4DMedical Limited (ASX:4DX)
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Apr 28, 2026, 4:11 PM AEST
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EGM 2024

Jan 21, 2024

Lil Bianchi
Non-Executive Chair, 4DMedical

I'm Lil Bianchi, Chair of 4DMedical Limited, and on behalf of the board, I'd like to welcome you to this extraordinary general meeting. I start by acknowledging and paying respect to the traditional custodians of the land, wherever we are located. As we have a forum, I formally declare the meeting open. I would now like to introduce the 4DM board. Firstly, Dr. Andreas Fouras, our Founder, Managing Director, and CEO, and you'll hear from Andreas shortly. Non-executive directors, Dr. Robert Figlin, Dr. Geraldine McGinty, Julian Sutton, and Executive Director, John Livingston. Also in attendance, our Company Secretary, Naomi Lawrie, and CFO, Simon Glover. Link Market Services, our share registry, is represented by Julie Stokes. I appoint Julie Stokes of Link Market Services to be Returning Officer for our meeting. Ms. Stokes has now co-opted her agents, members of her staff and staff of the company. Thank you, Julie.

Thank you again for your time today. We call this meeting following our acquisition of Imbio, funded by capital raise. Imbio is a U.S. med tech recognized as a leader in lung and heart AI, and Andreas and I will set out the importance of this acquisition during the meeting. At our AGM, I had the pleasure to speak to a number of you, and today we continue the dialogue online. Since November, 4DMedical has delivered on many key initiatives, and I want to share five highlights: Philips alliance, U.S. reimbursement, product distribution in ANZ, U.S. regulatory approval, and the acquisition of Imbio. So firstly, the alliance with Philips. A hardware alliance offers an acceleration strategy, extending our reach, reducing deployment costs, and giving us access to technical and commercial expertise. In November, we were delighted to announce an MOU with Philips Healthcare.

Philips is a global iconic company in medical imaging, with technology in 50% U.S. Veterans Affairs clinics, so a great match for us. Last week, and we announced today, a signed teaming agreement offering a combined solution to VA clinics, a 4DM XV technology in Philips hardware. XV will be added to Philips' product catalog and provided through the government sales team. Meeting the needs of the VA alongside a strong existing partner is an opportunity to accelerate our go-to-market ambitions in North America. U.S. reimbursement. It's vital in the U.S. healthcare market, where 90% of the population have either private or public insurance, and typically, Medicaid's fee schedules set the benchmark for commercial players to follow.

In November, we achieved a major reimbursement milestone, securing $299 per scan in the Medicare and Medicaid services schedule, which provides healthcare to U.S. adults over 65, and it's covering around 65 million people. So this removes a barrier to accessing XV LVAS. It reduces out-of-pocket payments and is the key to adoption at over 4,000 Medicaid-certified hospitals across America. It's tremendous news in itself, but it's also a big step towards reimbursement across the wider U.S. healthcare system, and we're already leveraging the commercial benefit from this by a new agreement with outpatient practices in Detroit and Memphis. This adds community-based access to our existing hospital distribution, and we anticipate further expansion in 2024. So back to Australia. Distribution is called commercialization.

Prior to the AGM, we signed a distribution agreement with Integral Diagnostics, an ASX-listed imaging network with 71 sites. We are piloting in regional Victoria as the basis for a network-wide rollout. This builds on our existing distribution agreements to reach more clinicians, increase referrals, and with joint marketing and engagement campaigns, build a wider revenue base. Integral brings presence in regional Australia and through their acquisition of 20 imaging clinics in New Zealand, a bridgehead for geographic expansion. U.S. FDA approval. As shareholders know, conforming with U.S. Food and Drug Administration regulatory controls is very complex but fundamental. In November, we announced further clearance for our CT LVAS product. This is already the cornerstone of our rollout in Australia, which has the highest density of CT imaging infrastructure in the world.

