EVZ LIMITED — Capital/Financing Update 2017

May 10, 2017

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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

By Electronic Lodgement

EVZ LIMITED 20 FOR 11 PRO RATA RENOUNCEABLE ENTITLEMENT OFFER NOTICE UNDER SECTION 708AA(2)(f) OF THE CORPORATIONS ACT 2001 (CTH)

This notice is given by EVZ Limited ACN 010 550 357 (ASX:EVZ) ( EVZ or Company ) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) ( Corporations Act ) as modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 ( ASIC Instrument 2016/84 ).

Where applicable, references in this notice to the Corporations Act are to those sections as modified by ASIC Instrument 2016/84.

EVZ has today announced that it will be undertaking a fully underwritten renounceable pro rata rights issue ( Offer ) of approximately 437,941,482 fully paid ordinary shares in the Company at an issue price of $0.01 (1 cent) per share ( Offer Price ) to raise approximately $4,379,415 (before costs associated with the Offer).

The Offer will entitle eligible shareholders with a registered address in Australia and New Zealand ( Eligible Shareholders ) to subscribe for 20 new fully paid ordinary shares in the Company ( New Share ) for every 11 fully paid ordinary shares held in the Company as at the record date of 7.00pm (Melbourne time) on 16 May 2017.

The funds raised under the Offer will be used to pay down existing debt for the Company’s future working capital purposes.

EVZ advises as follows:

1. The New Shares will be offered for issue without disclosure under Part 6D.2 of the Corporations Act.

2. This notice is being given under section 708AA(2)(f) of the Corporations Act.

3. As at the date of this notice, EVZ has complied with:

   • (i) the provisions of Chapter 2M of the Corporations Act as they apply to EVZ; and

EVZ Limited – 22 Hargreaves Street, Huntingdale Victoria 3166, PO Box 1070 Huntingdale, Victoria 3166 Tel: +61 3 9545 5288, Fax: +61 3 9542 6061

• (ii) section 674 of the Corporations Act.

1. As at the date of this notice, there is no information that is 'excluded information' within the meaning of sections 708AA(8) or 708AA(9) of the Corporations Act which is required to be set out in this notice under section 708AA(7) of the Corporations Act.

2. The potential effect of the issue of New Shares pursuant to the Offer on the control of EVZ and the consequences of that effect depend on a number of factors, including the extent to which Eligible Shareholders participate in the Offer. However, given the structure of the Offer as a fully underwritten renounceable pro rata issue, and subject to paragraphs 6 to 8 below, the Offer is not expected to have any material effect or consequence on the control of EVZ.

3. EVZ has also announced today a successful placement of New Shares ( Placement ) to Thorney Investment Group (Australia) Pty Limited ( Thorney ). The Placement will result in the issue of approximately 30 million shares in EVZ ( Placement Shares ) to Thorney at an issue price of $0.01 per Placement Share and will raise approximately $300,000 (before costs). The issue of the Placement Shares will dilute the ownership levels of existing EVZ shareholders and the Placement Shares will be eligible to participate in the Offer;

4. Thorney’s shareholding in EVZ will increase from approximately 8.4% to approximately 19.9% of EVZ’s issued capital on completion of the Placement. Thorney has committed to maintain its 19.9% shareholding on completion of the Offer. Accordingly, Thorney’s shareholding in EVZ will not increase above 19.9% as a result of its participation in the Offer.

5. The potential effect the Offer will have on the control of EVZ, and the consequences of that effect, will depend on a number of factors, including Eligible Shareholders' interest in taking up their entitlements. While it is not possible for the directors to predict the outcome of these factors, a non-exhaustive list setting out the likely effect on control is as follows:

   • (i) the percentage interests of shareholders that are not Eligible Shareholders, and Eligible Shareholders who do not take up their Entitlements, will be diluted by the issue of New Shares under the Offer;

   • (ii) if all Eligible Shareholders take up their entitlements under the Offer, then the Offer will have no material effect on the control of EVZ;

   • (iii) the Offer is fully underwritten by Blue Ocean Equities Pty Limited ACN 151 186 935 ( Underwriter ). The Underwriter is not a shareholder of EVZ and is not a related party of the Company for the purposes of the Corporations Act. The Underwriter will receive an underwriting fee from EVZ, together with up to 15,000,000 unlisted options in EVZ, as consideration for underwriting the Offer;

   • (iv) if there is a shortfall after completion of the Offer, the Company reserves the right, in consultation with the Underwriter, to place any shortfall with any persons interested in subscribing for New Shares in the Company. Such persons may include institutional and high net worth clients of the Underwriter and various other parties identified by the Company and the Underwriter;

   • (v) any New Shares under the Offer that are not subscribed for by Eligible Shareholders or eligible persons who acquire Entitlements, or placed to other persons interested in subscribing for New Shares in the Company (as outlined in paragraph (v) above), will be issued to, or at the direction of, the Underwriter; and

   • (vi) the potential percentage interest in EVZ held by the Underwriter and by Shareholders other than the Underwriter (on a fully diluted basis) following completion of the Offer, is represented in the table below:

2

EVZ001_1700116_053.DOCX

Acceptance levels underthe Offer by EligibleShareholders	Percentage interest in EVZof shareholders other thanthe Underwriter	Percentage interest inEVZ of the Underwriter
100%	100.00%	0%
75%	83.87%	16.13%
50%	67.74%	32.26%
25%	51.61%	48.39%
0%	35.48%	64.52%

Assumptions:

1. the Underwriter is not a shareholder of EVZ and is not a related party of the Company for the purposes of the Corporations Act.

2. the Underwriter did not participate in the Placement;

3. the Underwriter will take up all the entitlements of Shareholders who are not Eligible Shareholders;

4. all shortfall shares are placed with the Underwriter and no sub-underwriter or Eligible Shareholder who has pre-committed to subscribe for New Shares acquires any shortfall shares or New Shares; and

5. the table above does not take into account the up to 15,000,000 unlisted options to be issued to the Underwriter under the underwriting arrangements for the Offer.

No sub-underwriter will acquire an interest in more than 19.9% of the Company’s issued Share capital as a result of its participation in the Offer.

-ENDS-

For further information please contact:

Scott Farthing Chief Executive Officer EVZ Limited Tel: +61 3 9545 5288 Mob: +61 411 117 403 scott.farthing@evz.com.au

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 storm water 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