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6-K 1 ea0244001-6k_immuron.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 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

 

For the Month of May 2025

 

Commission File Number: 001-38104

 

IMMURON LIMITED

(Name of Registrant)

 

Level 3, 62 Lygon Street, Carlton South, Victoria, 3053, Australia

(Address of principal executive office)

 

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 ☐

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes ☐       No ☒

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-Immuron Limited (the “Company”) published three announcements (the “Public Notices”) to the Australian Securities Exchange on May 30, 2025 titled:

 

 

 

 


 

IMMURON LIMITED

 

EXPLANATORY NOTE

 

 

- “Application for quotation of securities - IMC”

 

- “Notice under section 708A”

 

- “Letter to Shareholders”

 

A copy of the Public Notice is attached as an exhibit to this report on Form 6-K.

 

This report on Form 6-K (including the exhibit hereto) shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

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EXHIBITS

 

Exhibit
Number
  Description

99.1

 

Application for quotation of securities – IMC

99.2   Notice under section 708A
99.3   Letter to Shareholders

 

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SIGNATURE

 

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.

 

  IMMURON LIMITED
     
Date: May 30, 2025 By: /s/ Phillip Hains
    Phillip Hains
    Company Secretary

 

 

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EX-99.1 2 ea024400101ex99-1_immuron.htm APPLICATION FOR QUOTATION OF SECURITIES - IMC

Exhibit 99.1

 

 

Appendix 2A - Application for quotation of securities

 

Announcement Summary

 

 

 

Entity name

 

IMMURON LIMITED

 

Announcement Type

 

New announcement

 

Date of this announcement

 

Friday May 30, 2025

 

The +securities to be quoted are:

 

+Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B

 

Total number of +securities to be quoted

  

ASX +security code   Security description   Number of +securities to be quoted     Issue date
IMC   ORDINARY FULLY PAID     135,800     29/05/2025

 

Refer to next page for full details of the announcement

 

Appendix 2A - Application for quotation of securities 1 / 6

 

 

Appendix 2A - Application for quotation of securities

 

Part 1 - Entity and announcement details

 

 

 

1.1 Name of entity

 

IMMURON LIMITED

 

We (the entity named above) apply for +quotation of the following +securities and agree to the matters set out in Appendix 2A of the ASX Listing Rules.

 

  1.2 Registered number type   Registration number
       
  ACN   063114045

 

1.3 ASX issuer code

 

IMC

 

1.4 The announcement is

 

New announcement

 

1.5 Date of this announcement

 

30/5/2025

 

Appendix 2A - Application for quotation of securities 2 / 6

 

 

Appendix 2A - Application for quotation of securities

  

Part 2 - Type of Issue

 

 

 

2.1 The +securities to be quoted are:

 

+Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B

 

Previous Appendix 3B details:

 

Announcement Date and Time   Announcement Title   Selected Appendix 3B to submit quotation request
         
29-May-2025 16:29   New - Proposed issue of securities - IMC   A placement or other type of issue

 

2.3a.2 Are there any further issues of +securities yet to take place to complete the transaction(s) referred to in the Appendix 3B?

 

No

  

Appendix 2A - Application for quotation of securities 3 / 6

 

 

Appendix 2A - Application for quotation of securities

  

Part 3A - number and type of +securities to be quoted where issue has previously been notified to ASX in an Appendix 3B

 

 

 

Placement Details

 

ASX +security code and description

 

IMC : ORDINARY FULLY PAID

  

Issue date

 

29/5/2025

 

Distribution Schedule

 

Provide a distribution schedule for the new +securities according to the categories set out in the left hand column - including the number of recipients and the total percentage of the new +securities held by the recipients in each category.

 

Number of +securities held   Number of holders   Total percentage of +securities held
        For example, to enter a value of 50% please input as 50.00
1 - 1,000     %
         
1,001 - 5,000       %
         
5,001 - 10,000       %
         
10,001 - 100,000       %
         
100,001 and over       %

 

Appendix 2A - Application for quotation of securities 4 / 6

 

 

Appendix 2A - Application for quotation of securities

 

Issue details

 

Number of +securities to be quoted

 

135,800

 

Are the +securities being issued for a cash consideration?

