Imricor Medical Systems, Inc. (ASX:IMR)
Australia flag Australia · Delayed Price · Currency is AUD
1.790
-0.055 (-2.98%)
May 18, 2026, 4:10 PM AEST
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EGM 2024

Mar 18, 2024

Operator

Hello and welcome to the special meeting of stockholders of Imricor Medical Systems Incorporated. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to Steve Wedan. Wedan, Steve, the floor is yours.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thanks. Now it's my turn. Sorry. Hello everyone. I'd like to welcome you to the special meeting of stockholders of Imricor Medical Systems. My name is Steve Wedan, Imricor's Chair and CEO. During the course of today's meeting, our stockholders and their proxies will have the opportunity to ask questions and register votes if they haven't already done so. CDI holders will also have the opportunity to ask questions but are not entitled to vote at the meeting except as a proxy for CHESS Depositary Nominees. You can submit your questions at any time during the meeting as outlined in our meeting guide, and I will address these questions throughout the meeting. Voting today will be conducted by way of a poll on all items of business, and I shortly will open voting for all resolutions.

Once voting is open, if you're eligible to vote at this meeting, a polling icon will appear at your screen. Selecting this icon will open up a list of resolutions and present you with voting options. To cast your vote, simply click on the appropriate option. Once you select an option, the vote is automatically recorded. You have the ability to change your vote at any time up until the time I declare voting closed. I'll provide the meeting with a warning before the close of the voting. Please also note that there are a number of voting exclusions that apply to the resolutions being put to today's meeting, and these have been outlined in the Notice of Meeting. Now declare the voting open on all items of business.

I'd like to take a moment to introduce my three fellow directors who are joining us today: Peter McGregor, Anita Messal, and Mark Tibbles. On the line, we also have our CFO, Jonathon Gut, and company secretary, Kobe Li. I have been advised that a quorum is present, and therefore I declare this meeting open and authorized to transact business. Ladies and gentlemen, we'll now turn to the formal business of the meeting. As mentioned previously, you may ask questions online during the meeting via the speech bubble icon on your screen. If eligible to vote at this meeting, you may do so up until the time I close the voting by clicking on the polling icon on your screen. Already sent in your proxy voting instructions or voted by internet or the telephone before the meeting, your shares have already been voted accordingly.

Therefore, stockholders do not need to vote today unless they're voting for the first time or want to change their previous vote. Voting is currently open for all items of business, and I will provide you with a warning before I move to close the voting. Prior to commencement of the meeting, valid votes have been received representing approximately 33.1% of Imricor's issued capital, or 61,810,524 shares of Class A Common Stock. Stated in the proxy statement, I intend to vote all available undirected proxies in favor of all items. Ladies and gentlemen, a copy of the Notice of Meeting and proxy statements, including the Explanatory Memorandum, have been distributed or made available to all stockholders and CDI holders. If you do not have a copy with you, please be reminded that you can download these documents from the ASX website. I propose that these documents be taken as read.

Required by the bylaws, a copy of the full register of stockholders is available for viewing at Imricor's place of business in Burnsville and at Imricor's registered address in Melbourne, Australia. You are encouraged to make prior arrangements with either myself in the U.S. or with Kobe Li, Imricor's company secretary in Australia, should you like to view the register. We'll now move to the first item of business: ratification and approval of prior issues of shares under the July Placement. I ask you to consider and, if thought fit, to pass the resolution as a separate ordinary resolution.

That for the purposes of ASX Listing Rule 7.4 and for all other purposes, the stockholders ratify and approve the prior allotment and issue of 2,857,143 shares of Class A Common Stock in the company at an issue price of $0.35 per share to HR Global Investments, LLC, together with a warrant exercisable for 428,571 shares at $0.60 per share on the terms and conditions in the accompanying Explanatory Memorandum. Are there any questions related to this resolution?

Kobe Li
Company Secretary, Imricor Medical Systems Inc

Chair, there are no questions at this time.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thank you. Prior to commencement of the meeting, the company received a combined direct and proxy vote as shown on your screen. I now put the resolution to the meeting and ask you to complete your voting. We'll now move to the next item of business: the ratification and approval of the prior issue of options. I ask you to consider and, if thought fit, to pass the resolution as a separate ordinary resolution. That for the purposes of ASX Listing Rule 7.4 and for all other purposes, the stockholders ratify and approve the prior allotment and issue of 5,700,000 options to subscribe for CHESS Depositary Interests exercisable at AUD 0.61 per CDI, GEM Global Yield LLC SCS, on the terms and conditions in the accompanying Explanatory Memorandum. Are there any questions related to this resolution?

Kobe Li
Company Secretary, Imricor Medical Systems Inc

Chair, there are no questions at this time.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thank you. Prior to the commencement of the meeting, the company received the combined direct and proxy votes as shown on your screen. I now put the resolution to the meeting and ask you to complete your voting. Now move to the next item of business: the ratification and approval of prior issue of shares, CDIs, and warrants under the August Placement. I ask that you consider and, if thought fit, to pass this resolution as a separate ordinary resolution. That for the purposes of ASX Listing Rule 7.4 and for all other purposes, the stockholders ratify and approve the prior allotment and issue of 2,564,103 shares in the company at $0.39 per share together with a warrant exercisable for 384,616 shares at $0.60 per share on the terms and conditions in the accompanying Explanatory Memorandum. Are there any questions related to this resolution?

