CLEARVUE TECHNOLOGIES LIMITED — Capital/Financing Update 2020

Aug 13, 2020

Proposed issue of securities

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Announcement Summary

Entity name

CLEARVUE TECHNOLOGIES LIMITED

Announcement Type

New announcement

Date of this announcement

Friday August 14, 2020

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	UNLISTED OPTIONS	15,999,393
CPV	ORDINARY FULLY PAID	31,998,787

Proposed +issue date

Monday August 24, 2020

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

CLEARVUE TECHNOLOGIES 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

45071397487

1.3 ASX issuer code

CPV

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Friday August 14, 2020

1.6 The Proposed issue is:

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A placement or other type of issue

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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 Wednesday September 30, 2020 Estimated No

Comments

4,710,527 New Shares are to be issued to Director related entities and will be subject to shareholder approval to be sought at a General Meeting, in accordance with the Company's announcement on 14 August 2020.

In addition, each investor that is issued New Shares under the Placement will, conditional upon receipt of shareholder approval at the Meeting, receive one free attaching unlisted option for every two New Shares issued to it, in accordance with the Company's announcement on 14 August 2020.

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 Yes 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

CPV : ORDINARY FULLY PAID

Number of +securities proposed to be issued

31,998,787

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Offer price details

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

In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 0.09500

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

Attaching +Security

Is the proposed attaching 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)? New class

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from ASX that the terms Will the entity be seeking quotation of the 'new' class of of the proposed +securities are appropriate and +securities on ASX? equitable under listing rule 6.1? No Yes ASX +security code +Security description New class-code to be confirmed UNLISTED OPTIONS

+Security type

Options

Number of +securities proposed to be issued 15,999,393

Offer price details

Are the +securities proposed to be issued being issued for a cash consideration? No

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Please describe the consideration being provided for the +securities

Free-attaching options under the Placement, as per the Company's announcement on 14 August 2020.

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

Will all the +securities issued in this class rank equally in all respects from their issue date? No

If some of the issued +securities do not rank equally

Is the actual date from which the +securities will rank equally (non-ranking end date) known? No

Provide the estimated non-ranking end period

Share issued on exercise will rank equally with existing fully paid ordinary shares.

Please state the extent to which the +securities do not rank equally: In relation to the next dividend, distribution or interest payment; or For any other reason

Share issued on exercise will rank equally with existing fully paid ordinary shares.

Options details

+Security currency

AUD - Australian Dollar

Exercise price AUD 0.2000

Expiry date

Saturday December 31, 2022

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

CPV : ORDINARY FULLY PAID

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

15,999,393

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 Company's announcement on 14 August 2020.

Part 7C - Timetable

7C.1 Proposed +issue date

Monday August 24, 2020

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Part 7D - Listing Rule requirements

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

16,672,956

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)? Yes

7D.1c ( i ) How many +securities are proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A?

10,615,304

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

The use of additional placement facility allows the Company to complete the placement in a more timely manner and minimise transaction costs and risk.

7D.2 Is a party referred to in listing rule 10.11 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

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

Argonaut Securities Pty Ltd

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

6% capital raising fee of funds raised under the Placement. In addition, the lead manager will subscribe for 3,300,000 unlisted options in the Company at as issue price of $0.00001 per option. The options will have an exercise price of $0.1425 and will expire on 11 July 2024 and will be subject to shareholder approval at the Meeting.

7E.2 Is the proposed issue to be underwritten?

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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 None.

Part 7F - Further Information

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

Funds to be used to accelerate commercialisation of ClearVue¿s patented solar PV window technology, with focus on its key target markets of North America, Germany and Australia

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

None.

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