GENE-Infos
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ASX ANNOUNCEMENT
8 August 2018
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Genetic Technologies Secures A$20 Million
Equity Placement Facility
Melbourne, Australia, 8 August 2018: Genetic Technologies Limited (ASX: GTG; Nasdaq: GENE, “Company”), a diversified molecular diagnostics company embracing blockchain technologies across genomic testing platforms, is pleased to announce that it has entered into a A$20 million Equity Placement Facility (the “Facility”) with the Kentgrove Capital Growth Fund (“Kentgrove Capital”), an investment fund managed by Kentgrove Capital Pty Ltd, a Melbourne-based investment management firm, to strengthen the Company’s funding position.
Under the Facility, Kentgrove Capital may provide the Company with up to A$20 million of equity capital in a series of individual placements of up to $1 million (or a higher amount by mutual agreement) over the next 20 months. Proceeds from the Facility will be used for general working capital purposes and to fund the Company’s activities as it seeks to:
commercialise existing R&D capabilities, IP and introduce an enhanced BREVAGenplus breast cancer risk assessment test and a colon cancer risk assessment test;
progress development of a suite of genetic screening tests targeting both cancer and non-oncological diseases utilising the latest technology and platforms, and
explore and capitalise on Blockchain opportunities in the medical and biotech industries.
Drawdowns under the Facility occur based on terms set by the Company, including the timing, drawdown amount and minimum issue price.
Commenting on the Facility, Genetic Technologies’ Chairman, Dr Paul Kasian said: “We are delighted to have signed the A$20 million Facility with Kentgrove Capital. Subject to the terms outlined below, the Facility will assist the Company with its ongoing funding requirements as it seeks to develop a range of risk prediction tests that are designed to assist in the early detection of cancer and help physicians improve patient outcomes. Blockchain technology presents a unique opportunity for the Company to further contribute to the advancement of cancer research.”
Key terms of the Equity Placement Facility
1. Facility amount of up to A$20,000,000.
2. Maturity date 7 April 2020 (20 months from date of execution).
3. Genetic Technologies may undertake multiple placements under the Facility, up to the maturity date.
4. For each new placement, Genetic Technologies determines the time period of the placement, the maximum amount of the placement (up to A$1 million, or an amount equal to the total
number of collateral shares (defined below) on issue multiplied by the minimum issue price, or a higher amount by mutual agreement) and the minimum issue price.
5. For each new placement, shares are issued at a 4.5% discount to a volume weighted average price (VWAP) of the shares traded by Kentgrove Capital over the period of the placement, but cannot be less than the minimum issue price determined by Genetic Technologies.
6. The issuance of shares under the Facility is required to be in compliance with ASX Listing Rule 7.1. Initial drawdowns under the Facility may be made within the Company’s current placement capacity. Shareholder approval in relation to the balance of the Facility may be sought at a General Meeting as required.
7. The provision of funding by Kentgrove Capital under the Facility is subject to a number of conditions, including that the market price be no lower than the minimum issue price set by Genetic Technologies, and other conditions customarily included in facilities of this nature.
8. An upfront establishment fee satisfied by the issue to Kentgrove Capital of 8,833,100 shares and 12,500,000 3-year options with an exercise price per option of $0.0153.
9. 100,000,000 collateral shares will be issued to Kentgrove Capital on execution as security for the Facility. Upon termination or expiration of the Facility, any outstanding collateral shares will be, at the Company’s election, sold by Kentgrove Capital and the proceeds returned to the Company (less a discount of 4.5%) or bought back by the Company for a nominal figure.
10. Either the Company or Kentgrove Capital may terminate the Facility, by giving 14 days' notice, other than during the first 90 days of the Facility during which it may only be terminated with cause, in accordance with the termination provisions as defined within the Facility.
11. Kentgrove Capital has given an undertaking to the Company that it will not, during the 3 months following the execution of the Facility, exercise the establishment options or dispose of the establishment fee shares.
