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Truscreen announces $2 million Share Purchase Plan

Capital Raise27 April 2020TRUIndustrials

NZX Announcement

Market Release

28 April 2020

Truscreen announces the opening of a $2.0 million Share Purchase Plan

Truscreen Limited (NZX:TRU) is pleased to announce the opening of a $2.0 million share purchase plan

("SPP") today.

Eligible New Zealand shareholders and Wholesale investors in Australia will receive their personalised

application forms to apply for up to a maximum of NZ$50,000 of new shares per shareholder, at $0.05

per share. The issue price comprises a 51.22% discount on the five day volume weighted average price

of TRU shares traded on the NZX during the last five trading days prior to the date of this

announcement.

The SPP Offer Document will be sent to eligible shareholders today and can be found online at

www.truscreenshareoffer.co.nz.

The funds raised from the SPP will be applied towards:

• Growing and increasing TruScreen’s presence in the Chinese market;

• Developing other global markets with a focus on Vietnam, Russia and India; and

• Providing additional working capital.


The key dates for the SPP offer are as follows:

Key Dates



Record Date


Friday, 24 April 2020

SPP Offer Opens


Tuesday, 28 April 2020

SPP Offer Closes


Thursday, 14 May 2020

Allotment of Shares Thursday, 21 May 2020


Commencement of trading of shares on NZX Thursday, 21 May 2020


A copy of the Corporate Action Notice, the Cleansing Notice, the Offer Document and Application Form,

and the Investor Presentation accompany this announcement.

Ends

For investor relations queries please contact:

Guy Robertson

Chief Financial Officer

Tel: +61 407 983 270






About TruScreen:

TruScreen is a Cervical Cancer Screening Device which

offers the latest technology in cervical screening,

providing real-time, accurate detection of pre-

cancerous and cancerous cervical cells to help improve

the health and well-being of women around the world.

TruScreen’s real-time cervical cancer technology

utilises a digital wand which is placed on the surface of

the cervix to measure electrical and optical signals from

the surrounding tissues. A sophisticated proprietary

algorithm framework is utilised to detect pre-cancerous

change, or cervical intra-epithelial neoplasia (CIN), by

optical and electrical measurement of cervical tissue.


TruScreen offers an alternative approach to cervical screening, resolving many of the ongoing

issues with Pap tests, including failed samples, poor patient follow-up, patient discomfort and

the need for supporting laboratory infrastructures. As such, TruScreen’s target market is low-

and middle-income countries where no large-scale cervical cancer screening programs and

infrastructure are in place, such as China, Mexico, Africa, Russia and India. TruScreen’s cervical

cancer screening device is CE-marked and certified for use throughout Europe and CFDA-

approved for sale in China. The global market potential for TruScreen is significant.


For more information, visit our website at www.truscreen.com

Watch our video on TruScreen: http://truscreen.com/truscreen-the-company/truscreen- ultra-

video/

---

Truscreen Limited
Corporate Action Notice

(Other than for a Distribution)


Page 1 of 1

Section 1: issuer information (mandatory)

Name of issuer Truscreen Limited

Class of Financial Product Ordinary Shares

NZX ticker code TRU

ISIN (If unknown, check on NZX

website)

NZTRUE0001S7

Name of Registry Link Market Services Limited

Type of corporate action

(Please mark with an X in the relevant

box/es)

Share purchase

plan

X Renounceable

Rights issue


Capital

Reconstruction

Non

Renounceable

Rights issue


Call Bonus issue

Record date 24 April 2020

Ex-Date (one business day before the

Record Date)

Not applicable

Currency NZD

Section 6: Share purchase plans (delete if not applicable)

Maximum dollar amount of

Financial Products to be issued

$2.0 million in aggregate under the Offer.

