ZIMI Limited Announces Issuance of 2.2 Million Shares to Settle Service Provider Invoice

Partial Invoice Settlement via Equity Issuance

ZIMI Limited has issued 2,205,882 ordinary fully paid shares as part of settling an outstanding invoice from a service provider. Instead of a full cash payment, the company chose to issue equity securities to partially fulfill its obligation, a common strategy to conserve cash while compensating service providers with equity.

These shares were issued on 22 July 2026 as part of a placement-type transaction previously communicated to the ASX. The company confirms no further securities issuance is pending to finalize this transaction, marking the completion of the securities issue announced on 22 July 2026.

Share Pricing and Valuation of the Placement

The shares were priced at an estimated $0.0034 each, as disclosed by ZIMI. This valuation was agreed upon between the company and the service provider to settle the invoice, totaling approximately $7,500 for the share issuance.

This price reflects a negotiated settlement value rather than market trading prices, given the non-cash nature of the transaction. The approach enables the company to manage working capital effectively while offering equity participation aligned with the service value.

Capital Structure Update Post-Quotation

After the quotation of the 2,205,882 new shares, ZIMI's total issued ordinary shares will be 1,147,913,954 on the ASX, representing a slight increase of about 0.19% in the capital base. The company also holds unquoted securities including:

• 7,125,000 options expiring 16 December 2027 at $0.0125 exercise price
• 3,000,000 performance rights with no expiry date
• 231,757,125 options expiring 30 March 2029 at $0.006 exercise price
• 34,000,000 options expiring 3 December 2028 at $0.025 exercise price

These unquoted securities represent potential dilution if exercised or vested.

Details on Share Distribution

ZIMI's update does not specify the distribution of the 2,205,882 shares among shareholders. Although the quotation application template allows for detailed shareholding breakdowns, the company has not disclosed this information publicly.

This likely indicates the shares were issued to a single service provider or a limited group as part of the invoice settlement. Without explicit disclosure, investors cannot ascertain the concentration or dispersion of these shares, which may influence future trading and shareholder structure.

Issuance Timeline and Transaction Background

The shares were issued on 22 July 2026, with the quotation application submitted to the ASX on 23 July 2026, adhering to ASX’s timely notification requirements. The transaction was initially announced in a proposed securities issue announcement dated 22 July 2026.

The company confirms no further securities issuance is necessary to complete the transaction, indicating the equity settlement with the service provider is fully executed. The quotation application finalizes the process by enabling these shares to be officially listed and traded on the ASX.

Equity Settlement Strategy for Service Provider Compensation

ZIMI’s decision to settle the invoice with equity rather than cash reflects a strategic choice to preserve liquidity and align interests with the service provider. The provider accepted shares at $0.0034 each, demonstrating confidence in the company’s outlook or a preference for equity participation.

Such non-cash settlements are increasingly common among ASX-listed firms managing working capital or in growth stages. By issuing shares valued at approximately $7,500, ZIMI conserves cash while providing the service provider with potential upside linked to company performance.

Unquoted Options and Performance Rights Overview

ZIMI holds a significant number of unquoted options and performance rights, representing potential future dilution. Notably, 231,757,125 options expiring 30 March 2029 at $0.006 exercise price are in-the-money relative to the $0.0034 share price, posing dilution risk if exercised.

Additionally, 34,000,000 options expiring 3 December 2028 at $0.025 exercise price, 7,125,000 options expiring 16 December 2027 at $0.0125, and 3,000,000 performance rights remain outstanding. Total potential dilution exceeds 275 million securities across all classes.

Market Implications and Investor Considerations

The 2,205,882 shares issued at $0.0034 each represent a modest capital raise of about $7,500 but highlight ZIMI’s active working capital management and ability to settle liabilities via equity. The issuance price offers a benchmark for assessing the company’s valuation and market perception.

Investors should consider this issuance alongside the company’s broader capital structure and strategic use of equity instruments for incentivisation. Future announcements regarding option exercises, performance rights vesting, or further equity issues will be key to monitoring shareholder dilution and company financing.

Compliance with ASX Listing Rules and Quotation Procedures

ZIMI’s quotation application complies with ASX Listing Rules, submitting an Appendix 2A form following the Appendix 3B proposed issue notice dated 22 July 2026. This sequence demonstrates adherence to ASX disclosure and reporting obligations.

The newly quoted securities are ordinary fully paid shares with full voting rights and dividend entitlements, identical to existing shares. No special conditions or restrictions apply to these shares, ensuring equal treatment for holders.