CARBONXT GROUP LIMITED — Capital/Financing Update 2022

Jul 28, 2022

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ASX RELEASE

29 July 2022

Cleansing Notice

This notice is given by Carbonxt Group Limited CAN 097 247 464 (ASX: CG1) ( Carbonxt or the Company ) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (the Corporations Act ) as notionally modified by Australian Securities and Investments Commission Corporations (NonTraditional Rights Issues) Instrument 2016/84 ( ASIC Instrument ).

Where applicable, references in this notice to sections of the Corporations Act are references to the Corporations Act as modified or amended by the ASIC Instrument.

Carbonxt has announced a partially underwritten, accelerated non-renounceable entitlement offer ( Entitlement Offer ) of 1 fully paid ordinary share in Carbonxt ( New Shares ) for every 4 fully paid ordinary shares held by Carbonxt shareholders to raise approximately A$6.6 million before costs of the Entitlement Offer.

The Entitlement Offer comprises an accelerated institutional component and a retail component. The Company proposes to undertake the accelerated portion of the Entitlement Offer ( Institutional Offer between 29 July 2022 to 3.00pm 29 July 2022. The Company proposes to undertake the retail portion of the Entitlement Offer ( Retail Offer ) between 5 August 2022 to 2 September 2022. Eligible Shareholders for the Institutional Offer will be those having a residential address in Australia or New Zealand. Eligible Shareholders for the Retail Offer will be those shareholders of the Company at 7.00pm Sydney time on 2 August 2022 who are residents in Australia or New Zealand.

Carbonxt hereby confirms that in respect of the Entitlement Offer (as per the requirements of section 708AA(2)(f) of the Corporations Act):

• 1 the New Shares will be offered without disclosure under Part 6D.2 of the Corporations Act;

• 2 this notice is being given under section 708AA(2)(f) of the Corporations Act;

• 3 as at the date of this notice, Carbonxt has complied with:

  • (a) the provisions of Chapter 2M of the Corporations Act as they apply to Carbonxt; and

  • (b) section 674 and section 674A of the Corporations Act;

Carbonxt Group Limited, Level 12, 225 George Street, Sydney NSW 2000 Legal/70079396_1

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• 4 as at the date of this notice, there is no "excluded information" of the type referred to in sections 708AA(8) or 708AA(9) of the Corporations Act that is required to be set out in this notice under section 708AA(7) of the Corporations Act; and

• 5 The potential effect that the issue of New Shares will have on the control of Carbonxt, and the consequences of that effect, will depend on a number of factors, including investor demand. To the extent that shareholders fail to take up their entitlements under the Entitlement Offer, the percentage of holdings of those shareholders in Carbonxt will be diluted by those other shareholders who take up some, all or more than their entitlement. At this time, the issue of the New Shares under the Entitlement Offer is not expected to have a material effect or consequence on the control of Carbonxt given:

  • (a) the Entitlement Offer is structured as a partially underwritten pro-rata issue;

  • (b) the current level of holdings of substantial holders (based on substantial holding notices that have been given to Carbonxt and lodged with ASX on or before the date of this notice);

  • (c) no participant in any shortfall will be offered New Shares which would result in them holding more than 20% of the Shares on issue.

The results of the Institutional Offer are expected to be announced pre-market (Sydney Time) on 2 August 2022. The Retail Offer is expected to be open on 5 August 2022.

This announcement has been authorised for release to ASX by the Board of Directors of Carbonxt Group Limited.

ENDS

For Investor Enquiries Warren Murphy Managing Director +61 413841216 w.murphy@carbonxt.com

About Carbonxt

Carbonxt (ASX:CG1) is a cleantech company that develops and markets specialised Activated Carbon (AC) products, primarily focused on the capture of mercury and sulphur in industrial processes that emit substantial amounts of harmful air pollutants. The Company produces and manufactures Powdered Activated Carbon and Activated Carbon pellets for use in industrial air purification, waste water treatment and other liquid and gas phase markets. The Company was incorporated in 2001 and listed on the ASX in January 2018.

Carbonxt Group Limited, Level 12, 225 George Street, Sydney NSW 2000 Legal/70079396_1