24 Nov

Pre-Quotation Disclosure

Artrya Limited ABN 53 624 005 741 Suite 14A Level 3 88 Broadway Crawley WA 6009 Australia www.artrya.com www.artrya.com Coronary Artery Disease. We see you. ASX ANNOUNCEMENT 2 4 November 2021 Pre - quotation disclosure Reference is made to the initial public offering ( Offer ) of fully paid ordinary shares ( Shares ) in Artrya Limited (ACN 624 005 741 ) (ASX:AYA) ( Artrya ) pursuant to the original pro spectus issued by Artrya and lodged with the Australian Securities and Investments Commission ( ASIC ) on 15 October 2021 and the supplementary prospectus issued by Artrya and lodged with ASIC on 10 November 2021 (together, the Prospectus ). Capi talised terms used but not defined in this announcement have the meaning given to them in the Prospectus. The following information is provided as pre - quotation disclosure. Escrow arrangements Certain Existing Shareholders have entered into mandatory escrow and voluntary escrow arrangements in relation to the Shares and Options they hold. Mandatory escrow The total number of Shares subject to mandatory escrow is 21,386,56 5 and the total number of Options subject to mandatory escrow is 12,000 ,000 . The mandatory escrow restrictions apply to Shares as follows: Number of Shares Mandatory escrow period 15,610,470 Shares Until 24 months from quotation of Artrya’s Shares on ASX 5,183,961 Shares Until 19 April 2022 592,13 4 Shares Until 23 April 2022 The mandatory escrow restrictions apply to Options as follows: Number of Options Mandatory escrow period 12,000,000 Options Until 24 months from quotation of Artrya’s Shares on ASX Voluntary escrow The total number of Shares subject to voluntary escrow is 25,168,12 1 . The voluntary escrow restrictions apply to Shares as follows: Number of Shares Voluntary escrow period 25,168,12 1 Shares The voluntary escrow period ends on the date that is 12 months after admission of the Company to the official list of the ASX and quotation of the Company’s Shares on ASX Artrya’s capital structure Artrya’s capital structure as at the date of this announcement is as follows: Class Number of securities Shares 78,247,590 Options Escrowed Options exercisable at $0.001 on or before 25 March 2024 6,000,000 Escrowed Options exercisable at $1.00 on or before 23 April 2026 500,000 Escrowed Options exercisable at $1.00 on or before 9 July 2026 5,500,000 Options exercisable at $0.075 on or before 10 January 2025 405,000 Options exercisable at $0.0 56 on or before 23 September 2025 1,300,000 Options exercisable at $0.075 on or before 27 November 2025 220,000 Options exercisable at $0.075 on or before 31 December 2025 1,226,752 Total Options 15,151,752 On 18 November 2021, Dr Julien Flack exercised 135,000 Options. These Options had vested and were exercisable at $0.075 on or before 10 January 2025. The exercise of these Options has resulted in an increase of 135,000 Shares on issue and a decrease of 135,000 Option on issue (as against the numbers disclosed in the Pr ospectus). ASX waivers Artrya has received the following waiver s and confirmation s from ASX: • confirmation that the terms of Artrya’s Performance Options (as defined in the Supplementary Prospectus dated 10 November 2021) are appropriate and equitable for the purpose of ASX Listing Rule 6.1; and • a waiver from ASX Listing Rule 1.1 condition 12 to the extent necessary to permit Artrya to have the Performance Options (each of which have a nominal exercise price) on issue on the condition that the material terms and conditions of the Performance Options are clearly disclosed in the Prospectus . Documents enclosed for release to the market Enclosed for release to the market are the following documents: • Artrya ’s Appendix 1A and Information Form and Checklist; • the Prospectus , including the Supplementary Prospectus ; • Artrya’s Constitution; • Artrya ’s audited accounts for the full years ended 30 June 2020 an d 30 June 2021 ; • full terms and conditions of Artrya’s Employee Option Plan 2019 • full terms and conditions of Artrya’s Employee Option Plan 20 21 • Artrya’s corporate governance statement; • Artrya ’s secu rities trading policy; • a distribution schedule of the number of holders of Shares; and • a statement setting out the names of the 20 largest Shareholders. This announcement was approved by the Company’s Managing Director , John Barrington , on behalf of the A rtrya Board. For further information please contact Investor Enquiries: John Barrington Artrya Limited 0419 850 502 investors@artrya.com Media Enquiries: Felicity Heath Daymark 0457 196 603 felicity.heath@daymark.com.au
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