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EMU NL Director's Dealing 2021

Mar 29, 2021

64851_rns_2021-03-29_56b23496-411c-4e60-9c83-329d874d8961.pdf

Director's Dealing

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Emu NL ( EMU or the Company , ASX:EMU) advises that it has cancelled 500,000 options exercisable at $0.15 each on or before 23 August 2021 ( Options ), and attaches with this announcement an Appendix 3Y ‘change of director’s interest notice’ in respect of those cancelled options and the sale of 1,000,000 fully paid ordinary shares ( Wonfair Shares ).

On 23 February 2021, as part of its placement to raise ~$3 million, the Company issued the Wonfair Shares at $0.042 each, together with the free attaching Options, to Wonfair Investments Pty Ltd ( Wonfair ; the Wonfair Shares and Options together being the Wonfair Securities ).

The Company has taken the view that, despite Mr Tim Staermose (a director of EMU) not being a beneficial owner in Wonfair and having no material personal interest in the issue of the Wonfair Securities, Wonfair is a related party of EMU because Mr Staermose controls 100% of the voting shares of Wonfair.

In accordance with section 6 of ASX Guidance Note 25 (which sets out the enforcement powers ASX could exercise if an entity issues securities to a related party in breach of Listing Rule 10.11):

  • The Company and Wonfair agreed to cancel the Options;

  • Wonfair has sold the Wonfair Shares on market, yielding net sale proceeds of $51,852 and therefore a pre-tax profit of $9,852; and

  • Wonfair will donate the pre-tax profit to an entity registered with the Australian Charities and Not-for-Profits Commission by 7 April 2021.

The Company and its officers are cognisant and aware of their obligations relating to the issue of securities to related parties. The above, unintentional breach of ASX listing rule 10.11 was detected internally and the cause of the breach (certain misunderstandings and assumptions being made in respect of the placement and the effect of Mr Staermose’s relationship with Wonfair) investigated and understood so that it is not repeated.

AUTHORISED FOR RELEASE BY THE BOARD OF EMU

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Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

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 30/09/01 Amended 01/01/11

Name of entity: EMU NL
ABN: 50 127 291 927

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director Tim Sandeman Staermose
Date of last notice 1 March 2021

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest Direct and Indirect
Nature of indirect interest
(including registered holder)
Note: Provide details of the circumstances giving rise to the relevant
interest.
Wonfair Investments Pty Ltd
(TSS controls voting shares of, but is not a beneficial
owner in Wonfair)
Date of change 23 to 26 March 2021
No. of securities held prior to change Direct:
Fully paid ordinary shares – 64,205
Options to acquire partly paid ordinary shares,
exercisable at $0.03 each, on or before 21.12.2021 –
3,000,000
Indirect:
Fully paid ordinary shares – 11,563,182
Partly paid ordinary shares - 750,000
Options to acquire fully paid ordinary shares,
exercisable at $0.15 each, on or before 23.8.2021 –
500,000
Class (i)
Quoted shares
(ii)
Unquoted options to acquire fully paid
ordinary shares
Number acquired N/A
  • See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 1

Appendix 3Y Change of Director’s Interest Notice

Number disposed (i) 1,000,000
(ii) 500,000
Value/Consideration
Note: If consideration is non-cash, provide details and estimated
valuation
$51,972
No. of securities held after change Direct:
Fully paid ordinary shares – 64,205
Options to acquire partly paid ordinary shares,
exercisable at $0.03 each, on or before 21.12.2021 –
3,000,000
Indirect:
Fully paid ordinary shares – 10,563,182
Partly paid ordinary shares - 750,000
Nature of change
Example: on-market trade, off-market trade, exercise of options,
issue of securities under dividend reinvestment plan, participation in
buy-back
(i) On-market sale
(ii) Cancellation of options

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract N/A
Nature of interest N/A
Name of registered holder
(if issued securities)
N/A
Date of change N/A
No. and class of securities to which
interest related prior to change
Note: Details are only required for a contract in
relation to which the interest has changed
N/A
Interest acquired N/A
Interest disposed N/A
Value/Consideration
Note: If consideration is non-cash, provide details
and an estimated valuation
N/A
Interest after change N/A
  • See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 2

Lodged : 30/3/2021

Appendix 3Y Change of Director’s Interest Notice

Part 3 –[+] Closed period

Were the interests in the securities or contracts detailed No above traded during a[+] closed period where prior written clearance was required? If so, was prior written clearance provided to allow the trade N/A to proceed during this period? If prior written clearance was provided, on what date was this N/A provided?

  • See chapter 19 for defined terms.

01/01/2011 Appendix 3Y Page 3