Kobe Li
Company Secretary, Imricor Medical Systems Inc

Chair, there are no questions at this time.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thank you. Prior to the commencement of the meeting, the company received the combined direct and proxy votes as shown on your screen. I now put the resolution to the meeting and ask you to complete your voting. Now we'll move to the next item of business: the ratification and approval of prior issue of shares, CDIs, and warrants under the August Placement. I ask you to consider and, if thought fit, to pass this resolution as a separate ordinary resolution. That for the purposes of ASX Listing Rule 7.4 and for all other purposes, the stockholders ratify and approve the prior allotment and issue of 2,127,056 CDIs equivalent to 2,127,056 shares at AUD 0.61 per CDI together with warrants exercisable for 319,068 CDIs equivalent to 319,068 shares at AUD 0.01 per CDI on the terms and conditions in the accompanying Explanatory Memorandum. Are there any questions related to this resolution?

Kobe Li
Company Secretary, Imricor Medical Systems Inc

Chair, there are no questions at this time.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thank you. Prior to the commencement of the meeting, the company received the combined direct and proxy votes as shown on your screen. I'll now put this resolution to the meeting and ask you to complete your voting. We'll now move to the next item of business: the ratification and approval of prior issue of shares, CDIs, and warrants under the October Placement. I ask you to consider and, if thought fit, to pass this resolution as a separate ordinary resolution. For the purposes of ASX Listing Rule 7.4 and for all other purposes, the stockholders ratify and approve the prior allotment and issue of 1,406,250 shares in the company at $0.32 per share together with warrants exercisable for 351,563 shares at $0.60 per share on the terms and conditions in the accompanying Explanatory Memorandum. Are there any questions on this resolution?

Kobe Li
Company Secretary, Imricor Medical Systems Inc

Chair, there are no questions at this time.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thank you. Prior to the commencement of the meeting, the company received the combined direct and proxy votes as shown on your screen. I now put the resolution to the meeting and ask you to complete your voting. We'll now move to the next item of business: the ratification and approval of prior issue of shares, CDIs, and warrants under the October Placement. I ask you to consider and, if thought fit, to pass this resolution as a separate ordinary resolution. That for the purposes of ASX Listing Rule 7.4 and for all other purposes, the stockholders ratify and approve the prior allotment and issue of 7,126,000 CDIs equivalent to 7,126,000 shares at AUD 0.50 per CDI together with the warrants exercisable for 1,781,500 CDIs equivalent to 1,781,500 shares at AUD 0.95 per CDI on the terms and conditions in the accompanying Explanatory Memorandum. Are there any questions related to this resolution?

Kobe Li
Company Secretary, Imricor Medical Systems Inc

Chair, there are no questions at this time.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thank you. Prior to the commencement of the meeting, the company received the combined direct and proxy votes as shown on your screen. I now put the resolution to the meeting and ask you to complete your voting. Now then move to the next item of business: the ratification and approval of prior issue of CDIs and shares under the February Placement. I ask you to consider and, if thought fit, to pass this resolution as a separate ordinary resolution. That for the purposes of ASX Listing Rule 7.4 and for all other purposes, the stockholders ratify and approve the prior allotment and issue of 7,344,445 CDIs equivalent to 7,344,445 shares at an issue price of AUD 0.45 per CDI under the placement to professional and sophisticated investors on the terms and conditions in the accompanying Explanatory Memorandum. Are there any questions related to this resolution?

Kobe Li
Company Secretary, Imricor Medical Systems Inc

Chair, there are no questions at this time.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thank you. Prior to the commencement of the meeting, the company received combined direct and proxy votes as shown on your screen. I now put the resolution to the meeting and ask you to complete your voting. We'll now move to the next item of business: the ratification and approval of prior issues of CDIs and shares under the February Placement. I ask you to consider and, if thought fit, to pass this resolution as a separate ordinary resolution. For the purposes of ASX Listing Rule 7.4 and for all other purposes, the stockholders ratify and approve the prior allotment and issue of 3,766,666 shares in the company at $0.30 per share to accredited U.S. investors on the terms and conditions in the accompanying Explanatory Memorandum. Are there any questions related to this resolution?

Kobe Li
Company Secretary, Imricor Medical Systems Inc

Chair, there are no questions at this time.

Steve Wedan
President and CEO, Imricor Medical Systems Inc

Thank you. Prior to the commencement of the meeting, the company received the combined direct and proxy votes as shown on your screen. I now put the resolution to the meeting and ask you to complete your voting. Ladies and gentlemen, that concludes our business of the meeting. I will shortly close the voting system. Please ensure that you have cast your vote on all resolutions. I'll now pause for 90 seconds to allow you time to finalize those votes. Thank you, everyone. Voting is now closed. The voting results will be released to the ASX later today. I want to thank you for taking the time to join the board and meet today. Your ongoing support is greatly appreciated, and we look forward to sharing the next phase of Imricor's journey with you all. Thanks again, and have a good day.

Operator

Thank you. This concludes the meeting. You may now disconnect.

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