FDA clearance for this product means we can now access the CT U.S. market, which has 43 CT scanners per million population. It also de-risks the path to clearance of CT:VQ, our product position for high impact in nuclear medicine diagnosis, as it removes the need for inhalation of radioactive contrast agent. CT:VQ is a disruptive product for the diagnosis of pulmonary embolism and assessment of of conditions such as COPD. The Imbio position. The use of AI is gaining ground across medical imaging and has the potential to revolutionize detection of respiratory conditions. 4DMedical identifies strong commercial opportunity in building an integrated solution with XV technologies and an AI product suite, all focused on lung diagnostics. Therefore, we were very excited to acquire the U.S. AI med tech, Imbio, in December.

Integrating 4DMedical with Imbio can deliver both lung function and lung structure technologies, and cost efficiencies, and for clients, a one-stop shop. Imbio's customer base can now accelerate new customers for XV technology products as well. The five areas I've highlighted demonstrate the progress 4DM is making against our ambitious strategy. Approval of the resolution, resolutions tabled today enable this significant progress to be sustained. On behalf of the board, thank you for your registration and attendance today, and I kindly seek your approval of the resolutions placed before you, which have the full support of the 4DM board. Now, I'll now hand over to our Managing Director and CEO, Andreas, to deliver his address.

Andreas Fouras
Founder, Managing Director, and CEO, 4DMedical

Thank you, Lil. And if we can progress the slides to the slide to my title slide, please. I don't seem to- i t is? Okay. So thank you very much. I'm very pleased and excited to be to be presenting joining the AGM today. As Lil has just been outlining, we've had really dramatic acceleration over the last few months at 4DMedical. And I think that, you know, given the AGM today, I'm just going to really just progress over the next few slides.

So pass on to the slide labeled Material Acceleration. And so, really, we've been over those last few months, we have, as Lil's articulated, we've won CMS reimbursement, which is in itself a significant win for our sales team. But also provides an opportunity from there to win the private payors across, and the capacity to do that well ahead of schedule on our CPT 3 really represents a big win for 4D. FDA approval of CT LVAS, SaaS contracts in Detroit and Memphis, which open up new users under that CPT 3 code, but also a new class of customer for us. And the Philips agreement.

We're particularly excited to, after some progress in the last few days, to be able to formally announce the teaming agreement has now been implemented with Philips. Also the Imbio acquisition, which allows us to really get towards a position of being the world's foremost lung technology company, which is, I think, a really very exciting position for us to get to. Next slide, please. The Philips teaming agreement, really, given the size and reach of Philips and the performance multiplication that they can deliver us, for example, through contract vehicles already established with the VA, through the significant on the ground sales team that they have, really is incredibly exciting.

But typically, with that type of scale, you have a slow pace of movement, and we can see by the fact that we've achieved the teaming agreement in such a short period of time, demonstrates the motivation and the excitement that we have in our partners at Philips. And one of the things , you know, also, that I find very exciting about Philips is their genuine commitment to the VA. They have long-established partnerships with the VA, 45 years, 45-year relationship, 35% of the critical care information systems and 50% of VA clinics overall using Philips imaging systems. Now that we have this teaming agreement in place, we are now free to work side by side in combination with Philips to take our technology to the VA.

We will be building, we'll be building tenders, building contracts, and taking them to the VA in parallel with building the reseller agreement, which will work out the fine details of the commercials, which we'll then be able to share with all of you. Next slide, please. The Imbio acquisition really adds, you know, exciting layers in combination with the strong foundations that we've been building at 4DMedical. 4DMedical's XV technology is the world-leading lung function technology, and we're incredibly excited about the game-changing capabilities that CT:VQ will bring to the market. And now, in combination with Imbio, we have the complete picture of function plus structure to allow us to be that world's foremost lung imaging company.

Also, through their significant range of, you know, 55 partners or customers across the United States, you know, direct sales partners and over 200 partners, 200 customers in total, each of those representing an opportunity for our sales team to make a call and sell our products. Also, in combination, that one-stop shop or that total service offering in the lung allows us now to proceed targeting opportunities for lung screening. Which we firmly believe is gonna be the largest growth in lung imaging across the world over the next decade. Also, they bring with them their own opportunities and their own pipeline inside the VA.

