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AROA BIOSURGERY LIMITED Share Issue/Capital Change 2023

Oct 26, 2023

64426_rns_2023-10-26_b0997e96-e1bd-4e8c-ba32-00e19d8019d9.pdf

Share Issue/Capital Change

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Announcement Summary

Entity name

AROA BIOSURGERY LIMITED

Date of this announcement

Friday October 27, 2023

The +securities the subject of this notification are:

+Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being quoted on ASX until the restriction ends

Total number of +securities to be issued/transferred

Total number of
ASX +security +securities to be
code Security description issued/transferred Issue date
New class - code OPTION EXPIRING 03-AUG-2028 EX $0.91 3,554,150 20/10/2023
to be confirmed
New class - code OPTION EXPIRING 30-JUN-2026 EX NIL 1,883,744 20/10/2023
to be confirmed
New class - code OPTION EXPIRING 30-JUN-2025 EX NIL 2,340,219 20/10/2023
to be confirmed
New class - code OPTION EXPIRING 30-JUN-2024 EX NIL 1,200,488 20/10/2023
to be confirmed

Refer to next page for full details of the announcement

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Part 1 - Entity and announcement details

1.1 Name of entity

AROA BIOSURGERY LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

ARBN

Registration number

638867473

1.3 ASX issuer code

ARX

1.4 The announcement is

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New announcement

1.5 Date of this announcement

27/10/2023

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Part 2 - Issue details

2.1 The +securities the subject of this notification are:

+Securities issued under an +employee incentive scheme that are subject to a restriction on transfer and are not being quoted on ASX until the restriction ends

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:

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does not have an existing ASX security code ("new class")

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Part 3C - number and type of +securities the subject of this notification (new class) where issue has not previously been notified to ASX in an Appendix 3B

New +securities issued under an +employee incentive scheme

ASX +security code +Security description New class - code to be confirmed OPTION EXPIRING 03-AUG-2028 EX $0.91 +Security type ISIN code Options Date the +securities the subject of this notification were issued 20/10/2023

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

Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities.

Name of KMP Name of registered holder Number of +securities James Agnew James Agnew 256,576 Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? No Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02390652-2A1307133?access_token=8

Options Details +Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.91000000 3/8/2028 Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

Other

Description

ARX : ORDINARY FULLY PAID

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02390652-2A1307133?access_token=8

Any other information the entity wishes to provide about the +securities the subject of this notification Service-based component of management's 2023 LTI. Issue details

Number of +securities

3,554,150
New +securities issued under an +employee incentive scheme
ASX +security code
New class - code to be confirmed
+Security description
OPTION EXPIRING 30-JUN-2026 EX NIL
+Security type
ISIN code
Options
Date the +securities the subject of this notification were issued
20/10/2023
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Were any of the +securities issued to +key management personnel (KMP) or an +associate?
Yes
Provide details of the KMP or +associates being issued +securities.
Name of KMP
Name of registered holder
Number of +securities
James Agnew
James Agnew
127,280
Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under
listing rule 6.1?
No
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being
issued.
https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02390652-2A1307133?access_token=8

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Options Details

+Security currency

+Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.00000000 30/6/2026

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

Other

Description

ARX : ORDINARY FULLY PAID

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02390652-2A1307133?access_token=8

Any other information the entity wishes to provide about the +securities the subject of this notification

Performance-based component of management¿s 2023 LTI. In line with the CEO¿s 2022 performance options, vesting is subject to relative TSR performance.

Issue details

Number of +securities

1,883,744

New +securities issued under an +employee incentive scheme

ASX +security code +Security description New class - code to be confirmed OPTION EXPIRING 30-JUN-2025 EX NIL +Security type ISIN code Options

Date the +securities the subject of this notification were issued

20/10/2023

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

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities. Name of KMP Name of registered holder Number of +securities James Agnew James Agnew 158,123 Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? No Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02390652-2A1307133?access_token=8 Options Details +Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.00000000 30/6/2025 Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option Other Description ARX : ORDINARY FULLY PAID Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02390652-2A1307133?access_token=8

Any other information the entity wishes to provide about the +securities the subject of this notification

Performance-based component of management¿s 2023 LTI. In line with the CEO¿s 2022 performance options, vesting is subject to relative TSR performance.

Issue details

Number of +securities

2,340,219

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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New +securities issued under an +employee incentive scheme
ASX +security code +Security description
New class - code to be confirmed OPTION EXPIRING 30-JUN-2024 EX NIL
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+Security type
ISIN code
Options
Date the +securities the subject of this notification were issued
20/10/2023
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Were any of the +securities issued to +key management personnel (KMP) or an +associate?
Yes

Provide details of the KMP or +associates being issued +securities.

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Name of KMP Name of registered holder Number of +securities
James Agnew James Agnew 177,850
Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under
listing rule 6.1?
No
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being
issued.
https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02390652-2A1307133?access_token=8
----- End of picture text -----

Options Details +Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.00000000 30/6/2024 Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option Other

Description

ARX : ORDINARY FULLY PAID

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02390652-2A1307133?access_token=8

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Any other information the entity wishes to provide about the +securities the subject of this notification

Performance-based component of management¿s 2023 LTI. In line with the CEO¿s 2022 performance options, vesting is subject to relative TSR performance.

Issue details

Number of +securities

1,200,488

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Part 4 - +Securities on issue

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Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise: (A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)

4.1 Quoted +Securities (Total number of each +class of +securities quoted)

Total number of
ASX +security code and description +securities on issue
ARX : ORDINARY FULLY PAID 343,441,402
4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)
Total number of
ASX +security code and description +securities on issue
ARXAD : OPTION EXPIRING 30-SEP-2025 EX $1.34 1,628,200
ARXAZ : OPTION EXPIRING 13-NOV-2027 EX NIL 1,217,610
ARXAX : OPTION EXPIRING 08-AUG-2026 EX $1.165 2,925,000
ARXAA : OPTION EXPIRING 23-JUL-2025 EX 75C 5,104,050
ARXAB : OPTION EXPIRING 01-OCT-2028 EX 10C 1,581,450
ARXAC : OPTION EXPIRING 30-NOV-2029 EX 11C 945,000
ARXAY : OPTION EXPIRING 13-NOV-2027 EX $1.165 649,695
ARXAJ : OPTION EXPIRING 30-NOV-2027 EX $1.07 20,452
ARXAE : OPTION EXPIRING 31-MAR-2026 EX $1.15 200,000
ARXAAA : OPTION EXPIRING 29-FEB-2028 EX $1.165 254,972
ARXAAB : OPTION EXPIRING 29-FEB-2028 EX $1.083 949,409
ARXAAC : OPTION EXPIRING 29-FEB-2028 EX NIL 453,206
ARXAW : OPTION EXPIRING 28-JUN-2026 EX $1.06 2,105,000

4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
ARXAF : OPTION EXPIRING 13-NOV-2027 EX $0.87 2,058,231
New class - code to be confirmed : OPTION EXPIRING 03-AUG-2028 EX $0.91 3,554,150
New class - code to be confirmed : OPTION EXPIRING 30-JUN-2026 EX NIL 1,883,744
New class - code to be confirmed : OPTION EXPIRING 30-JUN-2025 EX NIL 2,340,219
New class - code to be confirmed : OPTION EXPIRING 30-JUN-2024 EX NIL 1,200,488

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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No

5.2b Are any of the +securities being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

5.2b.1 How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

4,839,981

5.2c Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

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