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Rule 2.7, 3.10.3, 3.10.4, 3.10.5 Appendix 3B New issue announcement, application for quotation of additional securities and agreement Information or documents not available now must be given to ASX as soon as available.

Wednesday, December 4, 2019 1 min read
Key Takeaway: Rule 2.7, 3.10.3, 3.10.4, 3.10.5 application for quotation of additional securities Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX s property and may be made public. Introduced 01/07/96 O

Full Press Release Details

Rule 2.7, 3.10.3, 3.10.4, 3.10.5
application for quotation of additional securities
Information or documents
not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX s property and may be made public.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13
Name of entity
Immutep Limited ( IMM )
ABN
90 009 237 889
We (the entity) give ASX the following information.
You must complete the relevant sections (attach sheets if there is not enough space).
1 + Class of + securities issued or to be issued 1. Unlisted Performance Rights 2. Unlisted Performance Rights 3. Ordinary Shares 4. Ordinary Shares
2 Number of + securities issued or to be issued (if known) or maximum number which may be issued 1. 3,600,000 Unlisted Performance Rights 2. 1,500,000 Unlisted Performance Rights 3. 833,334 Ordinary Shares 4. 250,000 Ordinary Shares
3 Principal terms of the + securities (e.g. if options, exercise price and expiry date; if partly paid + securities, the amount outstanding and due dates for payment; if + convertible securities, the conversion price and dates for conversion) 1. Performance Rights
Number of performance rights 3,600,000 (on a post-consolidation basis)
Vesting conditions Service-based vesting conditions only
Tranche 1 1,200,000 on 1 October 2020
Tranche 2 1,200,000 on 1 October 2021
Tranche 3 1,200,000 on 1 October 2022
Expiry Date The Performance Rights will expire, if not exercised, one year after the relevant vesting date for each tranche of performance rights (see above).
Price of performance rights Performance Rights will be granted at no cost. Once the vesting condition is satisfied (or waived in exceptional circumstances), the Performance Rights will be exercisable at nil cost.
2. Performance Rights
Number of performance rights 1,500,000 (on a post-consolidation basis)
Vesting conditions The Performance Rights will vest in three equal tranches based on Mr Meyers continuing as a Director on the following dates
Tranche 1 500,000 (on a post-Consolidation basis) on 1 October 2021 (being for service from 1 October 2020 to 30 September 2021);
Tranche 2 500,000 (on a post-Consolidation basis) on 1 October 2022 (being for service from 1 October 2021 to 30 September 2022); and
Tranche 3 500,000 (on a post-Consolidation basis) on 1 October 2023 (being for service from 1 October 2022 to 30 September 2023).
Expiry Date The Performance Rights will expire, if not exercised, one year after Vesting Date.
Price of performance rights Performance Rights will be granted at no cost. Once the vesting conditions (service only) are met (or waived in exceptional circumstances), the Performance Rights will be exercisable at nil cost.
3. Pari passu with existing Fully Paid Ordinary Shares 4. Pari passu with existing Fully Paid Ordinary Shares
+ See chapter 19 for defined terms.
Appendix 3B Page 2 04/03/2013
4 Do the + securities rank equally in all respects from the + issue date with an existing + class of quoted + securities? If the additional + securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 1. Yes, if/when the Performance Rights vest to shares 2. Yes, if/when the Performance Rights vest to shares 3. Pari Passu with existing Fully Paid Ordinary Shares 4. Pari Passu with existing Fully Paid Ordinary Shares
5 Issue price or consideration 1. Nil 2. Nil 3. Nil 4. Nil
6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 1. Issue to Chief Executive Officer under the Executive Incentive Plan 2. Issue to Pete Meyers in lieu of cash for his services as a non-executive director, in accordance with shareholder approval at the AGM held on 1 November 2019. 3. Vesting & exercise of Performance Rights under the Executive Incentive Plan into fully paid ordinary shares. 4. Dr Russell Howard exercises 2 nd tranche of his performance rights which vested to him i.e. 250,000 (on a post-consolidation basis) to convert to ordinary shares, in accordance with shareholder approval received at the AGM on 16 November 2018.
