| Schedule of Share Capital |
Share capital | | | | | | | | | | | | | | | | | | | | | | | | | As of December 31, | | 2025 | | 2024 | | 2025 | | 2024 | | Shares No. | | (U.S. dollars, in thousands) | | Contributed equity | | | | | | | | (i)Share capital | | | | | | | | | Ordinary shares | 1,290,302,187 | | 1,154,023,928 | | 1,519,456 | | | 1,320,207 | | | Less: Treasury Shares | (1,787,239) | | (1,579,499) | | — | | | — | | | Total Contributed Equity | 1,288,514,948 | | 1,152,444,429 | | 1,519,456 | | | 1,320,207 | |
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| Summary of Movements in Ordinary Share Capital |
Movements in ordinary share capital | | | | | | | | | | | | | | | | | | | | | | | | | Six Months Ended December 31, | | Six Months Ended December 31, | | 2025 | | 2024 | | 2025 | | 2024 | | Shares No. | | (U.S. dollars, in thousands) | | Opening balance | 1,279,967,187 | | 1,141,784,114 | | 1,508,846 | | | 1,310,813 | | | Issues of ordinary shares during the period | | | | | | | | Exercise of share options(1) | — | | — | | 3,994 | | | 1,341 | | Transfer to employee share trust(1) | 10,335,000 | | 7,200,000 | | — | | | — | | Placement of shares under a share placement agreement(2) | — | | 5,039,814 | | 1,557 | | | 1,000 | | | Transaction costs arising on share issue | — | | — | | (114) | | | (110) | | | Total contributions of equity during the period | 10,335,000 | | 12,239,814 | | 5,437 | | 2,231 | | Unissued ordinary shares during the period | | | | | | | | Placement of shares under a share placement agreement(2) | — | | — | | — | | | (1,000) | | Exercise of warrants(3) | — | | — | | — | | | 4,550 | | | Total contributions of unissued equity during the period | — | | — | | — | | | 3,550 | | | Total contributions of equity during the period | 10,335,000 | | 12,239,814 | | 5,437 | | | 5,781 | | | Share options reserve transferred to equity on exercise of options | — | | — | | 5,173 | | | 3,613 | | | Ending balance | 1,290,302,187 | | 1,154,023,928 | | 1,519,456 | | | 1,320,207 |
| | | | | | | | | (1) | Options are issued to employees, directors and consultants in accordance with the Mesoblast Employee Share Option Plan. Unpaid shares are issued to the share trust to enable future option exercises to be settled. On exercise of options, the proceeds of the exercise are recorded in ordinary share capital in Mesoblast Limited and the exercise is settled by transfer of the shares from the share trust to the employee. | | | | (2) | In March 2024, Dr. Eric Rose, the Company's Chief Medical Offer and a director of Mesoblast, subscribed for 5,039,814 shares in Mesoblast Limited at A$0.30 per share, subject to shareholder approval which was received in November 2024. The shares remained in unissued capital until the shares were issued in December 2024. | | | | (3) | On December 31, 2024, Oaktree exercised 188,122 ADS warrants that were issued in December 2022. The Group received $1.4 million of proceeds in relation to the exercise price of the warrants at US$7.24 per ADS, which was recognized within cash and cash equivalents in December 2024. On the exercise date of December 31, 2024, the fair value of $3.2 million relating to the warrants exercised and the exercise price of $1.3 million were recognized as unissued capital within the equity statement and remained as unissued capital until the shares were formally issued. On January 3, 2025, the Group formally issued 1,881,220 ordinary shares to Oaktree in relation to the exercise of these ADS warrants. |
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| Summary of Movements of Shares in Share Trust |
Movements of shares in share trust | | | | | | | | | | | | | | | | | | | | | | | | | Six Months Ended December 31, | | Six Months Ended December 31, | | 2025 | | 2024 | | 2025 | | 2024 | | Shares No. | | (U.S. dollars, in thousands) | | Opening balance | 32,389 | | 542,903 | | — | | | — | | | Movement of shares in share trust | | | | | | | | Transfer to employee share trust(1) | 10,335,000 | | 7,200,000 | | — | | | — | | Exercise of share options(1) | (8,580,150) | | (6,163,404) | | — | | | — | | | Ending balance | 1,787,239 | | 1,579,499 | | — | | | — | |
| | | (1)Options are issued to employees, directors and consultants in accordance with the Mesoblast Employee Share Option Plan. Unpaid shares are issued to the share trust to enable future option exercises to be settled. On exercise of options, the proceeds of the exercise are recorded in ordinary share capital in Mesoblast Limited and the exercise is settled by transfer of the shares from the share trust to the employee. |
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