23 Nov

Update - Proposed issue of securities - ANP

Proposed issue of securities Proposed issue of securities 1 / 12 Update Summary Entity name ANTISENSE THERAPEUTICS LIMITED Announcement Type Update to previous announcement Date of this announcement 23/11/2021 Reason for update to a previous announcement Extension of Entitlement Offer Refer to next page for full details of the announcement Proposed issue of securities Proposed issue of securities 2 / 12 Part 1 - Entity and announcement details 1.1 Name of +Entity ANTISENSE THERAPEUTICS 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 ABN Registration Number 41095060745 1.3 ASX issuer code ANP 1.4 The announcement is 1.4a Reason for update to a previous announcement Extension of Entitlement Offer 1.4b Date of previous announcement to this update 1/11/2021 1.5 Date of this announcement 23/11/2021 1.6 The Proposed issue is: 1.6a The proposed standard +pro rata issue is: + Non-renounceable A placement or other type of issue A placement or other type of issue A standard +pro rata issue (non-renounceable or renounceable) Update/amendment to previous announcement Proposed issue of securities Proposed issue of securities 3 / 12 Part 3 - Details of proposed entitlement offer issue Part 3A - Conditions 3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? Part 3B - Offer details Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued ASX +security code and description ANP : ORDINARY FULLY PAID 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)? Will the proposed issue of this +security include an offer of attaching +securities? If the entity has quoted company options, do the terms entitle option holders to participate on exercise? Details of +securities proposed to be issued ASX +security code and description ANP : ORDINARY FULLY PAID ISIN Code (if Issuer is a foreign company and +securities are non CDIs) ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs) Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) The quantity of additional +securities to be issued 5 For a given quantity of +securities held 47 No Yes Existing class No Proposed issue of securities Proposed issue of securities 4 / 12 What will be done with fractional entitlements? Fractions rounded up to the next whole number Maximum number of +securities proposed to be issued (subject to rounding) 69,979,753 Offer price details for retail security holders In what currency will the offer be made? AUD - Australian Dollar What is the offer price per +security for the retail offer? AUD 0.24000 Oversubscription & Scale back details Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Describe the limits on over-subscription Investors may also apply for shortfall shares under the Entitlement Offer No person is to hold no more than 19.9% Will a scale back be applied if the offer is over-subscribed? Describe the scale back arrangements At Directors' discretion Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? 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)? 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 are non CDIs) New class Yes Yes Yes Proposed issue of securities Proposed issue of securities 5 / 12 ISIN Code (if Issuer is a foreign company and +securities are non CDIs) ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Free attaching Unlisted Options with Acceleration Trigger Date (as per ASX announcement 01 Nov 2021) +Security type Options Offer ratio (ratio of attaching securities at which the new +securities will be issued) The quantity of attaching +securities to be issued 1 For a given quantity of the new +securities issued 2 What will be done with fractional entitlements? Fractions rounded down to the nearest whole number or fractions disregarded Maximum number of +securities proposed to be issued (subject to rounding) 34,989,876 Offer price details for retail security holders In what currency will the offer be made? AUD - Australian Dollar What is the offer price per +security for the retail offer? AUD 0.00000 Oversubscription & Scale back details Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Describe the limits on over-subscription Investors may also apply for shortfall shares under the Entitlement Offer No person is to hold no more than 19.9% Will a scale back be applied if the offer is over-subscribed? Describe the scale back arrangements Yes Yes No Yes Proposed issue of securities Proposed issue of securities 6 / 12 Describe the scale back arrangements At Directors' discretion Will all the +securities issued in this class rank equally in all respects from their issue date? Options details +Security currency AUD - Australian Dollar Exercise price AUD 0.4800 Expiry date 20/12/2024 Details of the type of +security that will be issued if the option is exercised ANP : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised 34,989,876 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. www.antisense.com.au Part 3C - Timetable 3C.1 +Record date 10/11/2021 3C.2 Ex date 9/11/2021 3C.4 Record date 10/11/2021 3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 15/11/2021 3C.6 Offer closing date 17/12/2021 3C.7 Last day to extend the offer closing date Yes Proposed issue of securities Proposed issue of securities 7 / 12 3C.7 Last day to extend the offer closing date 14/12/2021 3C.9 Trading in new +securities commences on a deferred settlement basis 20/12/2021 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 22/12/2021 3C.12 Date trading starts on a normal T+2 basis 23/12/2021 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 29/12/2021 Part 3E - Fees and expenses 3E.1 Will there be a lead manager or broker to the proposed offer? 