3D Medical : Appendix 3B – SPP

Microsoft Word - 3DM_App 3B_share purchase plan 151224 (final).docx Appendix 3B

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

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. 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

3D MEDICAL LIMITED

ABN

26 007 817 192

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

Fully paid ordinary shares

1+Class of +securities issued or to be issued

4,336,704

1. Number of +securities issued or to be issued (if known) or maximum number which may be issued

   
   

   Fully paid ordinary shares

2. 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)

   
   

   The ordinary shares will be quoted and will rank equally with all other ordinary shares on issue in the Company.

3. 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

     
     

     $0.075 per share (total: $325,250)

4. Issue price or consideration

   
   

   The 4,336,704 fully paid ordinary shares were issued under the Company's share purchase plan as announced to the market on 12 November 2015 (SPP).

   
   

   The purpose of the SPP was to raise funds. The SPP is part of a capital raising initiative being undertaken by the Company to provide working capital for Mach7 after completion of the Company's proposed merger with Mach7.

5. Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

Yes

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

12 November 2015

6b The date the security holder resolution under rule 7.1A was passed

N/A

6c Number of +securities issued without security holder approval under rule 7.1

N/A

6d Number of +securities issued with security holder approval under rule 7.1A

N/A

6eNumber of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)

4,336,704 fully paid ordinary shares

6fNumber of +securities issued under an exception in rule 7.2

N/A

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.

N/A

6hIf +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements

See Annexure 1

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

24 December 2015

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.

Number	+Class
374,663,427	Fully paid ordinary shares

1. Number and +class of all

   +securities quoted on ASX (including the +securities in section 2 if applicable)

   
   

   Number	+Class
   58,748,168	Ordinary shares
   escrowed until 18
   February 2017
   51,239,454	Unlisted options
   	exercisable at $0.05
   	each, expiring 6
   	August 2016

2. Number and +class of all

   +securities not quoted on ASX (including the +securities in section 2 if applicable)

   21,705,606

   
   

   30,546,533

   
   

   12,939,854

   Unlisted options exercisable at $0.05 each, expiring 6

   August 2016,

   escrowed until 18

   February 2017

   
   

   Unlisted options exercisable at $0.05 each, expiring 6

   February 2017

   
   

   Unlisted options exercisable at $0.05 each, expiring 6

   February 2017,

   escrowed until 18

   February 2017

   
   

   Rank equally

3. Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

   
   

   Part 2 - Pro rata issue

   N/A

4. Is security holder approval required?

   
   

   N/A

5. Is the issue renounceable or non-renounceable?

   
   

   N/A

6. Ratio in which the +securities will be offered

N/A

14 +Class of +securities to which the offer relates

N/A

15 +Record date to determine entitlements

N/A

1. Will holdings on different registers (or subregisters) be aggregated for calculating entitlements?

   
   

   N/A

2. Policy for deciding entitlements in relation to fractions