A maximum of $50,000 per eligible shareholder

Minimum application amount (if

any)

No minimum application amount

Exercise Price $0.05

Scaling reference date By reference to holdings at 24 April 2020

Closing Date 14 May 2020

Allotment Date 21 May 2020

Section 7: Authority for this announcement (mandatory)

Name of person authorised to make this

announcement

Guy Robertson

Contact person for this announcement Guy Robertson

Contact phone number +61 407 983 270

Contact email address guyrobertson@truscreen.com

Date of release through MAP 28 April 2020

---

NZX Announcement

Market Release


28 April 2020


Notice of Offer of Same Class Financial Products for Issue

Truscreen Limited (“TRU”) intends to undertake a share purchase plan offer of ordinary shares (“New

Shares”) to TRU’s eligible shareholders (those New Zealand resident shareholders and Wholesale

Australian shareholders, on the share register on the record date of Friday, 24 April 2020) (“the Offer”).

Pursuant to clause 20 of Schedule 8 of the Financial Markets Conduct Regulations 2014 (“Regulations”)

and clause 19 of Schedule 1 of the Financial Markets Conduct Act 2013 (“FMCA”), TRU advises that:

1. The Offer is being made in reliance upon the exclusion in clause 19 of Schedule 1 of the FMCA.

TRU is giving this notice (Cleansing Notice) under clause 20(1)(a) of Schedule 8 of the Regulations.

2. As at the date of this Cleansing Notice, TRU is in compliance with:

(a) the continuous disclosure obligations that apply to it in relation to TRU’s quoted financial

products; and

(b) its “financial reporting obligations” (within the meaning set out in clause 20(5) of

Schedule 8 of the Regulations).

3. As at the date of this Cleansing Notice, there is no information that is “excluded information”

within the meaning set out in clause 20(5) of Schedule 8 of the Regulations, other than the

following:

The Accounting Standard NZ IAS36 requires the Company to assess at the end of each reporting

period whether there is an indication of impairment to non-current assets, including Intellectual

Property and Development Costs. The carrying value at the interim reporting date, 30 September

2019, of the non-current assets was approximately $8.4 million.

Truscreen’s roll-out plans in China have been adversely impacted by COVID-19, identified recently

as the March 2020 monthly accounts were closed. The Directors are currently undertaking a

comprehensive Impairment Review of the carrying value of non-current assets and will be assisted

by an independent consultant for the purposes of finalising the 31 March 2020 Annual Report.

As at the reporting date of 31 March 2020, fourteen years and eight months useful life remains

on the intellectual property assets and sixteen years useful life remains on the capitalised

development costs. The intangible assets are currently being amortised over their useful lives,

approximating $500,000 per annum.

The Directors have determined, based on Truscreen’s internal modelling, that a preliminary non-

cash impairment charge of NZ$2 million to NZ$2.5 million may be required as a result of the

impairment review currently being undertaken. This estimate is based on preliminary analysis

which the independent consultant has not yet reviewed and will then be subject to further

consideration by the Company’s auditors prior to finalising the 31 March 2020 financial

statements. Any non-cash impairment charge taken up for the year ended 31 March 2020 has no

impact on the Company’s cash position and would reduce the non-cash amortisation charge for

future years.




4. The Offer is not expected to have any material effect or consequences on the control of

TRU.


On behalf of the Board,



Guy Robertson

Chief Financial Officer

Truscreen Limited



































About TruScreen:

TruScreen is a Cervical Cancer Screening Device which

offers the latest technology in cervical screening,

providing real-time, accurate detection of pre-

cancerous and cancerous cervical cells to help improve

the health and well-being of women around the world.

TruScreen’s real-time cervical cancer technology

utilises a digital wand which is placed on the surface of

the cervix to measure electrical and optical signals from

the surrounding tissues. A sophisticated proprietary

algorithm framework is utilised to detect pre-cancerous

change, or cervical intra-epithelial neoplasia (CIN), by

optical and electrical measurement of cervical tissue.


TruScreen offers an alternative approach to cervical screening, resolving many of the ongoing

issues with Pap tests, including failed samples, poor patient follow-up, patient discomfort and

the need for supporting laboratory infrastructures. As such, TruScreen’s target market is low-

and middle-income countries where no large-scale cervical cancer screening programs and

infrastructure are in place, such as China, Mexico, Africa, Russia and India. TruScreen’s cervical

cancer screening device is CE-marked and certified for use throughout Europe and CFDA-

approved for sale in China. The global market potential for TruScreen is significant.


For more information, visit our website at www.truscreen.com

Watch our video on TruScreen: http://truscreen.com/truscreen-the-company/truscreen- ultra-

video/

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