6a Is the entity an + eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b 6h in relation to the + securities the subject of this Appendix 3B , and comply with section 6i Yes
6b The date the security holder resolution under rule 7.1A was passed 1 November 2019
6c Number of + securities issued without security holder approval under rule 7.1 Nil
6d Number of + securities issued with security holder approval under rule 7.1A Nil
6e Number of + securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 1. 3,600,000 performance rights approved at the AGM on 1 November 2019 for CEO & Executive Director, Mr Marc Voigt. 2. 1,500,000 performance rights approved at the AGM on 1 November 2019 for Non-Executive Director, Mr Pete Meyers. 4. 250,000 ordinary shares are issued on exercise of 2 nd tranche of performance rights approved for Non-Executive Director, Dr Russell Howard at the AGM on 16 November 2018.
6f Number of + securities issued under an exception in rule 7.2 3. 833,334 ordinary shares are issued on exercising performance rights
6g If + securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the + issue date and both values. Include the source of the VWAP calculation. Not applicable
+ See chapter 19 for defined terms.
Appendix 3B Page 4 04/03/2013
6i Calculate the entity s remaining issue capacity under rule 7.1 and rule 7.1A complete Annexure 1 and release to ASX Market Announcements Refer to Annexure 1
7 + Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 2 December 2019
Number + Class
8 Number and + class of all + securities quoted on ASX ( including the + securities in section 2 if applicable) 388,797,604 Fully paid ordinary shares
Number + Class - Options
Amount Exercise Price Expiration Date
9 Number and + class of all + securities not quoted on ASX ( including the + securities in section 2 if applicable) 37,144,524 $0.235 4 August 2020
79,311 $0.568 30 October 2020
102,628 $0.398 7 March 2021
847,600 $0.248 4 August 2025
Number + Class Warrants over NASDAQ listed American Depository Shares
Amount Exercise Price Terms
1,553,718 US$ 2.49 Each Warrant entitles the holder to purchase 1 ADS (where one ADS = 10 Ordinary Shares) at the exercise price and is exercisable immediately. Each Warrant will expire on 5 January 2023.
2,080,000 US$ 2.49 Each Warrant entitles the holder to purchase 1 ADS (where one ADS = 10 Ordinary Shares) at the exercise price and is exercisable immediately. Each Warrant will expire on 12 February 2022.
Number + Class Performance Rights
Amount Type Expiration Date
273,637 NED PRs Each tranche of NED PRs will expire one year after Vesting Date if not exercised as indicated in the appendix 3B released on 6 December 2016.
426,654 NED PRs Each tranche of NED PRs will expire one year after Vesting Date if not exercised as indicated in the appendix 3B released on 4 December 2016.
2,833,334 LTI Each tranche of LTIs will expire one year after Vesting Date if not exercised as indicated in the appendix 3B released on 4 December 2017.
500,000 LTI LTIs will vest on 1 October 2020.
387,560 LTI Each tranche of LTIs will expire one year after Vesting Date if not exercised as indicated in the appendix 3B released on 2 October 2018.
500,000 NED PRs Each tranche of NED PRs will expire one year after Vesting Date if not exercised as indicated in the appendix 3B released on 21 November 2018.
+ See chapter 19 for defined terms.
Appendix 3B Page 6 04/03/2013
4,500,000 LTI Each tranche of LTIs will expire one year after the relevant vesting date unless exercised as indicated in the appendix 3B released on 3 October 2019, subject to accelerated vesting conditions.
1,500,000 NED PRs Each tranche of NED PRs will expire one year after Vesting Date if not exercised subject to accelerated vesting conditions.
3,600,000 LTI Each tranche of LTIs will expire one year after the relevant vesting date unless exercised, subject to accelerated vesting conditions.
Number + Class Convertible Notes
Amount Type Expiration Date
13,750,828 Convertible Notes each with a face value of AU$1, expiring on 4 August 2025.
10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) Unchanged
Part 2 - Bonus issue or Pro rata issue
11 Is security holder approval required? Not applicable
12 Is the issue renounceable or non-renounceable? Not applicable
13 Ratio in which the + securities will be offered Not applicable
14 + Class of + securities to which the offer relates Not applicable
15 + Record date to determine entitlements Not applicable
16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? Not applicable
17 Policy for deciding entitlements in relation to fractions Not applicable
18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. Not applicable
19 Closing date for receipt of acceptances or renunciations Not applicable
20 Names of any underwriters Not applicable
21 Amount of any underwriting fee or commission Not applicable
22 Names of any brokers to the issue Not applicable
23 Fee or commission payable to the broker to the issue Not applicable
24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders Not applicable
25 If the issue is contingent on security holders approval, the date of the meeting Not applicable
26 Date entitlement and acceptance form and offer documents will be sent to persons entitled Not applicable
27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders Not applicable
28 Date rights trading will begin (if applicable) Not applicable
29 Date rights trading will end (if applicable) Not applicable
30 How do security holders sell their entitlements in full through a broker? Not applicable
+ See chapter 19 for defined terms.
