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BEONIC LTD Share Issue/Capital Change 2026

May 27, 2026

64511_rns_2026-05-27_1bea0652-0a12-4d92-a427-7a589987f3e6.pdf

Share Issue/Capital Change

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Appendix 3B - Proposed issue of securities

Announcement Summary

Entity name
BEONIC LTD

Announcement Type
New announcement

Date of this announcement
28/5/2026

The Proposed issue is:
A standard pro rata issue (including non-renounceable or renounceable)

Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)

ASX +security code +Security description Maximum Number of +securities to be issued
BEO ORDINARY FULLY PAID 37,669,484

Ex date
1/6/2026

+Record date
2/6/2026

Offer closing date
17/6/2026

Issue date
24/6/2026

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Part 1 - Entity and announcement details

1.1 Name of +Entity

BEONIC LTD

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

ABN

Registration Number

20009264699

1.3 ASX issuer code

BEO

1.4 The announcement is

New announcement

1.5 Date of this announcement

28/5/2026

1.6 The Proposed issue is:

A standard +pro rata issue (non-renounceable or renounceable)

1.6a The proposed standard +pro rata issue is:

  • Renounceable

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis?
No

Part 3B - 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

BEO : ORDINARY FULLY PAID

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

If the entity has quoted company options, do the terms entitle option holders to participate on exercise?
No

Details of +securities proposed to be issued

ASX +security code and description

BEO : ORDINARY FULLY PAID

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

ISIN Code for the tradable rights created under a renounceable right issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)

The quantity of additional +securities to be issued
For a given quantity of +securities held
5
9

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

What will be done with fractional entitlements?
Maximum number of +securities proposed to be issued (subject to rounding)
Fractions rounded up to the next whole number
37,669,484

Offer price details for retail security holders

In what currency will the offer be made?
What is the offer price per +security for the retail offer?
AUD - Australian Dollar
AUD 0.08000

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?
Yes

Describe the limits on over-subscription

Allocation of the Shortfall Shares will be at the discretion of the Board in conjunction with the Underwriter and will otherwise be subject to the terms of the Underwriting Agreement, details of which are set out in Section 6.4.1. There is no guarantee that Eligible Shareholders will receive Securities applied for under the Shortfall Offer.

Will a scale back be applied if the offer is over-subscribed?
Yes

Describe the scale back arrangements

If the Offer is oversubscribed (by take up of Entitlements and applications for Shortfall Securities by Eligible Shareholders), scale back will be applied to applications under the Shortfall Offer on a pro-rata basis to the respective shareholdings of Eligible Shareholders.

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

Part 3C - Timetable

3C.1 +Record date
2/6/2026

3C.2 Ex date
1/6/2026

3C.3 Date rights trading commences
1/6/2026

3C.4 Record date
2/6/2026

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue
5/6/2026

3C.6 Offer closing date
17/6/2026

3C.7 Last day to extend the offer closing date
12/6/2026

3C.8 Date rights trading ends
10/6/2026

3C.9 Trading in new +securities commences on a deferred settlement basis
11/6/2026

3C.11 +Issue date and last day for entity to announce results of +pro rata issue
24/6/2026

3C.12 Date trading starts on a normal T+2 basis
25/6/2026

3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis
29/6/2026

Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer?
Yes

3E.1a Who is the lead manager/broker?
Alpine Capital (Alpine Capital Pty Ltd ACN 155 409 653) has been appointed as the underwriter, the lead manager to the Shortfall Offer and the nominee under section 615 of the Corporations Act.

3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
In consideration for their services, the Company has agreed to pay to Alpine Capital a: management fee of 2% (plus GST) of the amount raised under the Offer; and a placement fee of 4% (plus GST) of the value of any Shortfall Securities subscribed for by Alpine Capital (excluding sub-underwriters) or other third parties (other than the Thorney Group or any other existing Shareholders).

3E.2 Is the proposed offer to be underwritten?
Yes

3E.2a Who are the underwriter(s)?
Alpine Capital

3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)?
The Company has entered into an underwriting agreement (Underwriting Agreement) with Alpine Capital, pursuant to which Alpine Capital has agreed to underwrite the Offer up to a value of $2,182,283.84 (the Underwritten Amount) being 72.42% of the funds to be raised under the Offer (and equal to 27,278,548 Shares).

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)?

In consideration for their services, the Company has agreed to pay to Alpine Capital a: management fee of 2% (plus GST) of the amount raised under the Offer; and a placement fee of 4% (plus GST) of the value of any Shortfall Securities subscribed for by Alpine Capital (excluding sub-underwriters) or other third parties (other than the Thorney Group or any other existing Shareholders).

3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated

A summary of the underwriting agreement, including termination events, is provided in section 6.4.1 of the Prospectus dated 27 May 2026.

3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? Yes

3E.2e (i) What is the name of that party?

William Tucker

3E.2e (ii) What is the extent of their underwriting or sub-underwriting (ie the amount or proportion of the offer they have underwritten or sub-underwritten)?

William Tucker has agreed to sub-underwrite the Offer under the General Underwriting for a sum of $250,000. Refer to Sections 1.6 and 1.8 of the prospectus for further details.

3E.2e (iii) What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter?

No fee will be payable to Mr Tucker in consideration for his sub-underwriting.

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

No

3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Part 3F - Further Information

3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

The use of funds incudes shareholder loan repayments, product research and development, hardware for contract delivery, working capital and expenses of the offer. The use of funds is further detailed in Section 3.1 of the Prospectus dated 27 May 2026.

3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue?

No

3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful?

No

3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue

Shareholders in Fiji, Hong Kong, Malaysia, Portugal, Singapore, South Africa, Switzerland, Thailand and United Arab Emirates will not be able to participate. Shareholders in the United Kingdom and USA may be able to participate in limited circumstances.

3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities

Yes

3F.5a Please provide further details of the offer to eligible beneficiaries

Nominees and custodians may not submit an Entitlement and Acceptance Form on behalf of any Shareholder resident outside Australia, and New Zealand and the United Kingdom, apart from US Institutional Shareholders, without the prior

Appendix 3B - Proposed issue of securities


Appendix 3B - Proposed issue of securities

consent of the Company, taking into account relevant securities law restrictions. Return of a duly completed Entitlement and Acceptance Form will be taken by the Company to constitute a representation that there has been no breach of those regulations

3F.6 URL on the entity's website where investors can download information about the proposed issue

https://investorhub.beonic.com

3F.7 Any other information the entity wishes to provide about the proposed issue

3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)?

Yes

3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:

The publication of a +disclosure document or +PDS for the +securities proposed to be issued

Appendix 3B - Proposed issue of securities