DIGITALX LIMITED — Capital/Financing Update 2019

Jun 30, 2019

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

DIGITALX LIMITED

ABN

59 009 575 035

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the+securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	Fully Paid Ordinary Shares
	24,691,358
	Fully Paid Ordinary Shares

• See chapter 19 for defined terms.

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4 Do the+securities rank equally in all respects from the+issue date with an existing+class of quoted +securities? If the additional+securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the+securities the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of +securities issued without security holder approval under rule 7.1 6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)	Yes
	$0.0324 per Share
	24,691,358 Fully Paid Ordinary Shares issued on exercise of Unlisted Options
	Yes
	22 November 2018
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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6f Number of+securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15-day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B.	24,691,358
	N/A
	N/A
	7.1: 58,586,929 7.1A: 57,180,182
	1 July 2019

8 Number and +class of all +securities quoted on ASX ( including the[+] securities in section 2 if applicable)

9 Number and +class of all +securities not quoted on ASX ( including the[+] securities in section 2 if applicable)

Number	+Class	+Class
596,216,785	Fully Paid Ordinary Shares
Number		+Class
01 6,172,840 6,107,755		Unlisted Options exercisable at $0.0324 each on or before 30 August 2020 Unlisted Options exercisable at $0.0324 on or before 1 September 2020 Unlisted Options exercisable at $0.0324 each on or before 8 September 2020

• See chapter 19 for defined terms.

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2,700,000 8,800,000 2,000,000 3,000,000 4,000,000 2,768,382 9,000,000

Unlisted Options exercisable at $0.0324 each on or before 8 September 2019 Unlisted Options exercisable at $0.0324 each on or before 18 September 2020 Unlisted Options exercisable at $0.22 each on or before 10 December 2023 Unlisted Options exercisable at $0.25 each on or before 10 December 2023 Unlisted Options exercisable at $0.30 each on or before 10 December 2023 Unlisted Options exercisable at $0.0847 each on or before 17 May 2022 Performance Rights, subject to performance-based vesting conditions detailed in the Company’s notice of meeting dated 3 October 2018, expiring 10 December 2023 1. 24,691,358 options exercised 1 July 2019, the subject of this 3B.

10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)	The Company does not have a dividend policy

Part 2 - Pro rata issue

art 2 - Pro rata issue
11 Is security holder approval required? 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has security holders who will not be sent new offer documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of security holders 25 If the issue is contingent on security holders’ approval, the date of the meeting 26 Date entitlement and acceptance form and offer documents will be sent to persons entitled 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders 28 Date rights trading will begin (if applicable)	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

• See chapter 19 for defined terms.

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29 Date rights trading will end (if applicable) 30 How do security holders sell their entitlements_in full_through a broker? 31 How do security holders sell_part_of their entitlements through a broker and accept for the balance? 32 How do security holders dispose of their entitlements (except by sale through a broker)? 33 +Issue date	N/A
	N/A
	N/A
	N/A
	N/A

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34 Type of[+] securities ( tick one ) (a)  +Securities described in Part 1 (b)[All other ][+][securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000

• See chapter 19 for defined terms.

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100,001 and over

37 A copy of any trust deed for the additional[+] securities

Entities that have ticked box 34(b)

• 38 Number of[+] securities for which +quotation is sought

• 39 +Class of +securities for which quotation is sought

• 40 Do the[+] securities rank equally in all respects from the[+] issue date with an existing[+] class of quoted[+] securities? If the additional[+] securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment

• • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

• 41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another[+] security, clearly identify that other[+] security) Number +Class

• 42 Number and[+] class of all[+] securities quoted on ASX ( including the +securities in clause 38)

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• See chapter 19 for defined terms.

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• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted[+] quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

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Sign here: (Company Secretary)

Date: 1 July 2019

Print name: Shannon Coates

• See chapter 19 for defined terms.

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Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

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Insert number of fully paid [+] ordinary 486,865,628
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following: 1,000,000 shares issued 5 July 2018
• Number of fully paid [+] ordinary securities 3,086,420 shares issued 7 August 2018
issued in that 12-month period under an
exception in rule 7.2 19,737,295 issued 18 September 2018
• Number of fully paid [+] ordinary securities 100,000 shares issued 8 October 2018
issued in that 12-month period with
shareholder approval 36,321,122 shares issued 15 May 2019
• Number of partly paid [+] ordinary 24,691,358 shares issued 1 July 2019, the
securities that became fully paid in that subject of this 3B
12-month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary 0
securities cancelled during that 12-month
period
“A” 571,801,823
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• See chapter 19 for defined terms.

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Step 2: Calculate 15% of “A”

Step 2: Calculate 15% of “A”
“B”	0.15
	[Note: this value cannot be changed]
Multiply“A” by 0.15	85,770,273
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has
already been used
Insertnumber of+equity securities issued	1,895,453 shares issued 13 May 2019
or agreed to be issued in that 12-month
period_not counting_those issued:	19,046,519 shares issued 17 May 2019
• Under an exception in rule 7.2	2,768,382 options issued 17 May 2019
• Under rule 7.1A	1,576,568 shares issued 27 May 2019
• With security holder approval under rule	1,896,422 shares issued 18 June 2019
7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items

already been used
Insertnumber of+equity securities issued	1,895,453 shares issued 13 May 2019
or agreed to be issued in that 12-month
period_not counting_those issued:	19,046,519 shares issued 17 May 2019
• Under an exception in rule 7.2	2,768,382 options issued 17 May 2019
• Under rule 7.1A	1,576,568 shares issued 27 May 2019
• With security holder approval under rule	1,896,422 shares issued 18 June 2019
7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
“C”	27,183,344
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity
under rule 7.1
“A” x 0.15	85,770,273
Note: number must be same as shown in
Step 2

under rule 7.1
“A” x 0.15	85,770,273
Note: number must be same as shown in
Step 2
Subtract“C”	27,183,344
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C”	58,586,929
	[Note: this is the remaining placement
	capacity under rule 7.1]

• See chapter 19 for defined terms.

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- Part 2

Rule 7.1A – Additional placement capacity for eligible entities Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

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“A” 571,801,823
Note: number must be same as shown in Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be
changed
Multiply “A” by 0.10 57,180,182
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has
already been used
Insert number of [+] equity securities issued or agreed to be Nil
issued in that 12-month period under rule 7.1A
Notes:
• This applies to equity securities – not just ordinary
securities
• Include here – if applicable – the securities the subject
of the Appendix 3B to which this form is annexed
• Do not include equity securities issued under rule 7.1
(they must be dealt with in Part 1), or for which specific
security holder approval has been obtained
• It may be useful to set out issues of securities on
different dates as separate line items
“E” Nil
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity
under rule 7.1A
“A” x 0.10 57,180,182
Note: number must be same as shown in
Step 2
Subtract “E” -
Note: number must be same as shown in
Step 3
Total [“A” x 0.10] – “E” 57,180,182
Note: this is the remaining placement
capacity under rule 7.1A
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• See chapter 19 for defined terms.

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