Appendix 3B Page 8 04/03/2013
31 How do security holders sell part of their entitlements through a broker and accept for the balance? Not applicable
32 How do security holders dispose of their entitlements (except by sale through a broker)? Not applicable
33 + Issue date Not applicable
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
34 Type of + securities ( tick one )
(a) + Securities described in Part 1
(b) All other + securities Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
35 If the + securities are + equity securities, the names of the 20 largest holders of the additional + securities, and the number and percentage of additional + securities held by those holders
36 If the + securities are + equity securities, a distribution schedule of the additional + securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over
37 A copy of any trust deed for the additional + securities
+ See chapter 19 for defined terms.
Appendix 3B Page 10 04/03/2013
Entities that have ticked box 34(b)
38 Number of + securities for which + quotation is sought N/A
39 + Class of + securities for which quotation is sought N/A
40 Do the + securities rank equally in all respects from the + issue date with an existing + class of quoted + securities? If the additional + securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment N/A
41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another + security, clearly identify that other + security) N/A
Number +Class
42 Number and + class of all + securities quoted on ASX ( including the + securities in clause 38) N/A N/A
entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
Sign here: Date: 2 December 2019
(Director/Company secretary)
Print name: Tom Bloomfield
+ See chapter 19 for defined terms.
Appendix 3B Page 12 04/03/2013
Appendix 3B Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities
Introduced 01/08/12 Amended 04/03/13
Rule 7.1 Issues exceeding 15% of capital
Step 1: Calculate A , the base figure from which the placement capacity is calculated
Insert number of fully paid + ordinary securities on issue 12 months before the +issue date or date of agreement to issue 308,443,162
Add the following: Number of fully paid + ordinary securities issued in that 12 month period under an exception in rule 7.2 Number of fully paid + ordinary securities issued in that 12 month period with shareholder approval Number of partly paid + ordinary securities that became fully paid in that 12 month period Note: Include only ordinary securities here other classes of equity securities cannot be added Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed It may be useful to set out issues of securities on different dates as separate line items 80,352,402
Subtract the number of fully paid +ordinary securities cancelled during that 12 month period Nil
A 388,795,564
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 13
Step 2: Calculate 15% of A
B 0.15 [Note: this value cannot be changed]
Multiply A by 0.15 58,319,334
Step 3: Calculate C , the amount of placement capacity under rule 7.1 that has already been used
Insert number of +equity securities issued or agreed to be issued in that 12 month period not counting those issued: Under an exception in rule 7.2 Under rule 7.1A With security holder approval under rule 7.1 or rule 7.4 Note: This applies to equity securities, unless specifically excluded not just ordinary securities Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed It may be useful to set out issues of securities on different dates as separate line items Nil
C Nil
Step 4: Subtract C from [ A x B ] to calculate remaining placement capacity under rule 7.1
A x 0.15 Note: number must be same as shown in Step 2 58,319,334
Subtract C Note: number must be same as shown in Step 3 Nil
Total [ A x 0.15] C 58,319,334 [Note: this is the remaining placement capacity under rule 7.1]
+ See chapter 19 for defined terms.
Appendix 3B Page 14 04/03/2013
Rule 7.1A Additional placement capacity for eligible entities
Step 1: Calculate A , the base figure from which the placement capacity is calculated
A Note: number must be same as shown in Step 1 of Part 1 388,795,564
Step 2: Calculate 10% of A
D 0.10 Note: this value cannot be changed
Multiply A by 0.10 38,879,556
Step 3: Calculate E , the amount of placement capacity under rule 7.1A that has already been used
Insert number of + equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: This applies to equity securities not just ordinary securities Include here if applicable the securities the subject of the Appendix 3B to which this form is annexed Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained It may be useful to set out issues of securities on different dates as separate line items Nil
E Nil
+ See chapter 19 for defined terms.
04/03/2013 Appendix 3B Page 15
Step 4: Subtract E from [ A x D ] to calculate remaining placement capacity under rule 7.1A
A x 0.10 Note: number must be same as shown in Step 2 38,879,556
Subtract E Note: number must be same as shown in Step 3 Nil
Total [ A x 0.10] E 38,879,556 Note: this is the remaining placement capacity under rule 7.1A
+ See chapter 19 for defined terms.
Appendix 3B Page 16 04/03/2013
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Last updated: Dec 4, 2019