New IPO Opportunity

Capital Raise $7,000,000
Market Cap $17,700,000
EV $11,600,000
Issue Price $0.20
Open Date 19/09/2016
Closing Date 03/10/2016
First Day of Trading 17/10/2016

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INVESTMENT OPPORTUNITY

Groundbreaking wearable technology for home use that helps relax the minds of children with autism.

Neurotech is focussed on the development & commercialisation of regulated medical solutions for diagnosis & treatment of neurological disorders.
mThe Company’s flagship product is Mente Autism, an independently certified medical device that provides neurofeedback therapy to children on the autism spectrum at home.

It’s innovative technology enables medical practitioners to remotely monitor & play an active role in home-based therapies.

The company has received early validation, and multiple awards. A double blind and independent clinical trial is to be conducted in the US. Initial results are expected in Q2 2017 significant news flow planned in the interim.

The company has initial sales of Mente Autism throughout Europe & Middle East with first material ‘take or pay’ distribution agreement signed.

Initial focus is on Autism, with potential applications for other neurological diseases such as Epilepsy and Tinnitus. More than US$169 billion in revenue was generated by the medical neurotechnology market in 2014, growing at 5%.

The Company's leadership is strong with highly a qualified board & senior management team. Neurotech IPO will raise A$7m at a pre-money valuation of $10.6m.

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COMPANY DETAILS

Since its first release in 2013, Mente has been successfully taken from proof of concept into commercial reality. In addition to continued technological improvements, the Company is focussed on developing Mente as the go-to platform to support a range of related neurotech applications.

Some of the benefits observed by parents whose children use Mente:

• Improved communication skills

• Increased times of attentiveness and actual learning

• Improvement of overall behaviourEnhanced creativity

How It Works

Validation

• 2 user studies conducted to date, encompassing 33 patients. Both studies showed significant improvement in the patient's’ EEG profile, behavioural improvements & improved communication

• Over 200 current active Mente users. Over 50% of those classified as having undertaken a statistically significant number of sessions were determined to have experienced significant physiological & behavioural improvements

• 2 independent user studies and trials currently underway in Italy

2015 Pilot Study*

25 participant study of children diagnosed with autism as undertaken to test the efficacy of a four-channel Mente system:

• In people with autism, delta waves (normally associated with sleep) are abnormally high while alpha & beta waves (normally associated with focus & mental activity) are abnormally low

• After daily 40 minute sessions for 15 weeks the participants experienced significantly decreased delta waves, significantly increased alpha & beta waves & noticeable behavioural improvements

*Real-time sonified neurofeedback stimulation for the management & relaxation of patients on the autism spectrum (Adrian Attard Trevisan, Paulo Cavallari, Nicole Caruana, Rita Micallef, Frederick Attard). Journal of Brain Stimulation, Volume 8, Issue 2. March – April 2015.

Awards

• Top prize for Technological Innovation at the 2012 Malta Innovation Awards (Mente device)

• Malta eBusiness Award 2013 for Best Application (Mente Mobile App)

• Epilepsy Prediction System recognised by World Intellectual Property Organisation for its level of innovation

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"My son has been using Mente for the past two years. As he was diagnosed with ASD, we turned to Mente’s therapy for help. Prior to starting the therapy sessions our son was highly non-verbal & we communicated mainly through sign language.

His disorder even made it difficult for him to undergo new experiences & adapt to different environments. This changed when he started using Mente. The change we saw in him was staggering. He has become significantly calmer & focussed & is able to communicate verbally, now more than ever.

Hearing my son talk & engage in discussion was, & still is, the ultimate gift I could have ever hoped for. The change in him was also remarked upon by his teachers, peers & friends, all saying that he had changed into a more loving & sociable person. By effectively helping our son, Mente has positively changed my family’s dynamics & for that, I do recommend it.”

Claire Florian Parent of 9 year old ASD child | 2 years of Mente usage

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COMPANY FINANCIALS

Initial sales of Mente 1.0 commenced in 2012: more than 50 units sold

Mente 2.0 sales commenced in late 2014: more than 350 units

Mente Autism to be released shortly after IPO

Revenue Model

• Distributor / non-exclusive re-seller revenue model

• Units acquired by distributor / re-seller as upfront purchase

• 50-100% paid upon placement of order, with balance (if any) payable on delivery

• RRP of €1,700, excl. tax & local support

• FY15 gross product margin of ~68% based on average wholesale price of approx. €660 per unit

• Continuous review & assessment of pricing & entry models for most optimal penetration into new markets

Use of Proceeds

• Sales and marketing for Mete Autism $2.1m

• Ongoing R&D and pipeline initiatives $1.96m

• Repayment of bank debt $0.56m

• Clinical trial in the US $0.30m

• Cost of the Offers $0.76m

• Working capital, corporate and admin $1.3m

Total $7m

Capital Structure

• Existing Shares 53.0m

• Shares at A$0.20/sh 35.0m

Total Ordinary Shares on Issue: 88.0m

• Options 10.9m

Fully Diluted Capital 98.9m

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LEADERSHIP

Wolfgang Storf

Chief Executive Officer

20+ years experience in commercial, technical, operations & R&D in the pharmaceutical & medical industry, both for multinational &private businesses

Previous roles include CEO of Novartis-Sandoz, GM of Johnson & Johnson & other senior management positions covering Europe, LatinAmerica, Middle East, Africa, Canada & Asia

Dr Adrian Trevisan

Founder & Chief Scientific Officer

Neuroscientist, founder of AAT Research & key developer of Mente

PhD in Neuroscience (University of London), PhD in Human Physiology (Università degli Studi di Milano), Masters in Engineering &Audiological Sciences

Research Fellow at Bedfordshire Centre for Mental Health Research (BCMHR) in association with the University of Cambridge

Peter Griffiths

Deputy Chairman & Non-Exec Director

20 years of senior level leadership experience in software & data analytics with CA Technologies, IBM & Cognos

Experience in management consulting & financial services

Responsible for investment & strategy across five business units at CA Technologies, driving leadership in enterprise & growth markets

DOCUMENTS

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Disclaimer

Financial Services Guide

The offer described in this notice relates to the issue of new securities by the Issuer. A Prospectus for the offer is available and can be obtained from the Issuer’s website or by way of download from this website. The offer of securities will be made in, or accompanied by, a copy of the Prospectus. Nothing contained in this message and/or any attachment(s) constitutes a personal advice recommendation, solicitation or an offer to buy or sell any securities. Any recommendation or endorsement of this offer is general advice in nature and has not taken into account your personal circumstances or objectives. A person should consider the Prospectus in deciding whether to acquire the securities.

This notice does not constitute an offer or invitation in any place in which, or to any person to whom, it would not be lawful to make such an offer or invitation. The Prospectus does not constitute an offer to sell, or a solicitation of any offer to buy, securities in the United States. The Prospectus has been prepared for publication in Australia and New Zealand.