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EVZ LIMITED Capital/Financing Update 2017

May 10, 2017

64889_rns_2017-05-10_20a5ff02-ce6a-48bb-8466-23d20bd6bc91.pdf

Capital/Financing Update

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11 May 2017

EVZ LIMITED ABN 87 010 550 357 ACN 010 550 357

The Manager Market Announcements Office Australian Securities Exchange 20 Bridge Street Sydney NSW 2000

Updated Appendix 3B

EVZ Limited ( Company ) refers to the Appendix 3B lodged with ASX on 11 May 2017 in connection with the Company’s placement and renounceable pro rata entitlement offer which was announced on 11 May 2017.

Enclosed is a revised Appendix 3B which shows the correct record date for the pro rata entitlement offer, being 7pm (Melbourne time) on Tuesday, 16 May 2017 (as reflected in the Company’s ASX announcement and investor presentation of 11 May 2017).

Yours sincerely,

Ian Wallace Company Secretary EVZ Limited

About EVZ Limited (ASX: EVZ)

EVZ Limited is an industrial group with a portfolio of specialist businesses in the engineering services sector. EVZ operates in the areas of power generation, bulk storage tank design, engineering and construction and stormwater management through subsidiaries TSF Engineering, Brockman Engineering and Syfon Systems. For further information please visit our website www.evz.com.au

EVZ Limited – 22 Hargreaves Street, Huntingdale Victoria 3166, PO Box 1070 Huntingdale, Victoria 3166

Tel: +61 3 9545 5288, Fax: +61 3 9542 6061

Page 1

EVZ001_1700116_054.DOC

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

EVZ Limited ( EVZ or Company )

ABN

87 010 550 357

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
Fully paid ordinary shares.
The Company will issue 30,319,026 new fully
paid
ordinary
shares
(New
Shares)
pursuant to a placement to institutional and
sophisticated investors announced on 11
May 2017 (Placement).
The Company will also issue 437,941,482
New
Shares
pursuant
to
a
pro
rata
renounceable
entitlement
offer
also
announced on 11 May 2017 (Rights Issue).
The New Shares issued under the Placement
will be issued on Tuesday, 16 May 2016,
prior to the record date of the Rights Issue
and are entitled to participate in the Rights
Issue.
The
Company
will
also
issue
up
to
15,000,000
unlisted
options
to
the
underwriter of the Rights Issue, or at the
underwriter’s direction.

EVZ001_1700116_043.DOC

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)
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
The New Shares will be fully paid ordinary
shares in the Company.
The Options will have an expiry date that is
48 months from their date of issue and an
exercise price of $0.02.
From their date of issue, the New Shares
will rank equally in all respects with the
existing fully paid ordinary shares in the
Company.
Each Option entitles the holder to subscribe
for one share, which will rank equally in all
respects with the existing shares, on issue.
Options
do
not
carry
any
dividend
entitlement until they are exercised.
$0.01 per New Share under the Placement
and Rights Issue.
The Options will be issued for nil cash
consideration.
The proceeds from the Placement and the
Rights Issue will be used to settle payments
with trade and other creditors whilst also
increasing
the
working
capital
of
the
Company
to
pursue
larger
project
opportunities and to pay the costs of the
offer.
No.
  • See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

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.
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.
N/A.
N/A.
N/A.
N/A.
N/A.
N/A.
N/A.
N/A.
The New Shares issued under the Placement
are expected to be issued on 16 May 2017.
The New Shares issued under the Rights
Issue are expected to be issued on 6 June
2017.
The Options are expected to be issued on 7
June2017.

EVZ001_1700116_043.DOC

Number +Class 8 Number and +class of all 678,809,297, Fully paid ordinary +( including securities thequoted+securitieson ASXin includingShares to betheissuedNew shares. section 2 if applicable) under the Placement and Rights Issue. Number +Class 9 Number and +class of all 15,000,000. Unlisted options. +securities not quoted on ASX ( including the +securities in section 2 if applicable) 10 Dividend policy (in the case of a No change. trust, distribution policy) on the increased capital (interests)

Part 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
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
No.
Renounceable.
20 New Shares for every 11 fully paid
ordinaryshares held as at the record date.
Fully paid ordinary shares.
7pm (Melbourne time) on Tuesday, 16 May
2017.
No.
Where fractions arise in the calculation of
entitlements, they will be rounded up to
the nearest whole number of New Shares.
  • See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

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
All countries other than Australia and New
Zealand.
5pm on Tuesday, 30 May 2017.
Blue Ocean Equities Pty Limited ACN 151
186 935 (Underwriter).
The Underwriter will receive:
An underwriting fee equal to 3.0% of
the gross amount underwritten (less
1.5%
for
any
sub-underwriter
commitments
from
certain
agreed
investors); and
Up to 15 million unlisted options with
an expiry date that is 48 months from
the date of issue and with an exercise
price of$0.02.
N/A.
N/A.
N/A.
N/A.
19 May 2017.
N/A.

EVZ001_1700116_043.DOC

28
Date rights trading will begin (if
applicable)
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
15 May 2017.
23 May 2017.
Eligible shareholders who wish to sell their
entitlements on the ASX should instruct
their stockbroker personally.
Eligible shareholders should:
in respect of their entitlements to be
sold
on
the
ASX,
instruct
their
stockbroker personally; and
in respect of their entitlements being
taken
up,
send
the
completed
Entitlement and Acceptance Form and
a cheque for the application monies to
the
share
registry,
or
by
making
payment through BPAY in accordance
with
the
instructions
on
the
Entitlement and Acceptance Form.
Eligible shareholders wishing to transfer all
or part of their entitlements to another
person or party other than on-market
using ASX must send the following to the
share
registry
by
no
later
than
5pm
(Melbourne time) on the closing date for
receipt of acceptances or renunciations:
completed Renunciation and Transfer
Form
(obtainable
from
their
stockbroker or the share registry);
Entitlement
and
Acceptance
Form
completed by the transferee; and
transferee's cheque for the amount due
in respect of the New Shares made
payable to 'EVZ Limited - Entitlement
Issue'and crossed'not negotiable'.
6 June 2017.
  • See chapter 19 for defined terms.

Appendix 3B Page 6

04/03/2013

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 - 100,000 100,001 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 N/A. +quotation is sought

  • 39 +Class of +securities for which N/A. quotation is sought

EVZ001_1700116_043.DOC

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)
42
Number
and
+class
of
all
+securities
quoted
on
ASX
(including the +securities in clause
38)
N/A. N/A.
N/A.
Number +Class
N/A. N/A.
  • See chapter 19 for defined terms.

Appendix 3B Page 8

04/03/2013

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.

Sign here: Date: 11 May 2017 (Company secretary)

Print name: Ian Wallace

  • See chapter 19 for defined terms.

Appendix 3B Page 9

04/03/2013 EVZ001_1700116_043.DOC