Living Cell Technologies : Proposed issue of securities - LCT

Proposed issue of securities

Announcement Summary

For personal use only

Entity name

LIVING CELL TECHNOLOGIES LIMITED

Announcement Type

New announcement

Date of this announcement 13/12/2021

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
		Maximum Number of
ASX +security code	+Security description	+securities to be issued
LCTOA	OPTION EXPIRING 19-APR-2024	147,480,853

Proposed +issue date

14/12/2021

Refer to next page for full details of the announcement

Proposed issue of securities

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Proposed issue of securities

Part 1 - Entity and announcement details

For personal use only

1.1 Name of +Entity

LIVING CELL TECHNOLOGIES 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
ABN	14104028042
1.3	ASX issuer code
LCT

1. The announcement is New announcement
2. Date of this announcement

13/12/2021

1.6 The Proposed issue is:

A placement or other type of issue

Proposed issue of securities

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Proposed issue of securities

Part 7 - Details of proposed placement or other issue

only
	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?
use		No
	Part 7B - Issue details
			Is the proposed security a 'New	Will the proposed issue of this
			class' (+securities in a class that is	+security include an offer of
			not yet quoted or recorded by ASX)	attaching +securities?
personal		or an 'Existing class' (additional	No
	securities in a class that is already
	consideration?
			quoted or recorded by ASX)?
			Existing class
	Details of +securities proposed to be issued
			ASX +security code and description
			LCTOA : OPTION EXPIRING 19-APR-2024
			Number of +securities proposed to be issued
		30,753,181
			Offer price details
			Are the +securities proposed to be issued being issued for a cash
For		No
	Please describe the consideration being provided for the +securities
			Additional Placement Options. Issue one further Option for each two shares held by each Placement shareholder who
			was still holding the Placement Shares on the Rights Issue Record Date as compensation for the change to the Rights
			Issue issue price.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

0.001000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?

Proposed issue of securities

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Proposed issue of securities

Yes

only		Is the proposed security a 'New	Will the proposed issue of this
	class' (+securities in a class that is	+security include an offer of
			not yet quoted or recorded by ASX)	attaching +securities?
			or an 'Existing class' (additional	No
			securities in a class that is already
			quoted or recorded by ASX)?
			Existing class
	Details of +securities proposed to be issued
use		ASX +security code and description
			LCTOA : OPTION EXPIRING 19-APR-2024
			Number of +securities proposed to be issued
		116,727,672
personal		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
			Additional Options on conversion of convertible notes. One Option for each two shares issued to Noteholders on
			conversion of the Notes as compensation for the change to the Rights Issue issue price.
			Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
		0.001000
			Will these +securities rank equally in all respects from their issue date with
			the existing issued +securities in that class?
			Yes
For
	Part 7C - Timetable
		7C.1 Proposed +issue date
		14/12/2021
	Proposed issue of securities	4 / 6

Proposed issue of securities

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
only	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?
147,480,853 options
7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's
use	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
personal	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?
		Yes
		7E.1a Who is the lead manager/broker?
		180 Markets Pty Ltd
		7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
		180 Markets Pty Ltd will be paid a cash fee of 6 percent on the total amounts and 7 million Options for each $1 million
		raised from the placement and the shortfall under the rights issue
For
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

Proposed issue of securities

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