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6-K 1 ea0203950-6k_advanced.htm REPORT OF FOREIGN PRIVATE ISSUER

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of April 2024

 

Commission File Number: 001-41089

 

Advanced Health Intelligence Ltd

(Translation of registrant’s name into English)

 

71-73 South Perth Esplanade, Unit 5

South Perth, WA 6151

Australia

(Address of principal executive offices)

 

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 ☐

 

 

 


 

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

 

Attached as Exhibits 99.1, 99.2, and 99.3 to this Report on Form 6-K are copies of the press releases of Advanced Health Intelligence Ltd, dated April 11, 2023: “Advanced Health Intelligence grants extension to Changlin Network Technology Ltd Exclusive License Completion,” dated April 15, 2024: “UAE-based E-Script medicine management company Pharmak Direct and AHI Extend Master Services Agreement” and dated April 15, 2024: “AHI COMMENCES PLACEMENT TO RAISE AUD$1,957,500 (BEFORE COSTS) AS PART OF BROADER AUD$15,000,000 FUNDING PACKAGE”.

 

99.1   Press release, dated April 11, 2024
99.2   Press release, dated April 15, 2024
99.3   Press release, dated April 15, 2024

 

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.

 

  ADVANCED HEALTH INTELLIGENCE LTD
     
Date: April 16, 2024 By: /s/ Scott Montgomery
    Name:  Scott Montgomery
    Title: Chief Executive Officer

 

 

2

 

 

EX-99.1 2 ea020395001ex99-1_advanced.htm PRESS RELEASE, DATED APRIL 11, 2024

Exhibit 99.1

 

Market Update
April 11, 2024

 

Advanced Health Intelligence grants extension to Changlin Network Technology Ltd Exclusive License Completion

 

Highlights

 

AHI grants Changlin an extension to conclude exclusive license requirements.

 

AHI executed a binding exclusive, perpetual license with Shanghai-based Changlin Network Technology Ltd on August 2, 2023, subject to certain conditions being met.

 

Changlin is backed by founders with over 50 years of experience in the global health insurance sector.

 

The license agreement includes an upfront payment of USD$10 million to AHI.

 

AHI will receive an annual license fee of USD$5m thereafter.

 

AHI will receive a 25% revenue share of gross sales from Changlin.

 

Advanced Health Intelligence Ltd (ASX: AHI) (NASDAQ: AHI) (“AHI” or the “Company”) wishes to inform shareholders that the Company has granted an extension to 30 June 2024 for the previously executed binding exclusive, perpetual license with Shanghai-based Changlin Network Technology Ltd (Changlin).

 

Changlin has continued to share advanced discussions with AHI regarding completing the Changlin funding program. Changlin is making progress towards acquiring the capital required under the agreement. In addition, Changlin has continued to advance commercial partnership discussions with some of China’s most prominent insurers and healthcare organisations. While we cannot disclose the specific names of these entities, the significance of these collaborations cannot be understated. The depth and potential of these partnerships have greatly strengthened AHI’s confidence in Changlin’s endeavours. With this shared detail, AHI has granted the requested extension period.

 

On August 4, 2023, AHI informed shareholders that the Company had executed a binding exclusive, perpetual license with Shanghai-based Changlin.

 

Changlin and AHI worked together to conclude the terms and commercial aspects of the exclusive license for China. On August 4th, we were pleased to inform shareholders of the conclusion and signing of the license between the groups, subject only to Changlin’s payment of the USD$10 million license fee.

 

The collaboration between AHI and Changlin signifies a transformative leap into the future of healthcare in China - a future that seamlessly blends cutting-edge technology with unparalleled accessibility. As frontrunners in this healthcare revolution, we are committed to proving that impactful innovation can also be cost-effective.

 

Our strategy to embed health screening functionalities into everyday devices unlocks a powerful, proprietary solution that is exceptionally scalable for preventative healthcare, especially within populous countries like China. This convergence of accessibility, convenience, and state-of-the-art technology ensures Changlin’s approach stands apart, effectively pioneering the trajectory of future healthcare developments.

 

Chronic diseases have become a prominent public health concern in China, with increasing prevalence due to changing lifestyles and an aging population. Conditions such as diabetes, hypertension, and cardiovascular diseases significantly burden the healthcare system, primarily due to late-stage identification leading to episodic, event-driven care that can be both costly and less effective.

  Advanced Health Intelligence Ltd.
ACN 602 111 115
Postal Address: PO Box 190, South Perth WA 6951
Email: investors@ahi.tech
1


 

Market Update
April 11, 2024

 

Changlin recognises that the need for early identification and intervention of these chronic conditions is crucial. It not only aids in mitigating the progression of the disease but also drastically reduces the health and economic burden. Changlin believes the adoption of the AHI technology will drive proactive health management strategies, using the predictive analytics capabilities of the AHI biometric health assessment and personalising care on an individualised basis.

 

This innovation will help China shift from an event-driven healthcare paradigm to a preventive one. This shift will enable patients to receive timely care, resulting in better health outcomes and more efficient utilisation of healthcare resources.

 

Integrating AHI’s cutting-edge health screening capabilities within mobile phone technology brings accessibility, convenience, and population screening more adaptable than ever. This convenience is especially crucial when considering the sheer scale of China’s population. With 1.4 billion people, the ability to access health screening via something as ubiquitous as a mobile phone is not just beneficial but transformative. It allows the technology to be easily scaled, extending its reach to the country’s remotest corners. This universal accessibility positions AHI’s technology as a powerful tool in managing and preventing chronic disease, especially amongst the most vulnerable demographics.

 

Commercial benefit will only be realised once the initial licence payment is received and commercialisation commences and AHI receives the outlined revenue share. Additional commercial benefits will be the annual USD$5m license fee. Importantly, the above financial impact on AHI can only be realised once the initial license fee is paid.

