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CODEIFAI LIMITED Capital/Financing Update 2022

Jun 26, 2022

64630_rns_2022-06-26_98ac6996-1c19-478a-831a-795a0b0f4312.pdf

Capital/Financing Update

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Proposed issue of securities

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Announcement Summary

Entity name

YPB GROUP LTD

Announcement Type

New announcement

Date of this announcement

27/6/2022

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
New class-code to be Options 17,500,000
confirmed

Proposed +issue date 1/7/2022

Refer to next page for full details of the announcement

Proposed issue of securities

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

YPB 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.

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

68108649421

1.3 ASX issuer code

YPB

1.4 The announcement is

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New announcement

1.5 Date of this announcement

27/6/2022

1.6 The Proposed issue is:

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A placement or other type of issue

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Proposed issue of securities

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Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? No

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

+Security type

Options

Number of +securities proposed to be issued

17,500,000

Offer price details

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

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Proposed issue of securities

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----- Start of picture text -----

Please describe the consideration being provided for the +securities
Options issued pursuant to a capital raising, Refer to announcement dated 27 June 2022 for details.
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
52,500.000000
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 0.0249 1/7/2024
Details of the type of +security that will be issued if the option is exercised
YPB : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
17,500,000
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.
https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02512938-6A1087826?access_token=8
3ff96335c2d45a094df02a206a39ff4
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Part 7C - Timetable

7C.1 Proposed +issue date

1/7/2022

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 30/5/2022

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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?

EverBlu Corporate Capital Pty Ltd

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

$30,000 (6% of the total amount raised under the Convertible Note Raising) and 17,500,000 Options. Refer to announcement dated 27 June 2022 for details.

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

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No

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

Refer to notice of meeting dated 22 April 2022 (https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/fil e/2924-02512938-6A1087826?access_token=83ff96335c2d45a094df02a206a39ff4)

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

7F.3 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

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