Further details regarding the Facility will be provided in the prospectus required to be lodged by the Company in conjunction with the Facility
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FOR FURTHER INFORMATION PLEASE CONTACT
Dr Paul Kasian Jason Wong (USA))
Director & Interim CEO Blueprint Life Science Group
Genetic Technologies Limited +1 (415) 375 3340, Ext. 4
+ 61 3 8412 7000 Genetic Technologies Limited • Website: http://www.gtglabs.com • Email: info@gtglabs.com ABN 17 009 212 328 Registered Office • 60-66 Hanover Street Fitzroy Victoria 3065 Australia • Postal Address P.O. Box 115 Fitzroy Victoria 3065 Australia Phone +61 3 8412 7000 • Fax +61 3 8412 7040
Weiter:
ASX ANNOUNCEMENT
8 August 2018
Lodgement of Prospectus
Melbourne, Australia, 8 August 2018: Genetic Technologies Limited (ASX: GTG; Nasdaq: GENE,
“Company”, “GTG”) is pleased to advise that it has lodged the attached Prospectus with ASIC.
The Company recently announced that it has entered into a $20million equity placement facility with
Kentgrove Capital Pty Ltd ACN 150 638 627 (Kentgrove) to strengthen the Company’s funding position.
Following the execution of the Kentgrove facility and under the Prospectus, the Company will offer and issue to Kentgrove:
8,833,100 Shares in lieu of payment of the Establishment Fee (Establishment Shares);
12,500,000 Options exercisable at $0.0153 each and expiring 3 years after issue
(Establishment Options); and
100,000,000 Shares as security for the Company's obligations under the Kentgrove Facility
(Collateral Shares).
Under the Prospectus, the Company will also have the ability to offer and issue up to 441,655,004
Shares (Placement Shares) either to Kentgrove under the Kentgrove Facility, or to other investors as
determined by the board, to raise up to $5,000,000.
An Appendix 3B is also attached with respect to the offers being made under the Prospectus.
FOR FURTHER INFORMATION PLEASE CONTACT
Dr Paul Kasian
Chairman and Interim CEO
Genetic Technologies Limited
+ 61 3 8412 7000
Weiter:
ASX ANNOUNCEMENT
7 August 2018
Swisstec Update
Melbourne, Australia, 7 August 2018: Genetic Technologies Limited (ASX: GTG; Nasdaq: GENE, “Company”, “GTG”), a diversified molecular diagnostics company embracing blockchain technologies across genomic testing platforms, provides the following updates to recent announcements with regards to collaborations with Swisstec Health Analytics Ltd. (“Swisstec”).
1. Progress on Swisstec Heads of Agreement
The Sunset period to finalise a Proposed Joint Venture (refer 19 June 2018 announcement) to establish a new company to enable Swisstec and the Company to collaborate to develop a medical and health service platform using blockchain technology has expired. However, neither party has terminated the Heads of Agreement and the Heads of Agreement remains on foot unless it is subsequently terminated by either party on notice. The Company continues to progress discussions with Swisstec regarding the establishment of this new joint venture company and the parties are continuing to work together to identify potential collaborative opportunities.
2. Arrangements with Swisstec regarding Asian distribution
The Company wishes to clarify that the agreement recently entered with Swisstec (refer 30 July 2018 announcement) sets out the principal commercial terms on which the Company intends to appoint Swisstec as a non-exclusive distributor for hospitals in Asia, and imposes binding obligations on the parties to negotiate in good faith in order to enter a formal distribution agreement. It is expected that formalisation and entry of a distribution agreement will occur once Swisstec has presented the Company with formal proposals for specific hospitals in the Asian region. Further updates will be provided in this regard as required.
FOR FURTHER INFORMATION PLEASE CONTACT
Dr Paul Kasian Jason Wong (USA)
Chairman and Interim CEO Blueprint Life Science Group
Genetic Technologies Limited +1 (415) 375 3340, Ext. 4
+ 61 3 8412 7000