 

Vlado Bosanac, Founder and Head of Strategy at AHI, said:

 

“AHI acknowledges the delays Changlin has encountered, partly due to our own trading suspension, which coincided with Changlin’s funding closure timeline. We appreciate Changlin’s dedication to the mutual commercial benefits our partnership promises. As AHI prepares to resume trading and showcase our commercial progress, we believe this will further bolster the representation and effectiveness of our joint endeavours.

 

Considering this, AHI is extending its timeframe with Changlin, acknowledging the substantial financial and commercial progress they have achieved within China’s complex market. With its extensive population and burgeoning healthcare needs, China presents both immense potential and distinctive challenges.

 

Changlin, with its local expertise and industry knowledge, remains an essential ally for AHI in navigating this market. This alliance solidified through an exclusive licensing agreement, helps surmount various operational hurdles and mitigates concerns within Chinese jurisdictions.

 

China’s rapid economic ascent, urbanisation, and demographic shifts have led to an uptick in chronic conditions like heart disease, stroke, cancer, diabetes, and respiratory ailments. In this context, AHI’s innovative technology becomes particularly crucial. Our capabilities in detecting chronic disease risks align with the country’s health imperatives.

 

Our continued collaboration with Changlin is a testament to our collective intent to harness technology for better health outcomes. By aligning our strategic goals, we are setting a course to deliver substantial value to our respective companies, shareholders, and the wider Chinese community.”

 

About Changlin Network Technology Co LTD

 

Established in 2018, Changlin Network Technology Ltd was founded to deliver cost-effective, convenient healthcare and screening services to the Chinese population. The organisation was founded by industry experts Russell Bateman and Cecilia Qiao, bringing decades of global experience in the insurance and healthcare sectors, including regions such as China, UAE, Saudi Arabia, Australia, Hong Kong, and Europe.

 

With a deep understanding of international healthcare systems and the insurance industry, Bateman and Qiao have worked closely with governments and some of the world’s largest insurers and reinsurers, bringing together knowledge across industry requirements, governments’ needs and the ability to identify and execute required objective to create Changlin, a company specifically designed to address China’s healthcare needs.

 

Leveraging the knowledge they gathered when working with the government-owned China Pacific Insurance Company (CPIC) with over 171m policyholders, Qiao and Bateman were at the epicentre of the Chinese Government’s 2030 Health Initiative. With this understanding, Changlin has developed a unique solution architecture by identifying and acquiring license agreements for ground-breaking technologies, aiming to bring digital health screening to China’s vast population of 1.4 billion people.

  Advanced Health Intelligence Ltd.
ACN 602 111 115
Postal Address: PO Box 190, South Perth WA 6951
Email: investors@ahi.tech
2


 

Market Update
April 11, 2024

 

Changlin’s primary focus is on providing solutions that can transform and enhance healthcare in China, addressing the need for mass screening whilst reducing the existing cost concerns in the heavily burdened Chinese healthcare system. Changlin’s emphasis is addressing chronic diseases, recognising the necessity for early detection, prompt treatment, and long-term sustainable care.

 

By working closely with insurers, reinsurers, healthcare organisations, and the Chinese government, Changlin is committed to delivering solutions that will create a lasting positive economic impact across China, spearheading the transformation of the ongoing evolution of digital healthcare.

 

For more information, contact: 

 

Scott Montgomery
Chief Executive Officer 
Advanced Health Intelligence Ltd
E: admin@ahi.tech  
Vlado Bosanac
Founder/Head of Strategy
Advanced Health Intelligence Ltd
E: admin@ahi.tech  

 

The Chairman and CEO of Advanced Health Intelligence Ltd have approved this announcement.

 

About Advanced Health Intelligence Ltd

 

Advanced Health Intelligence Ltd (AHI) is committed to becoming a global leader in digital health, harnessing its proprietary technology and innovative processes to redefine health screening. Leveraging smartphones’ ubiquity and convenience, AHI aims to deliver a comprehensive suite of assessment tools to healthcare providers, caregivers, insurers, and governments around the world.

 

Our mission is to improve healthcare outcomes, enhance health literacy, and support the early detection and management of various health conditions.

 

Since our inception in 2014, AHI has been at the forefront of Health-tech innovation, starting with the world’s first on-device body dimensioning capability. Our patented technology has evolved into a robust suite of solutions symbolising digitised healthcare’s future.

 

Our key offerings include:

 

Body dimension and composition assessments enable the identification of obesity-related comorbidities such as diabetes.

 

Blood biomarker prediction, including HbA1C, HDL, LDL, and 10-year mortality risk.

 

Transdermal Optical Imaging provides vital signs and cardiovascular disease risk estimates.

 

On-device dermatological skin identification, capable of recognising 588 skin conditions across 133 categories, including Melanoma.

 

Assisting partners in delivering personalised therapeutic and non-therapeutic health coaching to improve daily habits and build health literacy. 

 

At the heart of AHI is our world-class team comprising machine learning and AI experts, computer vision specialists, and medically trained data scientists. Their collective expertise ensures AHI remains at the cutting edge of health-tech innovation, tailoring our technology to meet the evolving needs of our consumers.

 

AHI’s vision extends beyond individual health assessments. We aspire to create a transformative impact at scale, driving a new digital healthcare era. Our biometrically derived triage solution, accessible via a smartphone, enables our partners to identify and manage health risks at a population scale.

 

In the pursuit of proactive health management, AHI stands ready to guide healthcare providers, caregivers, insurers, and governments in triaging individuals into the most suitable care pathways. Through technology, AHI is contributing to a more efficient, effective, and inclusive global healthcare system.

