For personal use only

LaserBond Limited ACN 057 636 692

For personal use only

Share Purchase Plan Booklet

Important Notice and Disclaimer

This Booklet offers Eligible Shareholders the opportunity to purchase up to $30,000 of fully paid, ordinary Shares in LaserBond Limited ACN 057 636 692 (LaserBond) under a share purchase plan (SPP). If applications are received for more than $2 million in total, applications will be scaled back pro rata.

This Booklet does not provide financial advice and has been prepared without taking into account the individual investment objectives, financial situation or needs of any shareholder. You should read this Booklet in its entirety and seek independent financial and taxation advice before making a decision to participate in the SPP.

The offer of New Shares under the SPP is made in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 (ASIC Instrument) and therefore does not require a prospectus for the purposes of Chapter 6D of the Corporations Act.

This Booklet is not a product disclosure statement or a prospectus under the Corporations Act.

The SPP was announced to the ASX on 17 December 2021 together with a placement of fully paid ordinary Shares to institutional investors. LaserBond will use its best endeavours to ensure that SPP participants have a reasonable opportunity to participate equitably in the $2 million capital raising under the SPP. Accordingly, any scale-back arrangements for SPP participants will be applied on a pro rata basis to all participants.

The laws of some countries prohibit or make impracticable participation in the SPP by certain overseas Shareholders. LaserBond has determined that it is not practical to permit Shareholders who are not resident in Australia or New Zealand to participate in the SPP. Accordingly, Shareholders who are not resident in Australia or New Zealand will not be able to participate in the SPP. The SPP does not constitute an offer of shares in LaserBond for subscription (New Shares) for sale in any other jurisdictions.

New Zealand

The New Shares are not being offered or sold to the public within New Zealand other than to existing Shareholders with registered addresses in New Zealand to whom the offer of New Shares is being made in reliance on the Financial Markets Conduct Act 2013 and the Financial Markets Conduct (Incidental Offers) Exemption Notice 2016.

This Booklet has not been registered, filed with or approved by any New Zealand regulatory authority. This Booklet is not a prospectus or a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a prospectus or a product disclosure statement under New Zealand law is required to contain.

CHAIRMAN'S LETTER

For personal use only

21 December 2021

Dear LaserBond Shareholders,

On behalf of the Board of Directors of LaserBond Limited ACN 057 636 692 (Company), I am pleased to offer you the opportunity to subscribe for fully paid ordinary shares in the Company (New Shares) under a Share Purchase Plan (SPP).

Under the SPP, Eligible Shareholders have the opportunity to subscribe for up to $30,000 of New Shares at an issue price of $0.87 per New Share (Issue Price). The Issue Price represents a 5.4% discount to the closing price of Shares on 14 December 2021 and a 7.7% discount to the volume weighted average market price of Shares over the last five days on which sales of Shares were recorded on the Australian Securities Exchange (ASX) immediately prior to the Company undertaking its recent placement. The SPP follows the announcement of the Company's capital raising of $10.0 million (before offer costs) at an issue price of $0.87.

Details of the offer under the SPP

The SPP is not underwritten and the total amount to be raised under the SPP is subject to a cap of $2 million.

LaserBond reserves the right to scale-back applications in its absolute discretion. LaserBond will use its best endeavours to ensure that SPP participants have a reasonable opportunity to participate equitably in the overall capital raising. Accordingly, any scale-back arrangements for SPP participants will be applied on a pro rata basis to all participants. In the event of a scale-back, you may be allocated New Shares to a value which is less than the parcel which you applied for and the difference will be refunded to you without interest.

The New Shares issued under the SPP will rank equally with existing LaserBond Shares quoted on the ASX. Participation in the SPP is optional and is open to Eligible Shareholders, being holders of fully paid ordinary LaserBond Shares as at 7:00pm (AEDT) on 16 December 2021 with a registered address in Australia or New Zealand and who meet certain other conditions set out in this Booklet.

Your right to participate in the SPP is not transferrable.

How to apply

If you are an Eligible Shareholder and wish to participate in the SPP, you may apply to purchase New Shares with a minimum application amount of $2,000 and any additional New Shares in increments of $1,000, with a maximum application amount of $30,000.

You can apply for New Shares by either:

  • completing the enclosed Application Form as instructed and returning it to the address indicated in the form, together with your payment; or
  • making payment directly to BPAY. If you make your application by BPAY, you do not need to return the Application Form.

Your application and payment must be received by 5.00pm (AEDT) on 24 January 2022 (Closing Date).

Timetable

The offer of New Shares under the SPP will be conducted in accordance with the following timetable*:

Timetable

Record Date

7.00pm (AEDT), 16 December 2021

Offer opens (Opening Date)

9.00am (AEDT), 31 December 2021

For personal use only

Offer closes (Closing Date)

5.00pm (AEDT), 24 January 2022

Issue of New Shares (Issue Date)

28 January 2022

Commencement of trading of New

31 January 2022

Shares on the ASX (Trading Date)

Despatch of holding statements

31 January 2022

*LaserBond may vary any of the above dates at its absolute discretion by lodging a revised timetable with the ASX.

Use of proceeds

The Board presently intends that the funds raised from the SPP will be applied towards working capital.

As with any intended use of funds, this is a statement of the Company's current intention as at the date of this Booklet. Intervening events and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way in which the funds are applied.

Important information

The offer of New Shares under the SPP is being made in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547, which grants relief from the requirement to issue a prospectus for the SPP.

The terms and conditions of the offer of New Shares under the SPP are set out in this Booklet. The Board of LaserBond encourages you to read this Booklet in its entirety and seek independent professional advice before deciding whether to participate in the SPP.

