ENTROPY NEURODYNAMICS LIMITED — Capital/Financing Update 2020

Sep 14, 2020

Proposed issue of securities

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Announcement Summary

Entity name EXOPHARM LIMITED

Announcement Type

New announcement

Date of this announcement

Tuesday September 15, 2020

The Proposed issue is: 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	Unlisted options with an exercise price of $0.60 and an	1,500,000
	expiry date of 5 years from date of issue
n/a	Unlisted options with an exercise price of $0.90 and an	1,500,000
	expiry date of 5 years from date of issue

Proposed +issue date Thursday October 29, 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

EXOPHARM 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

ACN

Registration Number

163765991

1.3 ASX issuer code

EX1

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Tuesday September 15, 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 Yes

7A.1a Conditions

Approval/Condition Date for determination Is the date estimated or ** Approval actual? received/condition met? +Security holder approval Thursday October 29, 2020 Estimated No

Comments

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 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 Unlisted options with an exercise price of $0.60 and an expiry date of 5 years from date of issue

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+Security type

Options

Number of +securities proposed to be issued
1,500,000
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
Options are being issued as consideration for corporate advisory services from Canary Capital per ASX announcement of
15 September 2020. Options are subject to shareholder approval.
Please provide an estimate of the AUD equivalent of the consideration being
provided for the +securities
0.600000
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 0.6000	Wednesday October 29, 2025
Details of the type of +security that will be issued if the option is exercised
EX1 : ORDINARY FULLY PAID
Number of securities that will be issued if the option is exercised
1,500,000
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.
Information in relation to the proposed issue has been provided in the ASX announcement dated 15 September. The
options proposed to be issued are subject to shareholder approval.
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

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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 Unlisted options with an exercise price of $0.90 and an expiry date of 5 years from date of issue +Security type Options Number of +securities proposed to be issued 1,500,000 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 Options are being issued as consideration for corporate advisory services from Canary Capital per ASX announcement of 15 September 2020. Options are subject to shareholder approval. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 0.900000 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 0.9000 Wednesday October 29, 2025 Details of the type of +security that will be issued if the option is exercised EX1 : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised 1,500,000

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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. Information in relation to the proposed issue has been provided in the ASX announcement dated 15 September. The options proposed to be issued are subject to shareholder approval.

Part 7C - Timetable 7C.1 Proposed +issue date Thursday October 29, 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? Yes 7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Thursday October 29, 2020 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

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7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue N/A

Part 7F - Further Information

7F.01 The purpose(s) for which the entity is issuing the securities

Issue of options to Canary Capital as consideration for entering into a corporate advisory mandate as notified to the ASX on 15 September 2020.

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

N/A

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