Proposed issue of securities - EMD
Released
Released
Announcement PDF
Appendix 3B - Proposed issue of securities
Announcement Summary
Entity name
EMYRIA LIMITED
Announcement Type
New announcement
Date of this announcement
18/6/2025
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
+securities to be issued
ASX +security code
+Security description
New class-code to be
confirmed
Unquoted options exercisable at $0.05 each and expiring 18
months from date of issue.
55,555,556
New class-code to be
confirmed
Unquoted options exercisable at $0.05 each and expiring 18
months from date of issue.
2,500,000
New class-code to be
confirmed
Unquoted options exercisable at $0.05 each and expiring 18
months from date of issue.
2,083,333
EMD
ORDINARY FULLY PAID
172,916,667
Proposed +issue date
25/6/2025
Refer to next page for full details of the announcement
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Part 1 - Entity and announcement details
1.1 Name of +Entity
EMYRIA 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
70009109755
1.3 ASX issuer code
EMD
1.4 The announcement is
New announcement
1.5 Date of this announcement
18/6/2025
1.6 The Proposed issue is:
A placement or other type of issue
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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?
Yes
7A.1a Conditions
Approval/Condition
Date for determination
+Security holder approval
18/8/2025
Is the date estimated or
actual?
** Approval
received/condition met?
Estimated
No
Comments
Tranche 2 Placement Shares, Director Shares, Placement Options, Broker Options and the investor relations shares and
options are subject to shareholder approval.
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)?
Existing class
Will the proposed issue of this
+security include an offer of
attaching +securities?
Yes
Details of +securities proposed to be issued
ASX +security code and description
EMD : ORDINARY FULLY PAID
Number of +securities proposed to be issued
166,666,667
Offer price details
Are the +securities proposed to be issued being issued for a cash
consideration?
Yes
In what currency is the cash
consideration being paid?
What is the issue price per
+security?
AUD - Australian Dollar
AUD 0.02400
Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
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Appendix 3B - Proposed issue of securities
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)
Details of attaching +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of
of the proposed +securities are appropriate and
+securities on ASX?
No
equitable under listing rule 6.1?
No
ASX +security code
+Security description
New class-code to be confirmed
Unquoted options exercisable at $0.05 each and expiring
18 months from date of issue.
+Security type
Options
Number of +securities proposed to be issued
55,555,556
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
Each Placement Share includes 1 free attaching, unlisted option for every 3 shares subscribed, exercisable at $0.05 and
expiring 18 months from the date of issue.
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.0000001
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Options details
+Security currency
AUD - Australian Dollar
Exercise price
Expiry date
AUD 0.0500
18/2/2027
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Details of the type of +security that will be issued if the option is exercised
EMD : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
1 fully paid ordinary share
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 ASX announcement of 18 June 2025.
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)?
New class
Will the proposed issue of this
+security include an offer of
attaching +securities?
No
Details of +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs
issued over them)
Have you received confirmation from
ASX that the terms of the proposed
+securities are appropriate and
equitable under listing rule 6.1?
No
Will the entity be seeking quotation
of the 'new' class of +securities on
ASX?
No
ASX +security code
+Security description
New class-code to be confirmed
Unquoted options exercisable at $0.05 each and expiring 18 months from date
of issue.
+Security type
Options
Number of +securities proposed to be issued
2,500,000
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
Issue of options to GBA Capital, Lead Manager, as part consideration for their role in the Placement. Refer ASX
announcement of 18 June 2025 for further information.
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
0.0000001
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
Yes
Options details
+Security currency
Exercise price
Expiry date
AUD - Australian Dollar
AUD 0.0500
18/2/2027
Details of the type of +security that will be issued if the option is exercised
EMD : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
1 fully paid ordinary share
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 ASX announcement of 18 June 2025.
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)?
Existing class
Will the proposed issue of this
+security include an offer of
attaching +securities?
Yes
Details of +securities proposed to be issued
ASX +security code and description
EMD : ORDINARY FULLY PAID
Number of +securities proposed to be issued
6,250,000
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
Issue of 6,250,000 fully paid ordinary shares and 2,083,333 unlisted options to S3 Consortium Pty Ltd in consideration for
investor relations services
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.024000
Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
Yes
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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)
Details of attaching +securities proposed to be issued
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)
Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of
of the proposed +securities are appropriate and
+securities on ASX?
No
equitable under listing rule 6.1?
No
ASX +security code
+Security description
New class-code to be confirmed
Unquoted options exercisable at $0.05 each and expiring
18 months from date of issue.
+Security type
Options
Number of +securities proposed to be issued
2,083,333
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
Issue of 6,250,000 fully paid ordinary shares and 2,083,333 unlisted options to S3 Consortium Pty Ltd in consideration for
investor relations services
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
0.0000001
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Options details
+Security currency
AUD - Australian Dollar
Exercise price
Expiry date
AUD 0.0500
18/2/2027
Details of the type of +security that will be issued if the option is exercised
EMD : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
1 fully paid ordinary share
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
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 ASX announcement of 18 June 2025.
Part 7C - Timetable
7C.1 Proposed +issue date
25/6/2025
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%
placement capacity under listing rule 7.1?
71,290,790 Placement Shares
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)?
Yes
7D.1c ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's
additional 10% placement capacity under listing rule 7.1A?
48,916,082 Placement Shares
7D.1c ( ii ) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer
under a +security purchase plan in which existing ordinary +security holders would have been eligible to
participate
The Company deemed a placement to be a quick and cost efficient method of raising funds. As detailed in the 18 June
2025 announcement, the Company intends to issue eligible Emyria shareholders holding shares on the record date, 1
loyalty option for every 4 Emyria shares held.
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?
Yes
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
No
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?
GBA Capital is acting as Lead Manager.
Appendix 3B - Proposed issue of securities
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Appendix 3B - Proposed issue of securities
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
GBA Capital will receive a 2% fee on the total funds raised and an additional 4% fee on funds introduced directly by GBA
and 2,500,000 unlisted options (on the same terms as Placement Options).
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
N/A
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
Proceeds from the Placement will be used to support the rollout of Emyria's expanded treatment programs, including
those funded under the Medibank agreement, and to provide general working capital.
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
No
7F.2 Any other information the entity wishes to provide about the proposed issue
Refer ASX announcement of 18 June 2025.
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)
Appendix 3B - Proposed issue of securities
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