For further information about the SPP or how to apply, please call the Registry, Boardroom Pty Limited, on 1300 737 760 or +61 2 9290 9600 (if calling from outside Australia) between 8:30am to 5:30pm (AEDT), Monday to Friday.

On behalf of the Board of Directors, I thank you for your continued support of LaserBond and invite you to participate in the SPP.

Philip Suriano GAICD

Chairman

LaserBond Limited

Page 4

Important Notice:

You should read these Terms and Conditions carefully as you will be bound by them if you participate in the SPP.

If you participate in the SPP by completing and returning the Application Form or by making a payment by BPAY, you are accepting the risk that the market price of Shares may change between the date of the Offer, the date you apply for New Shares and the issue of New Shares to you. The value of the New Shares that you apply for, over time, is likely to rise and fall. Importantly, there is a risk that during the period between when you apply for New Shares and when the New Shares are issued to you, you may be able to buy Shares on the ASX at a lower price than the SPP Issue Price. After the issue of the New Shares to you, the value of these New Shares will fluctuate over time and there is no guarantee that their value will not fall below the SPP Issue Price.

1.

Eligible Shareholders

under the SPP unless the Custodian certifies the following in

writing to LaserBond:

1.1

Subject to clauses 1.2 to 1.5, you are entitled to participate in

(a) either or both of the following:

only

the share purchase plan (SPP), if you:

(a) were registered on the Register of LaserBond Limited as

(i) that the Custodian holds the Shares on behalf of one or

more persons that are not custodians (Participating

a Shareholder at 7.00pm (AEDT) on 16 December 2021

Beneficiaries); or

(Record Date);

(b) have a registered address on the Record Date in

(ii) that another custodian (Downstream Custodian) holds

beneficial interests in Shares on behalf of a Participating

Australia or New Zealand; and

Beneficiary, and the Custodian holds the Shares to

(c) if your registered address is in New Zealand, and you

which those beneficial interests relate on behalf of the

continue to hold Shares from the Record Date to the

Downstream Custodian or another custodian,

Opening Date,

on the Record Date and that each Participating

(Eligible Shareholder).

Beneficiary has subsequently instructed the

1.2

Eligible Shareholders who hold Shares as a "custodian"

following persons to apply for New Shares under the

use

(as defined in ASIC Corporations (Share and Interest

SPP on their behalf:

(i) if clause 4.1(a)(i) applies - the Custodian; and

Purchase Plans) Instrument 2019/547) (Custodian) may

participate in the SPP on behalf of one or more persons for

(ii) if clause 4.1(a)(ii) applies - the Downstream Custodian,

on whose behalf the Custodian holds Shares (Custodian

Beneficiaries), provided the conditions set out in clause 4

(b) the number of Participating Beneficiaries;

are met.

(c) the name and address of each Participating Beneficiary,

1.3

If applications for more than $2 million are received,

and that each Participating Beneficiary's address is located

LaserBond will scale back acceptances on a pro rata

in Australia or New Zealand;

basis.

(d) in respect of each Participating Beneficiary:

1.4

Shareholders who hold Shares on behalf of persons who

(i) if clause 4.1 (a)(i) applies - the number of Shares that

reside outside Australia or New Zealand are not entitled to

the Custodian holds on their behalf; and

participate in the SPP.

1.5

If you are a joint holder of Shares, you are taken to be a

(ii) if clause 4.1 (a)(ii) applies - the number of Shares to

which the beneficial interests relate;

single registered holder of Shares for the purposes of

determining whether you are an Eligible Shareholder and

(e) in respect of each Participating Beneficiary:

joint holders are entitled to participate in the SPP in respect of

(i) if clause 4.1 (a)(i) applies - the number or the dollar

that single holding only.

amount of New Shares they instructed the Custodian to

2.

Offer

apply for on their behalf; and

2.1

LaserBond offers each Eligible Shareholder the opportunity

(ii) if clause 4.1 (a)(ii) applies - the number or the dollar

personal

to purchase up to $30,000 worth of fully paid ordinary Shares

amount of New Shares they instructed the Downstream

in LaserBond (New Shares) under the SPP, subject to and in

Custodian to apply for on their behalf;

accordance with these Terms and Conditions (Offer).

(f) there are no Participating Beneficiaries in respect of which

2.2

Participation in the SPP is optional. The Offer is non-

the total of the application price for the following exceeds

renounceable which means Eligible Shareholders cannot

$30,000:

transfer their right to purchase New Shares to another

(i) the New Shares applied for by the Custodian under the

person.

SPP in accordance with the instructions referred to in

2.3

The Offer to each Eligible Shareholder (whether as a

clause 4.1(e); and

For2.4

Custodian or on its own account) is made on these same

(ii) any other Shares issued to the Custodian in the 12

Terms and Conditions.

months before the application as a result of an instruction

All references to $ or dollars in this Booklet are references to

given by them to the Custodian or the Downstream

Australian dollars unless otherwise indicated.

Custodian to apply for Shares on their behalf under an

3.

Joint holders

arrangement similar to the SPP;

3.1

Subject to clause 4, if you receive more than one Offer due to

(g) that a copy of this Booklet was given to each Participating

Beneficiary; and

multiple registered holdings, you may apply for New Shares

by way of different Application Forms, but you may not apply

(h) if clause 4.1 (a)(ii) applies - the name and address of each

for New Shares with an aggregate value of more than

Custodian who holds beneficial interests in the Shares held

$30,000.

by the Custodian in relation to each Participating

4.

Custodians

Beneficiary,

4.1

If a Custodian applies for New Shares on behalf of a

(Custodian Certificate).

Custodian Beneficiary, LaserBond will not issue New Shares

4.2 For further information about the custodian application

This is an excerpt of the original content. To continue reading it, access the original document here.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

LaserBond Limited published this content on 21 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 December 2021 03:19:02 UTC.