Sienna Cancer Diagnostics : Announces $4.2M Capital Raise

05-Dec-2019

• Sienna to raise up to approximately $4.2 million, before costs, via a share placement and rights issue at 3.5 cents per share
• Issue price of 3.5 cents per share represents a 20% discount to the 30-day Volume WeightedAverage Price (VWAP) of Sienna's shares traded on the ASX as at 25 November 2019, and a 13% premium to the last traded price of Sienna shares (being 3.1 cents on 25 November 2019)
• Funds will be used for further development of SIEN NET™, co-development expenditures for thecollaborative agreements with Minomic International Ltd and VivaZome Therapeutics Pty Ltd,and continued evaluation of potential technologies for acquisition or in-license

Melbourne, Australia, 29 November 2019: Sienna Cancer Diagnostics Limited (ASX:SDX) ('Sienna' or 'the Company'), a medical technology company developing and commercialising IVD tests, announces plans to raise up to approximately $4.2 million in new capital, comprising a ~$1.7 million share placement of fully paid ordinary shares (Placement) to institutional and sophisticated investors via an agreement with Merchant Corporate Advisory (Merchant) as well as a rights issue offer to existing shareholders to raise up to a further ~$2.5 million.

Merchant will act as lead manager and bookrunner, intending to place 47,348,164 shares with institutional and sophisticated investors (the Placement) at 3.5 cents per new share to raise approximately $1.7 million before costs (18,442,647 shares under ASX listing rule 7.1 capacity and 28,905,517 under ASX listing rule 7.1A capacity). Merchant will earn a fee of 6% on the funds received by the Company via the Placement.

To allow existing shareholders the opportunity to acquire fully paid ordinary shares on the same terms, the Company is today launching a 1 for 4 pro rata non-renounceable rights issue. Approximately 72 million new shares will be offered to eligible shareholders to raise up to $2.5 million (Rights Issue Offer). The Rights Issue Offer will include a 'top-up' facility for eligible shareholders to apply for additional shares not taken up by other eligible shareholders (Shortfall). Merchant has offered to seek to place shares not taken up by eligible shareholders under the Rights Issue Offer, and will earn a fee of 6% on funds received under the Shortfall from institutional and sophisticated investors introduced by Merchant.

Neither the Placement nor the Rights Issue Offer require Sienna shareholder approval and neither is underwritten.

Proceeds from these capital raising initiatives will be used:

- To accelerate the commercialisation of SIEN-NET, enabling the development of multiple highvalue opportunities for the platform;

- To fund co-development expenditure for:

• The joint development of a pancreatic cancer diagnostic test in conjunction withMinomic International Ltd; and
• The joint development of an exosome based therapeutic for the treatment for CriticalLimb Ischemia with VivaZome Pty Ltd;

- For the continued evaluation and possible acquisition or in-licensing of potential technologieswhich enable the development of tests that are able to effect early and accurate diagnosis ofcancer;
- To provide additional working capital; and
- To pay the expenses of the Placement and Rights Issue Offer.

'Since acquiring the SIEN-NET technology in April 2019, Sienna has announced two collaborations to use the platform: with Minomic, to develop a pancreatic cancer diagnostic, and in a therapeutic setting with VivaZome, which is evaluating the potential of EXO-NET™ as a commercial purification process for exosomes to be used in treatment therapies. SIEN-NET has propelled us into the liquid biopsy and exosome market, a promising advancement in cancer detection, and as such, a rapidly growing and active market', said Carl Stubbings, CEO of Sienna.

Geoff Cumming, Sienna's Chairman, added: 'Expanding our technology pipeline is one of the Company's growth strategies. This funding will enable accelerated progression of this strategy. We are excited about the potential for SIEN-NET technology. The recent collaborative research agreements with Minomic and VivaZome are examples of the broad applicability of this novel technology and demonstrate market interest. We expect to announce further joint developments targeting areas of unmet medical need that leverage SIEN-NET in the near future.'

Details of the Rights Issue Offer

The Rights Issue Offer price of 3.5 cents per new share (Offer Price) is undertaken at the same price as the Placement.

Under the Rights Issue Offer, eligible shareholders will be entitled to subscribe for 1 new share in Sienna for every 4 existing shares held at 7.00 pm (AEST) on Wednesday, 4 December 2019 (Record Date) at the Offer Price. Fractional entitlement rights will be rounded up to the nearest whole number of new shares.

Eligible shareholders are those holders of existing Shares who:

• are registered as holders of existing shares as at 7:00pm (AEST) on the Record Date;
• have a registered address on the Sienna share register in Australia or New Zealand;
• are not in the United States and are not 'U.S. persons' (as defined under Regulation S under theUnited States Securities Act of 1933, as amended) (U.S. Persons) or acting for the account orbenefit of U.S. Persons; and
• are eligible under all applicable securities laws to receive an offer under the Rights Issue Offer.

Shareholders who do not satisfy the above criteria are ineligible shareholders.

As the Rights Issue Offer is non-renounceable, eligible shareholders cannot trade their entitlements on the ASX or transfer those rights. Shareholders who do not take up their entitlement under the Rights Issue Offer, in full or in part, will not receive any value in respect of those entitlements not taken up.

Top-up Facility under Rights Issue Offer

The Rights Issue Offer will include a facility under which eligible shareholders who take up their full entitlement under the Rights Issue Offer may apply for additional shares from those shares not taken up by other eligible shareholders (Top-up Facility). There is no guarantee that applicants under this Top-up Facility will receive all or any of the shares they apply for under the facility. New shares under the Top-up Facility will be allocated at the discretion of the Sienna Board. The Company has also reserved the right, at its discretion, to place any Shortfall after the allocation of shares under the Rights Issue Offer, including through Merchant (as broker), at a price no less than that offered under the Rights Issue Offer.

The annexure to this announcement is the timetable for the capital raisings together with the Company's issued capital structure (before and after the capital raisings).

Enquiries

For further information in relation to the Rights Issue Offer, please contact the Company on [phone] (local call cost within Australia) at any time between 9:00am and 5:00pm (AEST), Monday to Friday (excluding public holidays).

Other information

Offers of new shares will be made under the personalised Rights Issue Offer Document (Offer Document) to be distributed shortly after the Record Date. Eligible shareholders should carefully consider the Offer Document before deciding to apply for new shares under the Rights Issue Offer. A copy of the Offer Document will be available on ASX's website or can be obtained by contacting the Company on the numbers noted below.

For further information, please contact:

For full details, see the ASX release here