 

Yes

 

  In what currency is the cash consideration being paid?   What is the issue price per +security?
       
  AUD - Australian Dollar   AUD 0.07160000

 

Any other information the entity wishes to provide about the +securities to be quoted

 

     

 

Appendix 2A - Application for quotation of securities 5 / 6

 

 

Appendix 2A - Application for quotation of securities

  

Part 4 - Issued capital following quotation

 

 

 

Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:

 

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

 

4.1 Quoted +securities (total number of each +class of +securities quoted on ASX following the +quotation of the +securities subject of this application)

 

ASX +security code and description   Total
number of
+securities
on issue
 
IMC : ORDINARY FULLY PAID     233,842,333  

 

4.2 Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX)

 

ASX +security code and description   Total
number of
+securities
on issue
 
IMCAE : PERFORMANCE RIGHTS     5,463,161  
         
IMCAI : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES     5,930,000  
         
IMCAM : OPTION EXPIRING 21-JUL-2025 EX USD$0.5859375     2,560,000  

 

Appendix 2A - Application for quotation of securities 6 / 6

EX-99.2 3 ea024400101ex99-2_immuron.htm NOTIFICATION OF CESSATION OF SECURITIES - IMC

Exhibit 99.2

 

 

 

Notice Under Section 708A(5) of the Corporations Act

 

Melbourne, Australia, May 30, 2025

 

This notice is given by Immuron Limited (ASX: IMC; NASDAQ: IMRN) under section 708A(5)(e) of the Corporations Act 2001 (the ‘Corporations Act’).

 

Type Shares
Class Ordinary
ASX code IMC
Date of Issue 29 May 2025
Number Issued 135,800

 

The Company gives notice under section 708A(5)(e) of the Corporations that:

 

1. the Company issued the Shares without disclosure under Part 6D.2 of the Corporations Act;

 

2. as at the date of this notice the Company has complied with:

 

(i) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

 

(ii) sections 674 and 674A of the Corporations Act; and

 

3. as at the date of this notice, there is no information to be disclosed which is ‘excluded information’ (as defined in sections 708A(7) and 708A(8) of the Corporations Act) which is required to be disclosed by the Company.

 

Phillip Hains

Company Secretary

 

 

EX-99.3 4 ea024400101ex99-3_immuron.htm NOTICE UNDER SECTION 708A

Exhibit 99.3

 

 

 

May 30, 2025

Letter to Shareholders

 

Highlights:

 

Immuron on track to exceed A$7 million in Sales this financial year

 

Uniformed Services University anticipates topline results of Travelan® clinical study in October 2025

 

Immuron anticipates IMM-529 (Clostridiodes difficile infection) IND submission to the FDA in August 2025

 

Launch plans underway for ProIBS® in Australia

 

Immuron anticipates IMM-986 (Vancomycin-resistant enterococci) pre-clinical research results in August 2025

 

Dear Shareholder,

 

I am pleased to provide you with a brief update on progress with a number of projects at Immuron Limited (ASX: IMC; NASDAQ: IMRN).

 

Sales

 

As announced on April 10, Immuron, achieved record sales up to the end of March for the current Financial Year. These were the highest in the company’s history. The momentum continued into April during the Easter and ANZAC holiday periods, as well as the spring and summer break in North America.

 

Immuron is on track to exceed A$7 million in sales this financial year, which is a momentous increase on the previous year’s sales of A$4.9 million.

 

Clinical Trial Update

 

Immuron has three therapeutic products under development: IMM-124E (Travelan®) for traveller’s diarrhea; IMM-529 for Clostridioides difficile infection and IMM-986 for Vancomycin-resistant enterococci.

