Epsilon Healthcare : Proposed issue of securities - EPN

Proposed issue of securities

Announcement Summary

For personal use only

Entity name

EPSILON HEALTHCARE LIMITED

Announcement Type

New announcement

Date of this announcement

9/12/2021

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
New class-code to be	Options exercisable at $0.15 each expiring three years from	32,222,222
confirmed	the date of issue
EPN	ORDINARY FULLY PAID	32,222,222
Proposed +issue date
16/12/2021

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

EPSILON HEALTHCARE 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	33614508039
1.3	ASX issuer code
EPN

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

9/12/2021

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?
		Yes
use	7A.1a Conditions
Approval/Condition	Date for determination	Is the date estimated or	** Approval
		+Security holder approval	31/3/2022		actual?	received/condition met?
			Estimated
						No
		Comments
		Issue of all Options is subject to shareholder approval to be sought at the earlier of the 2022 Annual General Meeting or
personal	an extraordinary general meeting convened by the Company prior.
	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?
		or an 'Existing class' (additional	Yes
		securities in a class that is already
		quoted or recorded by ASX)?
		Existing class
	Details of +securities proposed to be issued
For	ASX +security code and description
EPN : ORDINARY FULLY PAID
		Number of +securities proposed to be issued
		32,222,222
		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
	Proposed issue of securities			3 / 7

Proposed issue of securities

consideration being paid?	+security?
AUD - Australian Dollar	AUD 0.09000

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

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)
use		Details of attaching +securities proposed to be issued
personal		ISIN Code (if Issuer is a foreign company and +securities are non CDIs)
		Have you received confirmation from ASX that the terms		Will the entity be seeking quotation of the 'new' class o
		of the proposed +securities are appropriate and		+securities on ASX?
		equitable under listing rule 6.1?		No
		No
		ASX +security code		+Security description
		New class-code to be confirmed		Options exercisable at $0.15 each expiring three years
				from the date of issue
		+Security type
		Options
		Number of +securities proposed to be issued
For	32,222,222
	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

Securities issued as attaching options and broker options in conjunction with Placement being conducted. Placement participants receive an Option on a 1:2 basis, and the Lead Manager receives an Option on a 1:2 basis for all securities issued pursuant to the Placement.

Proposed issue of securities

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Proposed issue of securities

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

0.000001

Will all the +securities issued in this class rank equally in all respects from their issue date?

Yes

only
	Options details
			+Security currency
			AUD - Australian Dollar
use		Exercise price	Expiry date
	AUD 0.1500
			Details of the type of +security that will be issued if the option is exercised
			EPN : ORDINARY FULLY PAID
			Number of securities that will be issued if the option is exercised
personal		One fully paid ordinary share (ASX:EPN)
	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.
			Refer to Completion of Capital Raising announcement to be lodged 8 December 2021. The Company will provide further
			details of the material terms of these securities again at the time of seeking shareholder approval for their issue. The
			Option expiry date will be three years from the date of their issue.
	Part 7C - Timetable
		7C.1 Proposed +issue date
For	16/12/2021
	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? 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%

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