3E.1a Who is the lead manager/broker? XEC Partners is a Lead Manager to the Entitlement Offer 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? Up to 2% 3E.2 Is the proposed offer to be underwritten? 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer ASX fees, Legal Fees, Accounting Fees, Share Registry Fees No No Yes Proposed issue of securities Proposed issue of securities 8 / 12 Part 3F - Further Information 3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Funds raised via the Placement ($20.0M) and the Entitlement Offer ($16.8M), if fully subscribed, are intended to be used to fund the Phase IIB/III clinical through to futility analysis expected to be completed mid-CY2023 as per the announcement 01 Nov 2021 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue All countries except for shareholders with an Australian or New Zealand registered address 3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities 3F.5a Please provide further details of the offer to eligible beneficiaries www.antisense.com.au 3F.6 URL on the entity's website where investors can download information about the proposed issue www.antisense.com.au 3F.7 Any other information the entity wishes to provide about the proposed issue www.antisense.com.au 3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? 3F.9 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 for the +securities proposed to be issued Yes Yes No No The publication of a +disclosure document or +PDS for the +securities proposed to be issued Yes Yes No No Proposed issue of securities Proposed issue of securities 9 / 12 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? 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)? Will the proposed issue of this +security include an offer of attaching +securities? Details of +securities proposed to be issued ASX +security code and description ANP : ORDINARY FULLY PAID Number of +securities proposed to be issued 83,333,333 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? In what currency is the cash consideration being paid? AUD - Australian Dollar What is the issue price per +security? AUD 0.24000 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Yes Yes Existing class No Proposed issue of securities Proposed issue of securities 10 / 12 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)? 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 are non CDIs) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Free attaching Unlisted Options with Acceleration Trigger Date (as per ASX announcement 01 Nov 2021) +Security type Options Number of +securities proposed to be issued 41,666,667 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Please describe the consideration being provided for the +securities Free attaching Unlisted Options with Acceleration Trigger Date (as per ASX announcement 01 Nov 2021) 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? Options details +Security currency AUD - Australian Dollar Yes No No Yes New class Proposed issue of securities Proposed issue of securities 11 / 12 Exercise price AUD 0.4800 Expiry date 20/12/2024 Details of the type of +security that will be issued if the option is exercised ANP : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised 41,666,667 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. www.antisense.com.au Part 7C - Timetable 7C.1 Proposed +issue date 5/11/2021 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? 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? 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? 83,333,333 Placement shares issued under 7.1 41,666,667 Free attaching Unlisted Options - Subject to shareholder approval 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)? 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No No No No Yes No Proposed issue of securities Proposed issue of securities 12 / 12 Part 7E - Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? 7E.1a Who is the lead manager/broker? Morgans Corporate Limited (Morgans) and Wilsons Corporate Finance Limited (Wilsons) are engaged as Joint Lead Managers to the Placement 7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? Up to 5% 7E.2 Is the proposed issue to be underwritten? 7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue ASX Fees, Legal Fees, Accounting Fees, Share Registry Fees Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities Funds raised via the Placement ($20.0M) and the Entitlement Offer ($16.8M), if fully subscribed, are intended to be used to fund the Phase IIB/III clinical through to futility analysis expected to be completed mid-CY2023 as per the announcement 01 Nov 2021 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? 7F.2 Any other information the entity wishes to provide about the proposed issue Options expire earlier of: 20 Dec 2024; or 20 Business Days after the date on which the ATL1102 Phase IIb/III in DMD futility analysis results are announced to the ASX Options Issued pursuant to a Prospectus to be lodged on 05 Nov 2021 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 cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f) No No Yes
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