90909
Will all the +securities issued in this class rank equally in all respects from
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
+Convertible debt securities details
These securities are:
Type of security
Convertible
Convertible note or bond
+Security currency
Face value
AUD - Australian Dollar
AUD 1.0000
Interest rate type
Zero coupon/no interest
Frequency of coupon/interest
payments per year
No coupon/interest payments
s128F of the Income Tax Assessment
Act status applicable to the +security
Not applicable
Is the +security perpetual (ie. no
maturity date)?
No
Maturity date
2/3/2026
Select other features applicable to
the +security
Redeemable
Secured
Is there a first trigger date on which a
right of conversion, redemption, call
or put can be exercised (whichever is
first)?
No
Details of the type of +security that will be issued if the securities are converted, transformed or
exchanged
IBX : ORDINARY FULLY PAID
Number of +securities that will be issued if the +securities are converted, transformed or exchanged (including, if
applicable, any interest)
Variable as conversion price is dependent on share price. At the floor price of $0.04 the convertible securities would
convert to approximately 1,375,000 shares.
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02828722-3A646083&v=fc9bdb61fe50e
a61f8225e24ce041a0e155a9400
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Attaching +Security
Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX)
or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)?
New class
Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)
Details of attaching +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of
of the proposed +securities are appropriate and
+securities on ASX?
Yes
equitable under listing rule 6.1?
No
ASX +security code
+Security description
New class-code to be confirmed
IBXAAY: OPTION EXPIRING 17-SEPT-2027
+Security type
Options
Number of +securities proposed to be issued
20,833,333
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
No
Please describe the consideration being provided for the +securities
Mercer agreed to advance the Company $500,000 in consideration for which the Company agreed to issue Mercer
Convertible Notes which is equal to 110% of the Subsequent Investment Amount, the number of Options is equal to 75%
of the Subsequent Investment amount divided by the 20-day VWAP immediately prior to the date of the Prospectus.
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Options details
+Security currency
AUD - Australian Dollar
Exercise price
Expiry date
AUD 0.0504
17/9/2027
Details of the type of +security that will be issued if the option is exercised
IBX : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
one (1) fully paid ordinary share
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
proposed to be issued or provide the information by separate announcement.
https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02850948-3A650335&v=fc9bdb61fe50e
a61f8225e24ce041a0e155a9400
Part 7C - Timetable
7C.1 Proposed +issue date
17/9/2024
Part 7D - Listing Rule requirements
7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1?
No
7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15%
placement capacity under listing rule 7.1?
Yes
7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15%
placement capacity under listing rule 7.1?
Variable as conversion price is dependent on share price.
7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's
additional 10% placement capacity under listing rule 7.1A (if applicable)?
No
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?
No
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
No
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue?
No
7E.2 Is the proposed issue to be underwritten?
No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
Funds will be used for immediate working capital purposes.
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
No
7F.2 Any other information the entity wishes to provide about the proposed issue
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with
the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:
The publication of a +disclosure document or +PDS involving the same class of securities as the +securities proposed to be
issued that meets the requirements of section 708A(11) or 1012DA(11)
Appendix 3B - Proposed issue of securities
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