BETMAKERS TECHNOLOGY GROUP LTD — Capital/Financing Update 2021

Feb 16, 2021

Proposed issue of securities

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Announcement Summary

Entity name

BETMAKERS TECHNOLOGY GROUP LTD

Announcement Type

New announcement

Date of this announcement

Wednesday February 17, 2021

The Proposed issue is:

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A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

		Maximum Number of
ASX +security code	+Security description	+securities to be issued
n/a	UNQUOTED PERFORMANCE RIGHTS	67,000,000
n/a	UNQUOTED OPTIONS	32,000,000
n/a	UNQUOTED PERFORMANCE RIGHTS	25,000,000
BET	ORDINARY FULLY PAID	107,080,519

Proposed +issue date

Wednesday February 24, 2021

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

BETMAKERS TECHNOLOGY GROUP 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.

1.2 Registered Number Type

ACN

Registration Number

164521395

1.3 ASX issuer code

BET

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Wednesday February 17, 2021

1.6 The Proposed issue is:

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A placement or other type of issue

Proposed issue of securities

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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 Yes

7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval Thursday April 1, 2021 Estimated

Comments

Please see announcement released by the Company on 17 February 2021 for further information.

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 No securities in a class that is already quoted or recorded by ASX)? Existing class

Details of +securities proposed to be issued

ASX +security code and description

BET : ORDINARY FULLY PAID

Number of +securities proposed to be issued

71,366,234

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? Yes

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	Proposed issue of securities
	In what currency is the cash	What is the issue price per
	consideration being paid?	+security?
	AUD - Australian Dollar	AUD 0.70000
	Will these +securities rank equally in all respects from their issue date with
	the existing issued +securities in that	class?
	Yes
	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 UNQUOTED PERFORMANCE RIGHTS

+Security type

Performance options/rights Number of +securities proposed to be issued 67,000,000 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

The Performance Rights will be issued to a strategic advisor, subject to receiving shareholder approval at an upcoming extraordinary shareholder meeting, as part of a commercial agreement between the strategic advisor and the Company. Please see the announcement released by the Company on 17 February 2021 for further information.

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Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 0.868000

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

Performance options/rights details

+Security currency Exercise price Expiry date AUD - Australian Dollar AUD Details of the type of +security that will be issued if the option is exercised BET : ORDINARY FULLY PAID

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

67,000,000

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.

Please see the announcement released by the Company on 17 February 2021 for further information. Further information will also be provided in a notice of meeting with respect to the proposed extraordinary general meeting, which will be sent to the shareholders in due course.

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

BET : ORDINARY FULLY PAID

Number of +securities proposed to be issued

35,714,285

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? Yes

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In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 0.70000

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes 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 +Security description New class-code to be confirmed UNQUOTED OPTIONS +Security type Options Number of +securities proposed to be issued 32,000,000

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

The Options will be issued to a strategic advisor, subject to receiving shareholder approval at an upcoming extraordinary shareholder meeting, as part of a commercial agreement between the strategic advisor and the Company. Please see the announcement released by the Company on 17 February 2021 for further information.

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Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 0.868000 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 0.7000 Details of the type of +security that will be issued if the option is exercised BET : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised 32,000,000 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.

Please see the announcement released by the Company on 17 February 2021 for further information. Further information will also be provided in a notice of meeting with respect to the proposed extraordinary general meeting, which will be sent to the shareholders in due course. 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 +Security description New class-code to be confirmed UNQUOTED PERFORMANCE RIGHTS

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+Security type

Performance options/rights

Number of +securities proposed to be issued

25,000,000

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

The Performance Rights will be issued to Todd Buckingham, Chief Executive Officer of the Company, subject to receiving shareholder approval at an upcoming extraordinary shareholder meeting, as a long-term incentive component of his remuneration package to better align his interests with those of shareholders.

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

0.868000

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

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Yes

Performance options/rights details

+Security currency Exercise price Expiry date AUD - Australian Dollar AUD

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

BET : ORDINARY FULLY PAID

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

25,000,000

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.

Please see the announcement released by the Company on 17 February 2021 for further information. Further information will also be provided in a notice of meeting with respect to the proposed extraordinary general meeting, which will be sent to the shareholders in due course.

Part 7C - Timetable

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7C.1 Proposed +issue date

Wednesday February 24, 2021

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? Yes

7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1

Thursday April 1, 2021

7D.1c ( ii ) Please explain why the entity has chosen to do a placement rather than a +pro rata issue or an offer under a +security purchase plan in which existing ordinary +security holders would have been eligible to participate

Given current commercial opportunities and timing considerations, the Company considered the issue of Shares to sophisticated and institutional investors to be the most expedient and cost effective method for raising the funds required to assist the Company in accelerating growth, specifically in pursuing and executing strategic opportunities.

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?

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Yes

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? Yes

7D.4a Please enter the number and +class of the +securities subject to +voluntary escrow and the date from which they will cease to be subject to +voluntary escrow

38,300,000 Performance Rights and 20,800,000 Options

Part 7E - Fees and expenses

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

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

Canaccord Genuity (Australia) Limited

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

In respect of the issue of 71,366,234 Shares only, a total capital raising fee of 2.5% of the gross proceeds raised under the placement offer and a total management fee of 1.5% of the gross proceeds raised under the placement offer. No fees will be paid or payable in respect of the issue of other securities set out in this App 3B.

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

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

Part 7F - Further Information

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

Funds raised will be used to accelerate growth, specifically in pursuing and executing strategic opportunities.

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

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