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ARCHTIS LIMITED Capital/Financing Update 2021

Nov 17, 2021

64413_rns_2021-11-17_3bcea61f-c4b1-4c05-9b2d-236b69fa2cc1.pdf

Capital/Financing Update

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Proposed issue of securities

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Announcement Summary

Entity name

ARCHTIS LIMITED

Announcement Type

New announcement

Date of this announcement

18/11/2021

The Proposed issue is:

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A non pro rata offer of securities under a disclosure document or product disclosure statement (PDS)

Total number of +securities proposed to be issued for a non pro rata offer of securities under a disclosure document or product disclosure statement (PDS)

Maximum Number of
ASX +security code +Security description +securities to be issued
New class-code to be Listed Options (exercisable at $0.35, expiring 23 December 9420290
confirmed 2023)

Closing date for receipt of acceptances

25/11/2021

Proposed +issue date

26/11/2021

Refer to next page for full details of the announcement

Proposed issue of securities

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

ARCHTIS LIMITED

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

ABN 79123098671

1.3 ASX issuer code

AR9

1.4 The announcement is

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New announcement

1.5 Date of this announcement

18/11/2021

1.6 The Proposed issue is:

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A non-+pro rata offer of +securities under a +disclosure document or +PDS

Proposed issue of securities

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Proposed issue of securities

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Part 5 - Details of proposed non-pro rata offer under a disclosure document or PDS

Part 5A - Conditions 5A.1 Do any external approvals need to be obtained or other conditions satisfied before the non-pro rata offer of +securities under a +disclosure document or + PDS can proceed on an unconditional basis? No

Part 5B - Offer 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 No
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 are non CDIs)
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? Yes
No
ASX +security code
New class-code to be confirmed
+Security description
Listed Options (exercisable at $0.35, expiring 23 December 2023)
+Security type
Options
The number of +securities to be offered under the +disclosure document or
+PDS
9,420,290
Will the offer be conditional on applications for a minimum number of
+securities being received or a minimum amount being raised (i.e. a
minimum subscription condition)?
No

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Proposed issue of securities

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Proposed issue of securities
Will individual security holders be required to accept the offer for a
minimum number or value of +securities (i.e. a minimum acceptance
condition)?
No
Will individual security holders be limited to accepting the offer for a
maximum number or value of +securities (i.e. a maximum acceptance
condition)?
No
Offer price details
Has the offer price been determined?
No
How and when will the offer price be determined?
The Options are being issued for nil cash consideration, free-attaching to fully paid ordinary shares ("Shares") issued
under the placement of 28,260,870 Shares announced on 12 November 2021 ("Placement").
Will the offer price be determined by way of a bookbuild?
No
Oversubscription & Scale back details
Will the entity be entitled to accept over-subscriptions?
No
Will a scale back be applied if the offer is over-subscribed?
No
Will all the +securities issued in this class rank equally in all respects from
their issue date?
Yes
Options details
+Security currency
Exercise price
Expiry date
AUD - Australian Dollar
AUD 0.3500
23/12/2023
Details of the type of +security that will be issued if the option is exercised
AR9 : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
One fully paid ordinary share (ASX:AR9)

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Proposed issue of securities

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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.

Refer to the Prospectus lodged on the Company's ASX announcements platform on 17 November 2021 at https://www2.a sx.com.au/markets/company/ar9.

Part 5C - Timetable

5C.1 Lodgement date of +disclosure document or +PDS with ASIC 17/11/2021

5C.2 Date when +disclosure document or +PDS and acceptance forms will be made available to investors

18/11/2021

5C.3 Offer open date 18/11/2021

5C.4 Closing date for receipt of acceptances 25/11/2021

5C.6 Proposed +issue date 26/11/2021

Part 5D - Listing Rule requirements

5D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? No

5D.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

5D.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?

9,420,290 Options

5D.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

5D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No

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Part 5E - Fees and expenses

5E.1 Will there be a lead manager or broker to the proposed offer? No

5E.2 Is the proposed offer to be underwritten? No

5E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission?

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No

5E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Whilst there is no lead manager to the Options offer under the Prospectus, aamicaa Advisors Pty Ltd acted as lead manager to the Placement (to which the Options are free attaching), and were paid a fee of 6% of funds raised under the Placement.

Part 5F - Further Information

5F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

No funds will be raised by the proposed issue. Refer to the ASX announcement dated 12 November 2021 regarding use of funds raised from the Placement.

5F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No

5F.2 Please explain the entity's allocation policy for the offer, including whether or not acceptances from existing +security holders will be given priority

Options will be issued to participants under the Placement, on the basis of 1 Option for every 3 Shares received under the Placement.

5F.3 URL on the entity's website where investors can download the +disclosure document or +PDS

https://www.archtis.com/archtis-asx-ar9-investor-relations/

5F.4 Any other information the entity wishes to provide about the proposed offer

This issue of Options the subject of this Appendix 3B replaces the issue of free-attaching Options contemplated under the Placement Appendix 3B released on 12 November 2021.

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