 

For more information, please visit:  www.ahi.tech

  Advanced Health Intelligence Ltd.
ACN 602 111 115
Postal Address: PO Box 190, South Perth WA 6951
Email: investors@ahi.tech
3

EX-99.2 3 ea020395001ex99-2_advanced.htm PRESS RELEASE, DATED APRIL 15, 2024

Exhibit 99.2

 

Market Update
April 15, 2024
 

 

UAE-based E-Script medicine management company Pharmak Direct and AHI Extend Master Services Agreement

 

Highlights

 

· AHI has granted an extension to Pharmak Direct’s MSA, allowing additional platform integration time.

 

· AHI Technology will be embedded in the e-script process, allowing patient screening.

 

· Pharmak has a prominent stake in the e-script market throughout the MENA region.

 

· First-of-its-kind e-script and mobile screening point-of-sale offering.

 

· His Excellency Dr Obaid Al Ketbi continues to support AHI’s growth throughout the region.

 

Advanced Health Intelligence Ltd (ASX/NASDAQ:AHI) (“AHI” or “the Company”) is pleased to inform shareholders that the Company has extended the previously executed Master Services Agreement (“MSA”) with Pharmak Direct, allowing the parties additional time to integrate the solutions, as set out in the terms and conditions of the MSA between AHI and Pharmak Direct. All other terms and conditions have remained the same, and the parties will work together over the 90-day extension to conclude integration and release in accordance with the previously executed MSA.

 

As previously disclosed, Dubai-based Pharmak Direct is a prominent stakeholder in the Middle Eastern e-script market, providing innovative digital home and workplace prescription delivery solutions. The company offers a comprehensive platform that enables payers, doctors, and patients to manage prescriptions and delivery.

 

Pharmak represents a transformative shift in the prescription landscape with its e-script dispensing and packaging system (ESPS), enabling the company’s unique 8-minute e-script-to-packaged capability. By leveraging technology to digitise and streamline the end-to-end prescription process, Pharmak Direct enhances efficiency, accuracy, and patient safety, ultimately improving the overall healthcare experience.

 

Under the terms of the MSA, with the assistance of AHI, Pharmak will integrate the AHI Biometric Health Assessment capabilities, enhancing the e-script patient experience and facilitating cost-effective medication and health management solutions with the Pharmak Direct ESPS. Once integrated, Pharmak is committed to delivering the e-script and screening solution to all current and future Pharmak partners. This is intended to seamlessly provide health data directly into the joint AHI / Pharmak ESPS, further providing Health insurers, government, and healthcare professionals with valuable insights into the patient’s overall health status.

 

Pharmak partners utilising the transformative e-script screening solution will experience the remarkable advantages of enriched patient data, which will be made possible by integrating AHI technology. The AHI capability is seamlessly incorporated within the comprehensive e-script package at no additional cost to the Pharmak valued partners.

 

The collaboration between Pharmak and AHI introduces a pioneering approach to medication management in the MENA region by incorporating biometric assessments into the e-scripting process. This integration aims to leverage individual biometric data to enhance care and medication management precision. It signifies a strategic shift towards more personalised healthcare, enabling care providers to deliver tailored therapeutic outcomes through advanced biometric technology. This initiative responds to the evolving role of care providers working to address the need for comprehensive evaluation of pharmaceutical care’s clinical, economic, and humanistic impacts. Embracing such innovation is crucial for managing the region’s high chronic disease prevalence and improving overall healthcare outcomes.

 

AHI and Pharmak believe the pharmacy should play a crucial role in the early detection of chronic diseases and in providing prevention capabilities, assisting in managing diseases, and counselling to improve patients’ quality of life and medication adherence. Studies have shown that pharmaceutical care services can reduce hospitalisation rates and mortality, affect drug therapy costs, and highlight the importance of pharmacoeconomic evaluation.

 

  Advanced Health Intelligence Ltd.
ACN 602 111 115
Postal Address: PO Box 190, South Perth WA 6951
Email: investors@ahi.tech
1


 

Market Update
April 15, 2024
 

 

Patient satisfaction with pharmaceutical care services is vital, and pharmacists face challenges like time constraints and access to patient medical information.

 

While focused on patient safety and effectiveness, the MENA region’s medication management landscape faces fragmentation with too many systems that must interact more effectively, hindering optimal health outcomes. AHI addresses this gap by developing an enterprise platform to consolidate these disparate elements into a unified, outcome-driven care model.

 

The AHI Enterprise Care Platform is positioned to revolutionise healthcare management by introducing interoperability across multiple critical domains, risk assessment screening, telehealth, e-scripting, medication management, Pharmaceutical Benefit Management, phenotypical profiling, and epidemiological predictive screening at a population scale.

 

Designed to streamline the complexity of contemporary medication management, this platform will seamlessly merge pharmaceutical care with multifaceted evaluations, ensuring that Clinical Services are both comprehensive and sustainable. This transformative approach is set to deliver integrated, patient-centred care throughout the MENA region, responding adeptly to the urgent needs arising from the high prevalence of chronic diseases.

 

The partnership comes at a time when the MENA region is extremely vocal about investing heavily in the digitisation of healthcare and population screening. In Saudi alone, the Kingdom has allocated USD$50.3 billion to healthcare and social development.i Much of this budget is directed toward digital health initiatives to enhance accessibility, efficiency, and transparency within the healthcare system.

 

Among these initiatives was creating a unified national electronic health record system, which acts as a comprehensive database to ensure patient data is accessible to medical professionals nationwide, enabling seamless cooperation and swift decision-making.

 

AHI’s BHA delivers 61 outputs, with 41 biometrics, across 5 health categories so patients can better understand their well-being and proactively address any concerns. The phenotypical data derived from the AHI BHA is unparalleled in the market.