Additionally, they bring significant revenues with us, expecting revenue contribution in calendar 2024 of over $6 million and adjacent markets and customers in pharma and device, and all of this at a gross margin of well over 80%. So really, in summary, there's incredible strategic benefits from this acquisition. Revenue synergies, cost synergies, complementary products, extending the reach of 4DMedical across the world, and in particular, in the United States. Next slide, please. So, you know, in summary, over the last few months, we've had substantial progress in our commercialization, reimbursement ahead of schedule with increased payment, removing our largest barrier to commercialization in the United States. FDA approval, allowing expansion following our Australian model and opening the door to CT:VQ. Philips arrangement, leveraging scalability and relationships across the VA.

The Imbio acquisition, providing us synergy across all facets of our commercialization. So, thank you very much. Y ou know, over the last few years, we've been laying the foundations for an incredibly strong 4DMedical, and I'm proud of the fact that now, much of those foundations we can see are rising above the water to be in clear sight of our shareholders. So, back to you, Lil. Oh, Lil? You might be on mute.

Lil Bianchi
Non-Executive Chair, 4DMedical

Okay. Thank you. Thank you, Andreas. Next, I'll hand over to our Company Secretary, Naomi, to outline how to vote and how to ask a question through the virtual meeting platform.

Naomi Lawrie
Company Secretary, 4DMedical

Thank you, Lil. I will now summarize the voting procedures that will apply to this meeting. Voting on each resolution will be conducted by a poll. On a poll, each shareholder, whether voting through the virtual meeting platform, by proxy, or by representative, is entitled to one vote for every share held by that member. I confirm that where a proxy vote has been given to the Chair of the meeting without voting instructions, the Chair will vote in favor of each resolution to the extent permitted. After discussion of each resolution and prior to pushing the resolution to a vote, the proxy votes will be displayed for each resolution in the slideshow presentation. These slides were lodged with the ASX earlier today.

If you would like to vote during the meeting, after successfully registering for the meeting, you can now navigate to the menus at the bottom of the platform. You can see three boxes labeled: Get a voting card, Ask a question, and Downloads. Downloads gives you access to download the notice of meeting and the virtual meeting online guide. The Get a voting card and Ask a question buttons are also replicated at the top of the webpage. To register to vote, click Get a voting card. This will bring up a voting card box. Enter your shareholder number, which is your SRN, and registered post code. Or if you are an appointed proxy, please enter the proxy number issued to you by Link Market Services in the Proxy Details section.

Once you have submitted your appropriate details, your voting card will appear with all the resolutions to be voted on. You can move between submitting a full vote or partial vote at the top of the voting card, and change your votes at any time before voting has closed by clicking the Edit card button. Voting will close five minutes after the formal close of the meeting. Shareholders, you may lodge your vote any time from now. After the formal close of the meeting, a five-minute countdown timer will appear on your screen. Please ensure your votes are submitted before the countdown concludes. Your votes will be counted by the returning officer after voting has closed. The results from the poll will be released as soon as available today on the ASX, and will also be displayed on the investor services page of our company website.

Next, how to ask a question. To ask an audio question, click on Ask a Question, and then go to Webphone, and then follow the prompts, as set out in our virtual meeting online guide. In terms of question sequence, first, we will address audio questions, then pre-submitted shareholder questions and written questions received through the online platform during the meeting. Please note that not all questions are guaranteed to be answered during the meeting, but we will do our best to address the main and frequently asked shareholder questions. Where we have received duplicate or similar questions, we will address just one of the questions that encapsulates the query or queries best. We will take questions after each resolution is presented. In addition, at the end of the meeting, we will provide an opportunity for shareholders to ask general questions.

I will now hand back to the Chair to move the formal items of business.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. Shareholders, we have six items to address today. For each item of business, we will provide a summary and then answer shareholder questions relating to each specific resolution or item. The first item of ordinary business is ratification of the issue of shares under the placement. The proxies received for item one are displayed on the screen. If you have questions for this item, please submit now if you've not already done so. Are there any audio questions on this item of business?

Speaker 4

Chair, there are no questions on this item.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. Are there any pre-lodged or online questions on this item of business?

