Anteris Technologies Global Corp. — Capital/Financing Update 2024

Dec 19, 2024

Appendix 3B - Proposed issue of securities

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Update Summary

Entity name

ANTERIS TECHNOLOGIES GLOBAL CORP.

Announcement Type

Update to previous announcement

Date of this announcement

20/12/2024

Reason for update to a previous announcement

Anteris is required to payout the pre-agreed value of the 75,000 Options in lieu of issuing the Options which had been previously proposed to be issued in the original Appendix 3B released on 6 November 2024. The Options originally included in the Appendix 3B will not be issued.

Refer to next page for full details of the announcement

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Appendix 3B - Proposed issue of securities

Part 1 - Entity and announcement details

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1.1 Name of +Entity

ANTERIS TECHNOLOGIES GLOBAL CORP.

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

Registration Number

ARBN 677960235

1.3 ASX issuer code

AVR

1.4 The announcement is

Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Anteris is required to payout the pre-agreed value of the 75,000 Options in lieu of issuing the Options which had been previously proposed to be issued in the original Appendix 3B released on 6 November 2024. The Options originally included in the Appendix 3B will not be issued.

1.4b Date of previous announcement to this update

6/11/2024

1.5 Date of this announcement

20/12/2024

1.6 The Proposed issue is:

A placement or other type of issue

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Appendix 3B - Proposed issue of securities

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Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? Yes 7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval 31/5/2025 Estimated

Comments

The issue of options to Obsidian Global Partners, LLC ('Obsidian') is subject to Anteris obtaining shareholder approval at the next AGM for the purposes of ASX Listing Rule 7.1.

Part 7B - Issue details

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional Yes securities in a class that is already quoted or recorded by ASX)? New class

Details of +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

Have you received confirmation from Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? No No ASX +security code +Security description New class-code to be confirmed Convertible Notes

+Security type

+Convertible debt securities

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Appendix 3B - Proposed issue of securities

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Number of +securities proposed to be issued

4,956,750

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? Yes In what currency is the cash What is the issue price per consideration being paid? +security? USD - US Dollar USD 1.00000

AUD equivalent to issue price amount per +security

1.51308821

FX rate (in format AUD 1.00 / primary FX rate (in format AUD rate/primary currency rate): currency rate) Primary Currency rate USD 0.66090000 AUD 1.00

Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

+Convertible debt securities details

These securities are: Type of security Convertible Convertible note or bond +Security currency Face value AUD - Australian Dollar AUD 1.0000 Interest rate type Zero coupon/no interest Frequency of coupon/interest payments per year No coupon/interest payments

s128F of the Income Tax Assessment Act status applicable to the +security s128F exemption status unknown Is the +security perpetual (ie. no Maturity date maturity date)? 7/11/2026 No Select other features applicable to the +security Step-Up Secured Is there a first trigger date on which a If yes, what is the first trigger date right of conversion, redemption, call 15/1/2025

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Appendix 3B - Proposed issue of securities

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or put can be exercised (whichever is first)? Yes

Details of the type of +security that will be issued if the securities are converted, transformed or exchanged

AVR : CHESS DEPOSITARY INTERESTS 1:1

Number of +securities that will be issued if the +securities are converted, transformed or exchanged (including, if applicable, any interest)

A maximum of 967,572 AVR Shares would be issued upon conversion of the 4,956,750 convertible notes.

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.

https://announcements.asx.com.au/asxpdf/20241031/pdf/069xgmytyhbfb5.pdf

Attaching +Security

Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)? New class

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? No No ASX +security code +Security description New class-code to be confirmed OPTION $25 OBSIDIAN 3-YEAR EXPIRY

+Security type

Options

Number of +securities proposed to be issued

75,000

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? No

Please describe the consideration being provided for the +securities

Issued in consideration of Obsidian providing the convertible note facility. If the approval of AVR shareholders is not obtained for the issuance of the 75,000 options, AVR will be required to pay $300,000 to Obsidian in lieu of the issue of the options.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

4.000000

Will all the +securities issued in this class rank equally in all respects from their issue date?

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Appendix 3B - Proposed issue of securities

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Yes

Options details

+Security currency

AUD - Australian Dollar

Exercise price Expiry date AUD 25.0000 31/5/2028

Details of the type of +security that will be issued if the option is exercised

AVR : CHESS DEPOSITARY INTERESTS 1:1

Number of securities that will be issued if the option is exercised

One fully paid ordinary share (ASX:AVR) per option

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. https://announcements.asx.com.au/asxpdf/20241031/pdf/069xgmytyhbfb5.pdf

Part 7C - Timetable

7C.1 Proposed +issue date

7/11/2024

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?

967,572 AVR shares, being the maximum number of AVR shares to be issued on conversion of the convertible notes.

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No

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Appendix 3B - Proposed issue of securities

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Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue? No

7E.2 Is the proposed issue to be underwritten? No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

A fee of 4% of the amounts drawn down is payable to Brighton Capital, Ltd for facilitating the transaction.

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

To provide additional access to funds to pursue its strategic objectives, and implementation of the re-domiciliation of the Anteris Group to the United States and completion of the US IPO.

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No

7F.2 Any other information the entity wishes to provide about the proposed issue

Anteris has now completed the first drawdown of A$7,500,000 (US$4,956,750).

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