 

Further investment in telemedicine platforms is prioritised, ensuring healthcare access even in remote areas.ii

 

Under Vision 2030, the Saudi government has also been working toward privatising the healthcare industry, focusing on 290 government hospitals and 2,300 primary health centres in the Kingdom.iii

 

AHI – Enterprise Care Platform

 

 

 

  Advanced Health Intelligence Ltd.
ACN 602 111 115
Postal Address: PO Box 190, South Perth WA 6951
Email: investors@ahi.tech
2


 

Market Update
April 15, 2024
 

 

Vlado Bosanac, Head of Strategy at AHI, said:

 

“AHI is continuing to expand its operations in the MENA region, with a strong emphasis on strategic initiatives within the UAE that support local healthcare goals. Our approach, focusing on enhancing patient care by raising health risk awareness and integrating with local medication management systems, particularly for at-risk populations, is underscored by the valuable relationships we’ve established.

 

We appreciate the Pharmak team’s patience and understanding as we navigate AHI’s reinstatement to the ASX and NASDAQ. This period has been an opportunity to strengthen our bonds and lay the groundwork for collaborative success.

 

Through the esteemed support of our local partner and significant shareholder, His Excellency Dr. Obaid Al Ketbi, AHI has fostered new relationships throughout the UAE. His Excellency’s influence and network have been instrumental in facilitating connections that amplify our impact in the region.

 

In active discussions with insurers, government entities, and care networks, we’re advancing the integration of our proprietary screening technology into e-prescription systems. This key development is a welcome addition to our mission of transforming health risk management, offering easy access to biometric data for personalised patient care.

 

Over the last 10 months, AHI has solidified its position in the MENA region, progressing with initiatives to improve the digitisation of risk identification in healthcare; electronic prescription systems are just one of the initiatives we are executing.

 

This is a key strategic move by Pharmak, who we believe is the leading electronic prescription provider in the UAE. The extension of the integration period within the signed Master Service Agreement (MSA) with AHI is to provide time lost throughout the delays AHI has had with its reinstatement.

 

By Pharmak choosing to integrate biometric health screenings into its process, Pharmak is poised to further cement its status as a leader in digital healthcare and medication management solutions throughout the region. This collaboration is a significant step in preventive healthcare wastage, empowering earlier detection and proactive management of health issues, which is pivotal in enhancing patient outcomes and reducing health risks through proactive population screening. “

 

About Pharmak Direct

 

Pharmak Direct is a user-friendly interface that simplifies the prescription packing and delivery workflow. Doctors submit electronic prescriptions directly to the Health Authority Pharmacy Benefit Management (PBM) portal after consultation with the patient. The patient then sends the e-script number directly to Pharmak Direct, eliminating the need for paper-based prescriptions and reducing the risk of errors. This streamlined process saves time and enhances patient safety by minimising the possibility of misinterpretation or lost prescriptions.

 

Furthermore, Pharmak Direct has been selected as the partner of choice by health insurers providing healthcare coverage for government health agencies in the United Arab Emirates and Saudi Arabia, allowing them to receive e-scripts, process orders, and dispense medication to patients efficiently. Pharmak receives all script details digitally, ensuring accurate dispensing and reducing the chance of medication errors. This digital integration fosters better collaboration between healthcare providers, improving patient care, adherence to medication consumption plans, and retention.

 

Pharmak Direct’s impact extends beyond the prescription process itself. The platform offers features such as medication reminders, drug interaction alerts, and digital health records, empowering patients to manage their health actively. Patients can stay informed and compliant with their treatment plans with convenient access to their prescription history and medication information.

  Advanced Health Intelligence Ltd.
ACN 602 111 115
Postal Address: PO Box 190, South Perth WA 6951
Email: investors@ahi.tech
3


 

Market Update
April 15, 2024
 

 

The Chairman and CEO of Advanced Health Intelligence Ltd have approved this announcement.

 

For more information, contact:

 

Vlado Bosanac

Founder/Head of Strategy

Advanced Health Intelligence Ltd

E: admin@ahi.tech  

Leo Doyle

Founder/CEO

Pharmak Direct

https://pharmakdirect.com/contact-us/

 

About Advanced Health Intelligence Ltd

 

Advanced Health Intelligence Ltd (‘AHI’) delivers scalable health assessment, risk stratification and digital triage capabilities to healthcare providers, insurers, employers, and government agencies worldwide via our proprietary technology and processes. 

 

Since 2014, AHI has been delivering Health-tech innovation via a smartphone, starting with the world’s first on-device body dimensioning capability. AHI has developed a patented technology, showcasing the next frontier in digitising healthcare with a suite of componentised solutions, culminating in:  

 

Body dimension and composition assessment to identify the comorbidities of obesity, such as diabetes risk estimates.

 

Blood biomarker prediction, including HbA1C, HDL, LDL, and 10-year mortality risk.

 

Transdermal Optical Imaging is used to return vital signs and provide risk estimates for cardiovascular disease.

 

On-device dermatological skin identification across 588 skin conditions across 133 categories (Inc. Melanoma); and

 

Assisting partners in delivering personalised therapeutic and non-therapeutic health coaching to improve daily habits and build health literacy. 

 

Our world-class team of subject matter experts in machine learning, AI, computer vision, and medically trained data scientists ensure that AHI’s technology is at the forefront of innovation and the needs of our consumers. 

 

With a focus on impact at scale, AHI is proud to showcase this milestone in digital healthcare transformation, delivering a biometrically derived triage solution accessible on and via a smartphone. With these advanced technologies, AHI helps its partners identify risks across their consumers and triage them into right-care pathways for proactive health management at a population scale. 

 

For more information, please visit:  www.ahi.tech

 

 

i https://www.arabnews.com/node/2311421/business-economy
ii https://www.arabnews.com/node/2311421/business-economy
iii https://www.arabnews.com/node/2311421/business-economy

 

  Advanced Health Intelligence Ltd.
ACN 602 111 115
Postal Address: PO Box 190, South Perth WA 6951
Email: investors@ahi.tech
4

 

EX-99.3 4 ea020395001ex99-3_advanced.htm PRESS RELEASE, DATED APRIL 15, 2024

Exhibit 99.3

 

ASX/NASDAQ Announcement
15 April 2024

 

AHI COMMENCES PLACEMENT TO RAISE AUD$1,957,500 (BEFORE COSTS) AS PART OF BROADER AUD$15,000,000 FUNDING PACKAGE

 

Highlights

 

AHI has commenced a AUD$1.95 million Placement with Oakley Capital as lead manager.

