ECHOIQ LIMITED — Capital/Financing Update 2020

Sep 1, 2020

Proposed issue of securities

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Announcement Summary

Entity name

HOUSTON WE HAVE LIMITED

Announcement Type

New announcement

Date of this announcement

Wednesday September 2, 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	Exercisable at $0.06 on or before date that is 18 months after	10,000,000
	date of issue (no later 1/10/2023).
n/a	Exercisable at $0.08 on or before date that is 18 months after	10,000,000
	date of issue (no later 1/10/2023).
HWHAJ	OPTION EXPIRING 30-JUN-2022 EX 4C	5,000,000
Proposed +issue date
Wednesday September 2, 2020

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

HOUSTON WE HAVE 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

48142901353

1.3 ASX issuer code

HWH

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Wednesday September 2, 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 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)? Existing class

Details of +securities proposed to be issued

ASX +security code and description

HWHAJ : OPTION EXPIRING 30-JUN-2022 EX 4C

Number of +securities proposed to be issued

5,000,000

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

Issued as non-cash remuneration for provision of corporate advisory services.

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

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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?	No
No
ASX +security code New class-code to be confirmed	+Security description Exercisable at $0.06 on or before date that is 18 months after date of issue (no later 1/10/2023).
+Security type
Options
Number of +securities proposed to be	issued
10,000,000
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 To be issued as non-cash remuneration for provision of corporate advisory services, subject to HWH executing contract/s for sales to the value of at least $500,000.
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?
Yes

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Options details

+Security currency AUD - Australian Dollar

Exercise price AUD 0.0600

Expiry date Sunday October 1, 2023

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

HWH : ORDINARY FULLY PAID

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

One fully paid ordinary share for each option exercised.

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. Schedule 1 of https://www.asx.com.au/asxpdf/20190709/pdf/446h3sl92w7z9p.pdf

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? No No ASX +security code +Security description New class-code to be confirmed Exercisable at $0.08 on or before date that is 18 months after date of issue (no later 1/10/2023).

+Security type

Options

Number of +securities proposed to be issued

10,000,000

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

To be issued as non-cash remuneration for provision of corporate advisory services, subject to HWH announcing receipt of a takeover offer or scheme of arrangement for all of the issued capital of HWH.

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? Yes Options details +Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.0800 Sunday October 1, 2023 Details of the type of +security that will be issued if the option is exercised HWH : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised One fully paid ordinary share for each option exercised. 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. Schedule 1 of https://www.asx.com.au/asxpdf/20190709/pdf/446h3sl92w7z9p.pdf

Part 7C - Timetable

7C.1 Proposed +issue date

Wednesday September 2, 2020

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? 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

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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? 25,000,000 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)? No 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? No 7E.2 Is the proposed issue to be underwritten? No 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 Issued, or to be issued subject to certain events occurring, as non-cash remuneration for provision of corporate advisory services. 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 The 5,000,000 options exercisable at $0.04 were issued on 2 September 2020, and the other 20,000,000 options will only be issued in the event that certain events occur.

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