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Refresh Group Limited ( ABN 28 079 681 244) 17 Denninup Way, Malaga WA 6090 Tel: (08) 9248 3006 Fax: (08) 9248 7233 Email: [email protected] Website: refreshgroup.com.au

Thursday, 17 January 2019

ASX Announcement

(ASX: RGP)

Revised Appendix 3B

Section 6e was not filled in with our Appendix 3B lodged yesterday. Enclosed is an amended copy.

For more information, please contact:

Henry Heng Executive Chairman [email protected]

Producing Australia’s purest drinking water since 1997

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refreshpurewater.com.au refreshspringwater.com.au oxyfresh.com.au distilledwaters.com.au hydr8water.com.au ozwaterfilters.com.au

Refresh Waters Pty Ltd (ABN 20 115 000 318)

Head Office/Perth - 17 Denninup Way, Malaga WA 6090 T: 08 92487222 F: 08 92487233 E: [email protected] Kalgoorlie – 33/46 Great Eastern Hy, Kalgoorlie WA 6430 T: 08 90222266 F: 08 90224468 E: [email protected] Melbourne – 11 Olive Grove, Keysborough Vic 3173 T: 03 87128432 F: 03 97015744 E: [email protected] Sydney – 3 Salisbury St, Silverwater NSW 2128 T: 02 97484200 F: 02 97484366 E: [email protected] Refresh Waters Queensland Pty Ltd (ABN 97 095 451 406) Brisbane – 120 Mica Street, Carole Park Qld 4300 T: 07 32711251 F: 07 38793019 E: [email protected] Toowoomba – 600 Boundary St, Toowoomba Qld 4350 T: 07 46590400 F: 07 46590411 E: [email protected] Refresh Plastics Pty Ltd (ABN 82 616 217 791) t/a Ampi Plastics – 9 Olive Grove, Keysborough Vic 3173 T: 03 97015600 F: 03 97015744 E: [email protected]

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Refresh Group Limited ( ABN 28 079 681 244) 17 Denninup Way, Malaga WA 6090 Tel: (08) 92483006 Fax: (08) 92487233 Email: [email protected] Website: www.refreshgroup.com.au

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

(amended)

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

Refresh Group Limited ABN 28 079 681 244

We, Refresh Group Limited, 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 Fully Paid Ordinary Shares
2 Number of[+] securities issued or to be issued (if known) or maximum number which may be 128,902,757
issued
3 Principal terms of the[+] securities (e.g. if options, exercise price and expiry date; if partly paid[+] securities, the amount outstanding and Placement of new shares due dates for payment; if +convertible securities, the conversion price and dates for conversion)

See chapter 19 for defined terms.

Appendix 3B Page 1

04/03/2013

Appendix 3B New issue announcement

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) 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.	Yes

	$0.06 per share

	Working capital and expansion plans

	Yes

	30 November 2018

	Nil

	Nil

	128,902,757 Date of meeting: 8 Jan 2019

	Nil

	Not applicable

Appendix 3B New issue announcement

6h If[+] securities were issued under rule 7.1A for non-cash consideration, state date on which Not applicable 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 7.1 – 40,853,752 Annexure 1 and release to ASX Market 7.1A – 27,235,835 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 16 January 2019 for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. Number +Class 8 Number and[+] class of all[+] securities quoted on ASX ( including the[+] securities in section 2 if applicable) 272,358,347 Ordinary shares Number +Class 9 Number and[+] class of all[+] securities not quoted on ASX ( including the[+] securities in section 2 if applicable) Nil 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital Nil (interests)

Part 2 - Pro rata issue

Questions 11 to 33 – Not applicable

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 )

See chapter 19 for defined terms.

Appendix 3B Page 3

04/03/2013

Appendix 3B New issue announcement

(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 - 100,000 100,001 and over

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

Entities that have ticked box 34(b)

Questions 38 to 42 – Not Applicable

See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

Appendix 3B New issue announcement

Quotation agreement

1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
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: ......................................................... Date: … 17 January 2019 ... Executive Chairman Henry Heng Print name: .........................................................

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See chapter 19 for defined terms.

Appendix 3B Page 5

04/03/2013

Appendix 3B New issue announcement

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

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Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
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Insert number of fully paid [+] ordinary securities on issue 12
133,455,590
months before the [+] issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities issued in that 12
month period under an exception in rule 7.2 10,000,000
• Number of fully paid [+] ordinary securities issued in that 12
month period with shareholder approval 128,902,757
• Number of partly paid [+] ordinary securities that became fully
paid in that 12 month period Nil
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 securities cancelled Nil
during that 12 month period
“A” 272,358,347
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Step 2: Calculate 15% of “A”

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“B” 0.15
[Note: this value cannot
be changed]
Multiply “A” by 0.15 40,853,752
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See chapter 19 for defined terms.

Appendix 3B Page 6

04/03/2013

Appendix 3B New issue announcement

Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used

Insert number of[+] equity securities issued or agreed to be issued in that 12 month period not counting those issued:

Under an exception in rule 7.2
Under rule 7.1A
With security holder approval under rule 7.1 or rule 7.4 0

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” 0

Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1

“A” x 0.15

40,853,752 Note: number must be same as shown in Step 2 Subtract “C” 0 Note: number must be same as shown in Step 3 Total [“A” x 0.15] – “C” 40,853,752 [Note: this is the remaining placement capacity under rule 7.1]

See chapter 19 for defined terms.

Appendix 3B Page 7

04/03/2013

Appendix 3B New issue announcement

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

“A”

272,358,347 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 27,235,835

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 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 0 holder approval has been obtained
• It may be useful to set out issues of securities on different dates as separate line items
“E” 0

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

“A” x 0.10

27,235,835 Note: number must be same as shown in Step 2 Subtract “E” 0 Note: number must be same as shown in Step 3 Total [“A” x 0.10] – “E” 27,235,835 Note: this is the remaining placement capacity under rule 7.1A

See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

AI assistant

ENECO REFRESH LTD Capital/Financing Update 2019

64874_rns_2019-01-16_b8b34c04-aeba-469f-a4b5-2415d5423ef7.pdf

ASX Announcement

Revised Appendix 3B

Appendix 3B

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

Part 1 - All issues

Part 2 - Pro rata issue

Part 3 - Quotation of securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Entities that have ticked box 34(b)

Quotation agreement

Appendix 3B – Annexure 1

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

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 2: Calculate 15% of “A”

Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used

Note:

Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1

“A” x 0.15

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

Step 2: Calculate 10% of “A”

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Notes:

“A” x 0.10

AI assistant

ENECO REFRESH LTD — Capital/Financing Update 2019

64874_rns_2019-01-16_b8b34c04-aeba-469f-a4b5-2415d5423ef7.pdf

ASX Announcement

Revised Appendix 3B

Appendix 3B

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

Part 1 - All issues

Part 2 - Pro rata issue

Part 3 - Quotation of securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Entities that have ticked box 34(b)

Quotation agreement

Appendix 3B – Annexure 1

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

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 2: Calculate 15% of “A”

Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used

Note:

Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1

“A” x 0.15

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

Step 2: Calculate 10% of “A”

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used

Notes:

“A” x 0.10

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