 

AHI has executed a binding terms sheet with Obsidian Global Partners to supply a further AUD$4 million in convertible notes.

 

Up to a further USD$5 million (approx. $AUD7.6 million) is to be raised via the issue of a separate Convertible Note.

 

AHI will seek to obtain an R&D Advance of up to AUD$1.5 million.

 

Advanced Health Intelligence Ltd (ASX/NASDAQ: AHI) (AHI or the Company) is pleased to inform shareholders today that it has completed the first stage of its funding strategy. This will strengthen the Company’s balance sheet as it expands its reach and distribution across Asia, the Middle East, and North Africa (MENA) regions.

 

While this update presents wide-ranging funding offers and structures, we want to assure our shareholders that AHI’s intention is to move forward with funding that aligns with their best interests and the company’s need for adequate capital to meet AHI’s compliance, expansion and commercial endeavours.

 

These fund raisings are also expected to address the shareholder equity notification that AHI initially received from Nasdaq on 8 November 2023, which related to Company not being in compliance with the Nasdaq Listing Rule to maintain a minimum of USD$2,500,000 in net shareholders’ equity.

 

Oakley Capital Engagement and AUD$5.95 million funding

 

AHI is pleased to provide an update on the successful execution of its strategic capital-raising initiatives designed to fuel the Company's growth phase. This funding strategy, structured with Sydney-based Oakley Capital Partners Pty Ltd (Oakley Capital) in two initial parts, ensures a robust financial foundation for our continued expansion and innovation.

 

Part 1: Share Placement

 

The Company is pleased to inform shareholders that it has, by way of a private placement to sophisticated and professional investors, agreed to issue investors 29,000,000 fully paid ordinary shares (Shares) at A$0.0675 per Share together with 14,500,000 free attaching options to acquire Shares (Options) with an exercise price of A$0.10 each to be exercised within 3 years, raising AUD$1,957,500 (before costs) (Placement). Settlement of the Placement is subject to and conditional on the Company’s securities being reinstated to trading on ASX.

 

The issue of these Options is subject to shareholder approval under ASX Listing Rule 7.1 at a general meeting of shareholders that is expected to be held this May (May General Meeting).

 

  Advanced Health Intelligence Ltd. 1
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

AHI will use the net proceeds received from the Placement primarily for the Company’s current expansion into the MENA region, continued expansion across Asia, development of the Company’s product offerings, and business development and marketing, with the remainder of the proceeds to be used for general corporate purposes, including, without limitation, investing in or acquiring companies that are complementary to AHI’s existing business.

 

Oakley Capital is acting as the lead manager for the Placement. Oakley Capital will receive a cash fee of 6% of the gross proceeds of the Placement, plus 1,000,000 Shares and 5,000,000 Options at an exercise price of A$0.10 cents to expire three years from the issue date (on the same terms as the attaching Options to be issued to Placement participants). The issue of these Shares and Options is subject to shareholder approval under ASX Listing Rule 7.1 at the May General Meeting.

 

The material terms and conditions of the Options that are to be issued to the Placement participants and to Oakley Capital are annexed to this announcement.

 

Settlement of the issue of the 29,000,000 Shares is anticipated to occur on the Company’s reinstatement to trading on the ASX (refer below for an update on this), with the Placement Shares to be issued under the Company’s existing placement capacity under ASX Listing Rules 7.1 and 7.1A as follows:

 

8,989,604 Shares will be issued under AHI’s placement capacity under ASX Listing Rule 7.1; and

 

20,010,396 Shares will be issued under AHI’s placement capacity under ASX Listing Rule 7.1A (exhausting this placement capacity).

 

AHI intends to seek to refresh its available placement capacity under ASX Listing Rules 7.1 and 7.1A at the May General Meeting.

 

Further information with respect to the Placement is set out in the Appendix 3B, which accompanies this announcement.

 

Part 2: Obsidian Convertible Note Facility

 

In our second phase, Oakley Capital has secured a Convertible Note facility for AHI with Obsidian Global Partners (Obsidian) to raise up to AUD$4 million.

 

Obsidian is a New York City-based alternative investment management firm focused on providing growth-oriented capital to public and private companies globally. Oakley Capital introduced Obsidian to AHI under its capital raising mandate with AHI.

 

Subject to:

 

Execution of definitive documentation prior to the May General Meeting;

 

AHI maintaining a market capitalisation of at least AUD$10 million; and

 

AHI obtaining shareholder approval under ASX Listing Rule 7.1 at the May General Meeting,

 

AHI will draw down AUD$1.25 million from this facility, leaving a balance of AUD$2.75 million available for future drawdowns at the Company’s discretion.

 

AHI’s ability to make the initial and any future draw downs is subject to obtaining shareholder approval, the Company will accordingly seek approval under ASX Listing Rule 7.1 to draw down up to AUD$4 million under this facility at the May General Meeting. The term of this facility is 18 months from the initial drawdown, offering AHI flexibility in timing and financial planning.

 

  Advanced Health Intelligence Ltd. 2
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

The key terms of this Convertible Note facility with Obsidian are set out below:

 

Maturity Date 18 months from the date of issue.
Face Value Each Convertible Note will have a face value equal to 110% of the investment amount.   I.e. a Convertible Note with a face value of AUD$1.10 for each AUD$1 drawn down, such that the Convertible Note holder will receive Convertible Notes with an aggregate face value of AUD$1.375 million for the initial AUD$1.25 million to be drawn down by the Company.
Interest Nil.
Conversion Price The Convertible Notes can be converted at a 10% discount to the lowest 3 daily VWAPs in the 10 trading days prior to the date of each conversion notice.
Non-Conversion Period The noteholder(s) will not convert any of the initial AUD$1.25 million drawn down for 45 days from the initial investment being received by AHI.

