Announcement PDF Appendix 3B New issue announcement Rule 2.7, 3.10.3, 3.10.4, 3.10.5 Appendix 3B New issue announcement, application for quotation of additional securities and agreement Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public. Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13 Name of entity Emu NL ABN 50 127 291 927 We (the entity) give ASX the following information. Part 1 - All issues You must complete the relevant sections (attach sheets if there is not enough space). 1 +Class of +securities issued or to be issued (i) Partly paid ordinary (contributing) shares, $0.03 outstanding per share (EMUCA) (ii) Unlisted options, $0.03, Exp 30 April 2018 2 Number of +securities issued or to be issued (if known) or maximum number which may be issued (i) 370,000 (ii) 4 3 Principal terms of the +securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion) (i) Partly paid shares, $0.03 paid, $0.03 unpaid, no call before 31 Dec 2018 (EMUCA) (ii) Each unlisted option can be converted into a listed partly paid share (EMUCA) on or before 30 April 2018 by paying $0.03 upon exercise of the option with a further $0.03 being payable upon call + See chapter 19 for defined terms. 04/03/2013 Appendix 3B Page 1 Appendix 3B New issue announcement 4 Do the +securities rank equally in all respects from the +issue date with an existing +class of quoted +securities? (i) Yes (ii) No If the additional +securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration (i) $0.03 paid on issue; $0.03 unpaid (ii) Nil 6 Purpose of the issue (i) Exercise of unlisted options to acquire (If issued as consideration for EMUCA the acquisition of assets, clearly (ii) Free options issued with placement shares identify those assets) (missing from Appendix 3B dated 15 Dec) 6a Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A? Yes If Yes, complete sections 6b – 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 9 November 2017 6c Number of +securities issued without security holder approval under rule 7.1 (i) N/A (ii) 4 6d Number of +securities issued with security holder approval under rule 7.1A N/A 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) N/A 6f Number of +securities issued under an exception in rule 7.2 (i) 370,000 (ii) N/A + See chapter 19 for defined terms. Appendix 3B Page 2 04/03/2013 Appendix 3B New issue announcement 6g If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. N/A 6h If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements N/A 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements Rule 7.1 – 4,486,554 Rule 7.1A – 6,991,039 7 +Issue dates (i) 22 December 2017 (ii) 15 December 2017 (4 options missing from App 3B dated 15 Dec 2017) Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 8 +class Number and of all +securities quoted on ASX (including the +securities in section 2 if applicable) Number 73,910,387 +Class Fully paid ordinary shares (EMU)** 36,950,667 Partly paid ordinary shares, $0.03 outstanding per share (EMUCA) ** Includes 4m shares which can be bought back by Emu for nil consideration. 9 10 +class Number and of all +securities not quoted on ASX (including the +securities in section 2 if applicable) Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) Number 1,630,004 +Class Unlisted options ($0.03 for EMUCA, Expire 20 Dec 18) 4,750,000 Unlisted options ($0.10 for EMU, Expire 20 Dec 2018) 2,000,000 Unlisted options ($0.11 for EMU, Exp 20 Dec 18; 1.5m subject to vesting conditions) 300,000 Unlisted options ($0.25 for EMU, Expire 20 Dec 2018) N/A Part 2 – Deleted – Not Applicable Part 3 - Quotation of securities + See chapter 19 for defined terms. 04/03/2013 Appendix 3B Page 3 Appendix 3B New issue announcement You need only complete this section if you are applying for quotation of securities 34 Type of +securities (tick one) (a) +Securities described in Part 1 (EMUCA only – not the unlisted options) (b) All other +securities Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities Entities that have ticked box 34(a) Additional securities forming a new class of securities Tick to indicate you are providing the information or documents 35 If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders 36 If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over 37 A copy of any trust deed for the additional +securities + See chapter 19 for defined terms. Appendix 3B Page 4 04/03/2013 Appendix 3B New issue announcement Quotation agreement 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the +securities on any conditions it decides. 2 We warrant the following to ASX. • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose. • There is no reason why those +securities should not be granted +quotation. • An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act. Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty • • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted. If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted. 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement. 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete. Sign here: [Lodged electronically without signature] Date: 22 December 2017 (Company secretary) Print name: Damien Kelly == == == == == + See chapter 19 for defined terms. 04/03/2013 Appendix 3B Page 5 Appendix 3B New issue announcement Appendix 3B – Annexure 1 Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities Introduced 01/08/12 Amended 04/03/13 Part 1 Rule 7.1 – Issues exceeding 15% of capital Step 1: Calculate “A”, the base figure from which the placement capacity is calculated Insert number of fully paid +ordinary securities on issue 12 months before the +issue date or date of agreement to issue 40,279,457 Add the following: • Number of fully paid +ordinary securities issued in that 12 month period under an exception in rule 7.2 15,058,220 issued prior to the securities subject of this Appendix 3B • Number of fully paid +ordinary securities issued in that 12 month period with shareholder approval 12,750,000 issued prior to the securities subject of this Appendix 3B • Number of partly paid +ordinary securities that became fully paid in that 12 month period 1,822,710 prior to the securities subject of this Appendix 3B Note: • Include only ordinary securities here – other classes of equity securities cannot be added • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items Subtract the number of fully paid +ordinary securities cancelled during that 12 month period Nil “A” 69,910,387 + See chapter 19 for defined terms. Appendix 3B Page 6 04/03/2013 Appendix 3B New issue announcement Step 2: Calculate 15% of “A” “B” 0.15 [Note: this value cannot be changed] Multiply “A” by 0.15 10,486,558 Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used Insert number of +equity securities issued or agreed to be issued in that 12 month period not counting those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 2,000,004 unlisted options ($0.03 for EMUCA, Expire 20 Dec 18) (4 as per Item 6c of this App 3B, the balance prior to the securities subject of this Appendix 3B) 4,000,000 fully paid ordinary shares (EMU) (prior to the securities subject of this Appendix 3B) Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items “C” 6,000,004 Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1 “A” x 0.15 10,486,558 Note: number must be same as shown in Step 2 Subtract “C” 6,000,004 Note: number must be same as shown in Step 3 Total [“A” x 0.15] – “C” 4,486,554 [Note: this is the remaining placement capacity under rule 7.1] + See chapter 19 for defined terms. 04/03/2013 Appendix 3B Page 7 Appendix 3B New issue announcement Part 2 Rule 7.1A – Additional placement capacity for eligible entities Step 1: Calculate “A”, the base figure from which the placement capacity is calculated “A” 69,910,387 Note: number must be same as shown in Step 1 of Part 1 Step 2: Calculate 10% of “A” “D” 0.10 Note: this value cannot be changed Multiply “A” by 0.10 6,991,039 Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used Insert number of +equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Nil Notes: • This applies to equity securities – not just ordinary securities • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items “E” Nil + See chapter 19 for defined terms. Appendix 3B Page 8 04/03/2013 Appendix 3B New issue announcement Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A “A” x 0.10 6,991,039 Note: number must be same as shown in Step 2 Subtract “E” Nil Note: number must be same as shown in Step 3 Total [“A” x 0.10] – “E” 6,991,039 Note: this is the remaining placement capacity under rule 7.1A + See chapter 19 for defined terms. 04/03/2013 Appendix 3B Page 9