ATOMOS LIMITED — Capital/Financing Update 2020

Jun 16, 2020

Proposed issue of securities

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Update Summary

Entity name

ATOMOS LIMITED

Announcement Type

Update to previous announcement

Date of this announcement

Wednesday June 17, 2020

Reason for update to a previous announcement

Update to the previously disclosed maximum number of securities proposed to be issued under the SPP, the minimum/maximum subscription amounts, scale back details and resulting fee pain to the joint lead managers.

Refer to next page for full details of the announcement

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Part 1 - Entity and announcement details

1.1 Name of +Entity

ATOMOS 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.

1.2 Registered Number Type

ABN

Registration Number

25139730500

1.3 ASX issuer code

AMS

1.4 The announcement is

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Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Update to the previously disclosed maximum number of securities proposed to be issued under the SPP, the minimum/maximum subscription amounts, scale back details and resulting fee pain to the joint lead managers.

1.4b Date of previous announcement(s) to this update

Monday May 25, 2020

1.5 Date of this announcement

Wednesday June 17, 2020

1.6 The Proposed issue is:

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An offer of +securities under a +securities purchase plan A placement or other type of issue

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Part 4 - Details of proposed offer under securities purchase plan

Part 4A - Conditions

4A.1 - Are any of the following approvals required for the offer of +securities under the +securities purchase plan issue to be unconditional?

+Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity

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No

Part 4B - Offer details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued

ASX +Security Code and Description

AMS : ORDINARY FULLY PAID

Will the proposed issue of this +security include an offer of attaching +securities? No

Details of +securities proposed to be issued

ASX +Security Code and Description

AMS : ORDINARY FULLY PAID

Maximum Number of +securities proposed to be issued 6,666,486

Reason for the update of 'Maximum Number of +securities proposed to be issued'

An increase in the size of the SPP

Minimum Number of +securities Maximum Number of proposed to be offered to each +securities proposed to be individual +security holder offered to each individual +security holder 333

9,978

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Minimum subscription $ Maximum subscription $ amount proposed to be offered amount proposed to be offered to each individual security to each individual security holder holder AUD 149 AUD 4,490 Purpose of the issue To strengthen the Company's balance sheet Offer price details for retail security holders Issue Currency Offer Price per +security Estimated or Actual? Actual AUD - Australian Dollar AUD 0.45000 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Oversubscription & Scale back details May a scale back be applied to this event? Yes Provide the scale back details Atomos intends to scale back all valid applications on a pro rata basis (to the overall application value) such that all eligible applicants are treated equitably.

Part 4C - Timetable 4C.1 Date of announcement of +security purchase plan Friday May 15, 2020 4C.2 +Record date Wednesday May 13, 2020 4C.3 Date on which offer documents will be made available to investors Monday May 25, 2020 4C.4 Offer open date Monday May 25, 2020 4C.5 Offer closing date Friday June 12, 2020

4C.6 Announcement of results Wednesday June 17, 2020

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4C.7 +Issue date

Friday June 19, 2020

Part 4D - Listing Rule requirements

• 4D.1 Does the offer under the +securities purchase plan meet the requirements of listing rule 7.2 exception 5 that: the number of +securities to be issued is not greater than 30% of the number of fully paid +ordinary securities already on issue; and

the issue price of the +securities is at least 80% of the +volume weighted average market price for +securities in that +class, calculated over the last 5 days on which sales in the +securities were recorded, either before the day on which the issue was announced or before the day on which the issue was made?

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No

4D.1a 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? No

4D.1b 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

Part 4E - Fees and expenses

4E.1 Will there be a lead manager or broker to the proposed offer? Yes

4E.1a Who is the lead manager/broker?

Morgans Corporate Limited and Henslow Pty Limited are the joint lead managers

4E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

2% for management of the Offer plus 1.5% SPP Handling Fee, i.e. 3.5% of funds raised = $105,000 plus GST

4E.2 Is the proposed offer to be underwritten?

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No

4E.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

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

Other fees relate to legal and ASX fees which are not be considered material

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Part 4F - Further Information

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4F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No

4F.2 Countries in which the entity has security holders who will not be eligible to accept the proposed offer The SPP is only open to shareholders in Australia and New Zealand

4F.3 URL on the entity's website where investors can download information about the proposed offer https://www.atomos.com/investor from 25th May 2020

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

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Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity

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No

Part 7B - Issue details

Is the proposed 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)? Existing class

Will the proposed issue of this +security include an offer of attaching +securities? No

Details of +securities proposed to be issued

ASX +Security Code and Description

AMS : ORDINARY FULLY PAID

Maximum Number of +securities proposed to be issued

24,265,000

Reason for the update of 'Maximum Number of +securities proposed to be issued'

Purpose of the issue

To strengthen the Company's balance sheet

Offer price details for retail security holders

In what currency is the cash What is the issue price per consideration being paid? +security?

AUD - Australian Dollar AUD 0.45000

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Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Oversubscription & Scale back details May a scale back be applied to this event? No

Part 7C - Timetable

7C.1 Proposed +issue date Wednesday May 20, 2020

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the 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? 24265000

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 10.11.1 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

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue? Yes

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7E.1a Who is the lead manager/broker?

Morgans Corporate Limited and Henslow Pty Limited are the Joint Lead Managers

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

JLM fees are 2% for management of the Offer plus 3% Placement Fee, i.e. 5% of funds raised = $545,962.50 plus GST

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 Other fees relate to legal and ASX fees which are not be considered material

Part 7F - Further Information

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

No further information

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