Draw down conditions Draw down of the initial $1.25 million under this facility is subject to:
  · Execution of definitive documentation prior to the May General Meeting;
  · AHI having received shareholder approval under ASX Listing Rule 7.1 for the issue of the relevant Convertible Notes; and
  · AHI maintaining a market capitalisation on ASX of at least AUD$10 million.
  Each subsequent drawdown of this facility (following the initial drawdown) is also subject to AHI having received shareholder approval under ASX Listing Rule 7.1 within the 3 months preceding the relevant draw down to issue the applicable Establishment Shares (as that term is defined below).

Repayment flexibility At any time, the Company may repay the outstanding balance of the face value of the Convertible Notes by giving 5 days’ notice in writing to the Convertible Note holder.
Conversion At any time before the Maturity Date, the noteholder may elect to convert into fully paid ordinary shares in the capital of AHI (Shares). The number of Shares are determined by the following formula: Number of Shares = Face Value / Conversion Price.  On the Maturity Date (to the extent not converted or repaid earlier), AHI must redeem the outstanding Convertible Notes by paying the outstanding amount to noteholder(s) in cash.
Security

The Company will issue a number of Shares (to be determined) to the Convertible Note holder as security for its obligations under these Convertible Notes (Security Shares), in lieu of security being granted over assets. The issue of the Security Shares is subject to AHI shareholder approval under ASX Listing Rule 7.1, to be sought at the May General Meeting.

 

The Security Shares can be used to offset any conversions that take place (to avoid the requirement to issue any further new Shares), and any unused Security Shares will be returned to the Company on maturity (i.e. bought back for zero consideration and cancelled).

Fees As a fee payable on each draw down, AHI will issue to the Convertible Note holder Shares with a value of 2.5% of the amount being drawn down from the facility (Establishment Shares). The deemed issue price each of the Establishment Shares will be equal to the conversion price of the notes that are being issued under the applicable draw down.
  As a fee payable to Oakley Capiral for the initial A$1.25 million draw down of this Convertible Notes Facility, , at the time of that draw down AHI will:
  · pay Oakley Capital a cash fee of an amount equal to 6% of the draw down (being equal to A$75,000 for the initial draw down); and

 

  Advanced Health Intelligence Ltd. 3
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

  · issue Oakley Capital 2,500,000 Options at an exercise price of A$0.10 cents to expire three years from the issue date (on the same terms as the attaching Options to be issued to Placement participants) (Establishment Options).
  For any subsequent draw downs, Oakley Capital will receive a cash fee of 6% of the gross proceeds raised under each draw down, and an aggregate of 2,500,000 Options at an exercise price of A$0.10 cents to expire three years from the issue date (on the same terms as the attaching Options to be issued to Placement participants) (Subsequent Options).
  The number of Subsequent Options to be issued will be determined on pro-rata basis based on the value of that draw down and a maximum of A$2.75 million being available under the subsequent drawdowns.
  AHI will seek shareholder approval under ASX Listing Rule 7.1 at the May General Meeting to issue the Establishment Shares, the Establishment Options, and the Subsequent Options.

Other terms The notes are otherwise on customary terms and conditions, including representations and events of default to be further outlined in definitive documents.

 

AHI intends to use the net proceeds received from the issue of these Convertible Notes primarily for the Company’s current expansion into the MENA region, continued expansion and development of the Company’s business development and marketing, with the remainder of the proceeds to be used for general corporate purposes, including, without limitation, investing in or acquiring companies that are complementary to AHI’s existing business.

 

The Company has obtained legal advice from Steinepreis Paganin that none of the features noted in section 5.9 of Guidance Note 21 are present and that the terms of these Convertible Notes are market-standard, as there are other convertible notes on substantially similar terms in the marketplace.

 

The Company has engaged Oakley Capital for 12 months. The fees payable in relation to this engagement are set out above. Oakley Capital will continue to address capital-raising opportunities for the Company in Australia when and if required.

 

As noted above, AHI will seek approval under ASX Listing Rule 7.1 at the May General Meeting to issue up to A$4m worth of Convertible Notes under this Convertible Note facility with Obsidian. To the extent that less than AUD$4m worth of convertible notes are issued to Obsidian within three months of the May Geneal Meeting, AHI may seek a fresh shareholder approval to issue these notes, and may not issue any further notes until it has done so.

 

USD$5m Convertible Note

 

In addition to the funding arrangements described above, the Company will seek to place up to USD$5,000,000 in convertible notes to sophisticated investors (the “Convertible Notes”). This Convertible Notes offering is potentially in addition to the Obsidian convertible notes facility referred to above.

 

The key terms of this Convertible Notes facility are set out below:

 

Maturity Date 36 months from the date of issue
Face Value US$1 per Convertibile Note
Interest Interest accrues on the principal amount of the notes at a rate of 10% per annum (calculated from the date of issue of the Convertible Note less interest already paid, on a non-compounding basis and based on the actual days elapsed and a year of 365 days calculated daily).

 

  Advanced Health Intelligence Ltd. 4
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

Repayment

If a Convertible Note has not converted by the Maturity Date, the Face Value of the Convertible Note, together with any outstanding Interest, must be repaid by the Company, to a bank account nominated by the holder within 20 business days of the Maturity Date.

 

Neither party has the right to redeem the Convertible Notes prior to the Maturity Date.

Conversion Subject to receiving a conversion request from the holder, the Face Value of the Convertible Notes and any accrued and unpaid interest shall convert into AHI fully paid ordinary shares (“AHI Share”) at the deemed conversion price of A$0.20 per AHI Share.
Security The Convertible Notes, when issued, will be unsecured obligations of the Company.  However, the Company will consider any reasonable request by the noteholder to be granted security.
Other terms The notes are otherwise on customary terms and conditions.