Speaker 4

Chair, we have not received any pre-lodged or online questions on this item of business.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. I move the shareholders consider, and if thought fit, pass the ordinary resolution as set out on the screen. We will now move to the next item of business. The second item of ordinary business seeks shareholder approval for the proposed issue of new options under the placement. The proxies received for item two are displayed on the screen. If you have questions for this item, please submit them now, if you've not already done so. Are there any audio questions on this item of business?

Speaker 4

Chair, there are no questions on this item.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. Are there any pre-lodged or online questions?

Speaker 4

We have not received any pre-lodged questions on this item of business.

Lil Bianchi
Non-Executive Chair, 4DMedical

As there are no further questions, I move the shareholders consider, and if thought fit, pass the ordinary resolution as set out on screen. We will now move to the next item of business. The third item of ordinary business seeks shareholder approval for the proposed issue of earn-out shares. The proxies received for item three are displayed on the screen. If you have questions for this item, please submit them now, if you've not already done so. Are there any audio questions on this item of business?

Speaker 4

Chair, there are no questions on this item.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. Are there any pre-lodged or online questions?

Speaker 4

We have not received any pre-lodged questions on this item of business.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. I move the shareholders consider, and if thought fit, pass the ordinary resolution as set out on the screen. We will now move on to the next item of business. The fourth item of ordinary business seeks shareholder approval for the proposed issue of options to Director Dr. Geraldine McGinty, in lieu of base director fees. The proxies received for item four are displayed on the screen. If you have questions for this item, please submit them now, if you've not already done so. Are there any audio questions on this item of business?

Speaker 4

Chair, there are no questions on this item.

Lil Bianchi
Non-Executive Chair, 4DMedical

Are there any pre-lodged or online questions?

Speaker 4

We have not received any pre-lodged questions on this item of business.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. I move the shareholders consider, and if thought fit, pass the ordinary resolution as set out on the screen. I will now pass to Andreas, the CEO, to present the next item of business.

Andreas Fouras
Founder, Managing Director, and CEO, 4DMedical

Thank you, Chair. The fifth item of ordinary business seeks shareholder approval for the proposed issue of options to Director and Chair, Ms. Lil Bianchi, in lieu of base director's fees. The proxies that have been received for item five are displayed in the presentation on the screen. If you have any questions for this item, please submit them now if you have not already done so. Are there any audio questions for this item of business?

Speaker 4

CEO, there are no questions on this item.

Andreas Fouras
Founder, Managing Director, and CEO, 4DMedical

Thank you. Are there any pre-lodged or online questions for this item of business?

Speaker 4

We have not received any pre-lodged questions on this item of business.

Andreas Fouras
Founder, Managing Director, and CEO, 4DMedical

As there are no questions, I move the shareholders consider, and if thought fit, pass the ordinary resolution as set out on the screen. We'll now move on to the next item of business. I'll now pass back to Lil.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. We now move to item six, an ordinary item of business, seeking approval for the renewal of 4DMedical Limited long-term incentive plan and the proposed issues of securities under the plan. The proxies received for item six are displayed on the screen. If you have questions for this item, please submit them now if you've not already done so. Are there any audio questions on this item?

Speaker 4

Chair, there are no questions on this item.

Lil Bianchi
Non-Executive Chair, 4DMedical

Are there any pre-lodged or online questions on this item?

Speaker 4

We have not received any pre-lodged questions on this item of business.

Lil Bianchi
Non-Executive Chair, 4DMedical

I move the shareholders consider, and if thought fit, pass the ordinary resolution as set out in the screen. Shareholders, now the formal item of business has been addressed. Thank you to everyone who's attended 4D's virtual AGM and to those who have engaged with us by providing questions. That concludes the official business of this meeting, and I remind shareholders that the poll will close five minutes after the conclusion of the meeting. I formally charge Julie Stokes of Link Market Services as Returning Officer to count the votes once the poll has closed. The results of this meeting will be released through the ASX as soon as possible and displayed on our company website. Before we close the meeting, are there any other general questions from shareholders?

Speaker 4

There are no questions received, Chair.

Lil Bianchi
Non-Executive Chair, 4DMedical

Thank you. Again, thank you for your attendance and interest today. I now declare the meeting closed. Thank you. Goodbye.

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