 

IMM-124E

 

Immuron reported on March 7 that recruitment for the Uniformed Services University Travelan®  field study had been completed. We are pleased to advise that all of the US armed services participants in this study have now been randomized and deployed. We anticipate the final visit of the Last Patient will be in July 2025 with topline results to follow in October 2025. It is hoped that this trial will enable Travelan® to be recommended in traveller’s diarrhoea guidelines thereby increasing its market potential as well as enhancing the long standing relationship with the US Department of Defense.

 

Following these results Immuron will request the end of Phase 2 meeting with the FDA for IMM-124E which all act as a precursor to commencement of a Phase 3 clinical program.

 

 

 


 

 

 

Based on Lumanity’s opportunity assessment prepared for Immuron, the base case yearly revenue in USA for IMM-124E is projected at US$102 million.

 

IMM-529

 

Immuron is progressing with a new Investigational New Drug (IND) application to the Food and Drug Administration (FDA) to initiate the clinical development of IMM-529 for the treatment of Clostridioides difficile infection (CDI) and prevention of recurrence of CDI. Immuron has completed a final draft of the Investigational brochure and clinical protocol, which will assist in authoring the non-clinical and clinical sections of the IND which are also largely completed. Immuron anticipates IND submission to the FDA in August 2025. Approval of this IND submission by the FDA is a precursor to commencement of a Phase 2 clinical program.

 

At last year’s AGM presentation, we advised Lumanity’s assessment that the IMM-529 market in the US can reach peak revenues of ~US$400 million.

 

ProIBS product launch

 

Immuron reported on March 5 that it had entered into an agreement with Calmino to distribute ProIBS® exclusively in Australia and New Zealand. ProIBS® is a European certified medical product for the treatment of symptoms related to IBS such as abdominal pain, bloating and changes in bowel movement (i.e., diarrhoea and/or constipation). Immuron has listed ProIBS® in Australia as a listed complementary medicine. Immuron is purchasing the product from Calmino and anticipates making a gross margin typical for a consumer health product in Australia. Immuron has now placed a purchase order with Calmino and anticipates delivery of product in 3Q2025 with a product launch in 1Q2026. The IBS treatment market in Australia is estimated to be a part of the broader "Digestives & Intestinal Remedies" market, generating a revenue of around A$221 million in 2025, with a projected annual growth rate of 3.28%.

 

Pre-clinical Trial Update

 

On January 5 Immuron reported a research collaboration with Monash University to develop a new therapeutic candidate against Vancomycin-resistant enterococci (VRE). Immuron has named this IMM-986. VRE antimicrobial resistance (AMR) poses a significant threat to healthcare systems worldwide. AMR can lead to more severe and harder-to-treat infections in healthcare settings, such as hospitals and nursing homes. These infections often result in longer hospital stays, higher medical costs, and increased mortality rates. In the U.S., the estimated national cost to treat these infections exceeds $4.6 billion annually (CDC Antimicrobial Resistance Facts and Stats). Immuron anticipates the results of this pre-clinical research to be completed in August 2025.

 

Thank you for your ongoing support.

Steven Lydeamore

Chief Executive Officer

 

This release has been authorised by the directors of Immuron Limited.

 

- - - END - - -This document may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, each as amended.

 

 

 

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COMPANY CONTACT:  
   
Steven Lydeamore  
Chief Executive Officer  
steve@immuron.com  

 

FORWARD-LOOKING STATEMENTS:

 

Such statements include, but are not limited to, any statements relating to our growth strategy and product development programs and any other statements that are not historical facts. Forward-looking statements are based on management’s current expectations and are subject to risks and uncertainties that could negatively affect our business, operating results, financial condition, and stock value. Factors that could cause actual results to differ materially from those currently anticipated include: risks relating to our growth strategy; our ability to obtain, perform under and maintain financing and strategic agreements and relationships; risks relating to the results of research and development activities; risks relating to the timing of starting and completing clinical trials; uncertainties relating to preclinical and clinical testing; our dependence on third-party suppliers; our ability to attract, integrate and retain key personnel; the early stage of products under development; our need for substantial additional funds; government regulation; patent and intellectual property matters; competition; as well as other risks described in our SEC filings. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions, or circumstances on which any such statement is based, except as required by law.

 

 

 

 

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