 

The proceeds received from these Convertible Notes will be applied toward the Company’s working capital requirements and further expansion throughout the MENA region. The issue of these convertible notes is subject to AHI obtaining shareholder approval under ASX Listing Rule 7.1 at the May General Meeting. To the extent that less than USD$5m worth of convertible notes are issued under this facility within three months of the May General Meeting, AHI may seek a fresh shareholder approval to issue these notes, but may not issue any further notes under the facility until it has done so.

 

The Company has obtained legal advice from Steinepreis Paganin that none of the features noted in section 5.9 of Guidance Note 21 are present and that the terms of the Convertible Notes are market-standard, based on the reasons set out below:

 

the agreement contains a floor price for the conversion of the Convertible Notes and

 

there are other convertible notes on similar terms in the marketplace.

 

The USD$5m convertible note raising that was described in AHI’s most recent quarterly report is not proceeding and will be replaced by the placement of convertible notes that is described above.

 

Further information with respect to the funding packages that are summarised above, please refer to the accompanying Appendix 3B’s.

 

R&D advance

 

AHI also intends to obtain an advance on its FY2024 R&D grant. The proposed terms of the advance are set out below. AHI is currently in advanced discussions with its existing research and development (R&D) funding organisation to secure up to A$1.5 million in advancement. This anticipated funding is set against the R&D reimbursement AHI expects to receive in 2024 from the Australian Government's R&D Tax Incentive scheme. The basis for this advancement includes calculations on historical and anticipated expenditures by AHI on research and development activities.

 

A significant development in this context is AHI is in the process of concluding its FY2023 R&D advance with our R&D funding partner, Asymmetric. Following this, we will promptly conclude negotiations for the FY2024 funding advancement. It is our expectation to secure the FY2024 funds subsequent to the initial capital-raising activities outlined in this announcement, with the anticipation of receiving the new R&D advance by no later than June 2024.

 

AHI will update the market once the terms of the R&D grant advance are finalised, but it is expected that the grant will be provided on the following terms:

 

a coupon rate of 15% per annum will be applied to the advance;

 

interest is payable monthly in advance until the advance is discharged; and

 

the repayment of the advance will be secured against AHI’s 2024 R & D Grant, which will be received in early 2025, at which time the advance will be discharged.

 

  Advanced Health Intelligence Ltd. 5
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

Use of funds

 

A table setting out the proposed use of the funds that are expected to be raised under the facilities and capital raisings this year are described above is set out in the below table.

 

These amounts assume that the maximum available amounts are placed/drawn.

 

Source of funds   AUD$ ‘0001  
Oakley Capital Placement     1,950  
Obsidian Convertible Notes Facility (assuming fully drawn)     4,000  
Additional Convertible Notes Facility (assuming fully placed)     7,600  
R&D Advance (assuming received in full)     1,500  
Total     15,050  
Use of funds        
Operating Costs2     7,750  
Cost of the Capital Raisings     1,291  
Other Working Capital Purposes3     6,109  
Total     15,050  

 

Notes:

 

1. This table demonstrates AHI’s intended use of the capital raised for the period between 1 April 2024 and 31 December 2024, assuming the maximum available amounts are placed/drawn.

 

2. These funds are being allocated to cover AHI’s ongoing operating costs for the next 12 months, which are expected to be consistent with AHI’s recent operating costs (as disclosed in the Company’s Quarterly Activities Reports). Operating costs include the normal expenses of operating a dual-listed company in both Australia and the USA, along with operations in Singapore, South Africa, and the Netherlands. Operating costs include salaries and wages, listing fees and expenses, marketing costs, travel and accommodation costs, legal and other advisory fees, office rental costs, R&D costs, patent and trade mark expenses, funding the Company’s expansion across Asia and the MENA region, and other sundry operating costs. These costs are expected to be incurred within the next 12 months.

 

3. One of the primary purposes behind AHI’s entry into the funding arrangements that are detailed in this announcement is to ensure that the Company has ample cash reserves to continue to fund its operations for the foreseeable future (i.e. beyond the next 12 months). The strengthening of the Company’s balance sheet will also address the shareholder equity notification that AHI initially received from Nasdaq on 8 November 2023. Otherwise, these funds are intended to be utilised within the next 12 months to cover any unfunded costs, and to repay AHI’s creditors.

 

  Advanced Health Intelligence Ltd. 6
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

SEPA and Staged Advances

 

As previously disclosed in the December quarterly update, AHI has had discussions for a significant Share Equity Purchase Agreement valued at USD$10,000,000, alongside an aggregate of USD$2,600,000 in staged advances to AHI.

 

The particulars of this arrangement could not be agreed on terms acceptable to the parties, which led to the parties mutually agreeing to suspend discussions with respect to this funding arrangement.

 

AHI will continue to seek funding to meet our capital requirements and ensure the Company’s continued growth and success.

 

Reinstatement to trading update

 

AHI wishes to update its shareholders on the timing for the Company’s securities to be reinstated to trading on the ASX. Following the finalisation and release of AHI’s Half Year Report on the ASX, which is expected to occur on or about 16 April 2024, AHI will be in discussions with the ASX regarding reinstatement. Following reinstatement, the Company expects:

 

1. to settle the Oakley placement during the third week of April 2024;

 

2. to seek shareholder approval under Listing Rule 7.1 with respect to the other capital raisings mentioned in this announcement at the May General Meeting;

 

3. in the weeks following the May General Meeting, subject to obtaining shareholder approval at that meeting, that it will issue AUD$1.25 million worth of convertible notes under the Obsidian facility;

 

4. that it will, within three months of the May General Meeting, subject to obtaining shareholder approval at that meeting, seek to, at its discretion:

 

a. issue a further AUD$2.75 million worth of convertible notes under the Obsidian facility; and

 

b. issue up to USD$5 million worth of Convertible Notes under the other convertible note facility; and

 

5. to receive the FY2024 R&D funding advance no later than June 2024.

