Alterity Therapeutics Ltd 6-K, filed Oct 16, 2020
Alterity Therapeutics Ltd (ATHE)
About this 6-K
Alterity Therapeutics Ltd filed this 6-K on October 16, 2020.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2020
Alterity Therapeutics Limited
(Name of Registrant)
Level 3, 460 Bourke Street, Melbourne, VIC 3000, Australia
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): __
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): __
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- _____
This Form 6-K is being incorporated by reference into our Registration Statement on Form S-8 (Files No. 333-248980 and 333-228671) and our Registration Statements on Form F-3 (Files No. 333-249311 and 333-231417).
Alterity Therapeutics Limited
| 6-K | Items | |
| 99.1 | Proposed issue of Securities - ATH | |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| ALTERITY THERAPEUTICS LIMITED | ||
| (Registrant) | ||
| By: | /s/ Geoffrey Kempler | |
| Geoffrey Kempler, | ||
| Executive Chairman | ||
October 16, 2020
2
Exhibit 99.1
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Proposed issue of securities |
Announcement Summary
Entity name
ALTERITY THERAPEUTICS LIMITED
Announcement Type
New announcement
Date of this announcement
Friday October 16, 2020
The Proposed issue is:
þ A placement or other type of issue
Total number of +securities proposed to be issued for a placement or other type of issue
| ASX +security code | +Security description | Maximum Number of +securities to be issued |
| n/a | Attaching options | 674,694,939 |
| ATH | ORDINARY FULLY PAID | 674,694,939 |
Proposed +issue date
Tuesday November 24, 2020
Refer to next page for full details of the announcement
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Proposed issue of securities |
Part 1 - Entity and announcement details
1.1 Name of +Entity
ALTERITY THERAPEUTICS 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.
| 1.2 Registered Number Type | Registration Number |
| ABN | 37080699065 |
1.3 ASX issuer code
ATH
1.4 The announcement is
þ New announcement
1.5 Date of this announcement
Friday October 16, 2020
1.6 The Proposed issue is:
þ A placement or other type of issue
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Proposed issue of securities |
Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 - Are any of the following approvals required for the placement or other type of issue?
| ● | +Security holder approval | |
| ● | Court approval | |
| ● | Lodgement of court order with +ASIC | |
| ● | ACCC approval | |
| ● | FIRB approval | |
| ● | Another approval/condition external to the entity |
þ Yes
7A.1a Conditions
| Approval/Condition | Date for determination | Is the date estimated or actual? | ** Approval received/condition met? | |||
| +Security holder approval | Wednesday November 18, 2020 | þ Estimated |
Comments
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)? |
Will the proposed issue of this +security include an offer of attaching +securities? þ Yes |
|
| þ Existing class |
Details of +securities proposed to be issued
ASX +security code and description
ATH : ORDINARY FULLY PAID
Number of +securities proposed to be issued
674,694,939
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
þ Yes
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Proposed issue of securities |
| In what currency is the cash consideration being paid? | What is the issue price per +security? | |
| AUD - Australian Dollar | AUD 0.03700 |
Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
þ 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)?
þ 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 are non CDIs)
AU0000043945
| Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? | Will the entity be seeking quotation of the 'new' class of +securities on ASX? | |
| þ No | þ No | |
| ASX +security code | +Security description |
| New class-code to be confirmed | Attaching options |
+Security type
Options
Number of +securities proposed to be issued
674,694,939
Offer price details
Are the +securities proposed to be issued being issued for a cash consideration?
þ No
Please describe the consideration being provided for the +securities
Free attaching options to the placement of Tranche 2 shares. |
Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities
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Proposed issue of securities |
Will all the +securities issued in this class rank equally in all respects from their issue date?
þ Yes
Options details
+Security currency
AUD - Australian Dollar
| Exercise price | Expiry date |
| AUD 0.0700 | Thursday November 23, 2023 |
Details of the type of +security that will be issued if the option is exercised
ATH : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
One fully paid ordinary share (ASX:ATH) |
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 the Company announcement dated 16 October 2020 released in conjunction with this Appendix 3B. |
Part 7C - Timetable
7C.1 Proposed +issue date
Tuesday November 24, 2020
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?
þ Yes
7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1
Wednesday November 18, 2020
7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?
þ No
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
þ No
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Proposed issue of securities |
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
þ No
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue?
þ Yes
7E.1a Who is the lead manager/broker?
MST Financial Services Pty. Ltd. |
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
5% of the placement |
7E.2 Is the proposed issue to be underwritten?
þ No
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
|
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
To further research and development activities, provide on-going working capital as disclosed in the announcement dated 16 October 2020. |
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
þ No
7F.2 Any other information the entity wishes to provide about the proposed issue
|
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