 

The timing of the above matters is subject to some factors that are outside of AHI’s control, including ASX exercising its discretion to reinstate the Company’s securities to quotation. AHI is in discussions with ASX with respect to reinstatement, which may involve AHI being required to satisfy conditions imposed by ASX. These conditions may include ASX being satisfied as to AHI’s financial condition and, notwithstanding the intended timing of the capital raisings that is set out above, AHI demonstrating that it has completed some of the capital raisings contemplated in this announcement prior to reinstatement.

 

The Chairman and CEO of Advanced Health Intelligence Ltd have approved this announcement.

 

For more information, contact:

 

Scott Montgomery

Chief Executive Officer

Advanced Health Intelligence Ltd

E: admin@ahi.tech

Vlado Bosanac

Founder/Head of Strategy

Advanced Health Intelligence Ltd

E: admin@ahi.tech

 

  Advanced Health Intelligence Ltd. 7
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

About Advanced Health Intelligence Ltd 

 

Advanced Health Intelligence (AHI) delivers scalable health assessment, risk stratification and digital triage capabilities to healthcare providers, insurers, employers, and government agencies worldwide via our proprietary technology and processes. 

 

Since 2014, AHI has been delivering Health-tech innovation via a smartphone, starting with the world's first on-device body dimensioning capability. AHI has developed a patented technology, showcasing the next frontier in digitising healthcare with a suite of componentised solutions, culminating in:  

 

Body dimension and composition assessment to identify the comorbidities of obesity, such as diabetes risk estimates.

 

Blood biomarker prediction, including HbA1C, HDL, LDL, and 10-year mortality risk.

 

Transdermal Optical Imaging is used to return vital signs and provide risk estimates for cardiovascular disease.

 

On-device dermatological skin identification across 588 skin conditions across 133 categories (Inc. Melanoma); and

 

Assisting partners in delivering personalised therapeutic and non-therapeutic health coaching to improve daily habits and build health literacy.

 

Our world-class team of subject matter experts in machine learning, AI, computer vision, and medically trained data scientists ensure that AHI’s technology is at the forefront of innovation and the needs of our consumers. 

 

With a focus on impact at scale, AHI is proud to showcase this milestone in digital healthcare transformation, delivering a biometrically derived triage solution accessible on and via a smartphone. With these advanced technologies, AHI helps its partners identify risks across their consumers and triage them into right-care pathways for proactive health management at a population scale. 

 

For more information, please visit: www.ahi.tech

 

  Advanced Health Intelligence Ltd. 8
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

Schedule 1 – Terms of the Options

 

(a) Entitlement

 

Each Option entitles the holder to subscribe for one fully paid Ordinary Share upon exercise of the Option.

 

(b) Exercise Price

 

Subject to paragraph (i), the amount payable upon exercise of each Option will be AUD$0.10 (Exercise Price).

 

(c) Expiry Date

 

Each Option will expire at 5:00 pm (AWST) on the date that is three years from the date of issue (Expiry Date). An Option not exercised before the Expiry Date will automatically lapse on the Expiry Date.

 

(d) Exercise Period

 

The Options are exercisable at any time on or prior to the Expiry Date (Exercise Period).

 

(e) Notice of Exercise

 

The Options may be exercised during the Exercise Period by notice in writing to the Company in the manner specified on the Option certificate (Notice of Exercise) and payment of the Exercise Price for each Option being exercised in Australian currency by electronic funds transfer or other means of payment acceptable to the Company.

 

(f) Exercise Date

 

A Notice of Exercise is only effective on and from the later of the date of receipt of the Notice of Exercise and the date of receipt of the payment of the Exercise Price for each Option being exercised in cleared funds (Exercise Date).

 

(g) Timing of issue of Shares on exercise

 

Within five Business Days after the Exercise Date, the Company will:

 

(i) issue the number of Shares required under these terms and conditions in respect of the number of Options specified in the Notice of Exercise and for which cleared funds have been received by the Company;

 

(ii) if required, give ASX a notice that complies with section 708A(5)(e) of the Corporations Act, or, if the Company is unable to issue such a notice, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors; and

 

(iii) if admitted to the official list of ASX at the time, apply for official quotation on ASX of Shares issued pursuant to the exercise of the Options.

 

If a notice delivered under (g)(ii) for any reason is not effective to ensure that an offer for sale of the Shares does not require disclosure to investors, the Company must, no later than 20 Business Days after becoming aware of such notice being ineffective, lodge with ASIC a prospectus prepared in accordance with the Corporations Act and do all such things necessary to satisfy section 708A(11) of the Corporations Act to ensure that an offer for sale of the Shares does not require disclosure to investors.

 

  Advanced Health Intelligence Ltd. 9
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech  


 

ASX/NASDAQ Announcement
15 April 2024

 

(h) Shares issued on exercise

 

Shares issued on exercise of the Options rank equally with the then issued shares of the Company.

 

(i) Reconstruction of capital

 

If at any time the issued capital of the Company is reconstructed, all rights of an Optionholder are to be changed in a manner consistent with the Corporations Act and the ASX Listing Rules at the time of the reconstruction.

 

(j) Participation in new issues

 

There are no participation rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options without exercising the Options.

 

(k) Change in exercise price

 

An Option does not confer the right to a change in Exercise Price or a change in the number of underlying securities over which the Option can be exercised.

 

(l) Transferability

 

The Options are transferable subject to any restriction or escrow arrangements imposed by ASX or under applicable Australian securities laws.

 

  Advanced Health Intelligence Ltd. 10
  ACN 602 111 115  
  Postal Address: PO Box 190, South Perth WA 6951  
  Email: investors@ahi.tech