EVZ LIMITED — Capital/Financing Update 2017

May 10, 2017

11 May 2017

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

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EVZ Announces $4.7 million Equity Raising and Debt Restructure Completion

EVZ Limited (“EVZ” or “the Company”) is pleased to announce a capital raising as the next major step in the strengthening of the Company’s balance sheet following the restructuring of its debt arrangements. The equity raising and debt restructure will provide the Company with sufficient balance sheet capacity and flexibility to pursue new growth opportunities as well as accelerate the Company’s return to a more sustainable and stable financial position.

Placement and Entitlement Offer

EVZ is undertaking a recapitalisation via an institutional placement (“Placement”) of new, fully paid ordinary shares (“New Shares”) to raise approximately $0.3 million and a fully underwritten 20-for-11 renounceable, pro rata entitlement offer (“Entitlement Offer”) to raise $4.4 million, collectively raising approximately $4.7 million before costs. The Placement and Entitlement Offer are together referred to as the “Capital Raising”.

The proceeds from the Capital Raising will be used to satisfy trade and other creditors whilst also increasing the working capital and balance sheet flexibility of the Company to pursue larger project opportunities.

The Placement of approximately 30 million New Shares at an issue price of $0.01 per New Share is being made to Thorney Investment Group (Australia) Pty Limited utilising EVZ’s placement capacity under Listing Rule 7.1. Shares issued under the Placement will be eligible to participate in the Entitlement Offer.

The Entitlement Offer is being offered to all eligible shareholders and will result in the issue of approximately 440 million New Shares. New Shares issued under the Placement and Entitlement Offer will rank pari-passu in all regards with existing ordinary shares. Eligible shareholders, being shareholders with a registered address in Australia or New Zealand as at 7:00pm (Australian Eastern Standard Time) on Tuesday, 16 May 2017 (“Record Date”). will be entitled to subscribe for 20 new shares at $0.01 per New Share for every 11 EVZ shares held on the Record Date. Eligible shareholders will not be permitted to subscribe for New Shares in excess of their Entitlement, however they will be able to acquire renounced Entitlements on ASX during the Entitlement trading period.

The offer price of A$0.01 per New Share under the Placement and Entitlement Offer represent the following discounts:

• 0% discount to the closing price of EVZ shares on 8 May 2017 (A$0.01);

• 30.5% discount to the 30 trading day VWAP (A$0.0144); and

• 0% discount to the theoretical ex-rights price (TERP) of A$0.01

Blue Ocean Equities Pty Ltd is the Lead Manager to the Share Placement and Underwriter to the Entitlement Offer. Blue Ocean Equities Pty Limited will receive a cash fee along with options as payment for services provided in connection with the Placement and Entitlement Offer.

EVZ Ltd Chairman, Mr Graham Burns, stated that following this equity raising and debt restructure the Company’s financial position will be significantly strengthened, allowing EVZ to be more competitive in its markets and pursue appropriate growth strategies to enhance shareholder value.

Restructure of Debt Arrangements

In conjunction with the Capital Raising, EVZ is pleased to announce it has reached agreement with its financier, Commonwealth Bank of Australia, for the forgiveness of an additional $3.0 million in bank debt under a new, three year banking facility agreement. Once the new facility agreement is completed (which is conditional on completion of the Entitlement Offer), CBA debt will be $6.0 million, which has been reduced from $13.3 million since February 2017.

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EVZ has also negotiated a restructure of its $1.0 million loan from TSF Corporation Pty Ltd, under which $600,000 of the loan will be converted to equity (at $0.01 per share), subject to shareholder approval at a general meeting to be called in the next 90 days, and repayment of the remaining $400,000 will be extended to June 2018.

Business Update

Revenue for FY17 is expected to be in a range of $50M - $52M with normalised EBITDA expected to be in a range of $0.7M - $1.0M.

EVZ is expecting FY18 to see growth in its order book with current work under advanced tender across the business in excess of $150M.

Brockman revenues continue to diversify away from one-off contract wins with a continued focus on recurrent revenue. The Brockman business has grown to ~40%* recurring maintenance earnings and TSF Maintenance is 70% recurring maintenance revenues.

Mr Scott Farthing, CEO, stated that EVZ will now be financially better positioned than ever before and given the highly developed capabilities of our staff and project teams EVZ anticipates a period of growth and improved profitability as it explores the value added opportunities clients in our sectors are seeking.

The Company will continue to assess the appropriate structure of the Board as it undergoes the rejuvenation of the business with a strong focus on organic growth across the existing business units.

Capital structure on completion of the Capital Raising

The Company currently has 210,548,789 shares on issue.

The Placement involves the issue of 30,319,026 New Shares and the Entitlement Offer involves the issue of approximately 437,941,482 New Shares.

Accordingly, on completion of the Capital Raising, the Company’s total issued share capital will comprise approximately 678,809,297 fully paid ordinary shares and 15,000,000 options.

Entitlement Offer timetable

The Entitlement Offer will be open from 10:00am Friday, 19 May 2017 to 5:00pm Tuesday, 30 May 2017. Eligible shareholders can choose to take up all, part or none of their Entitlement. The New Shares are expected to commence trading on Wednesday, 7 June 2017.

**Event ***	Date
Announcement Date: Company announces the Placement and Entitlement Offer	Thursday, 11 May 2017
Ex Date: Start of Entitlements trading	Monday,15 May2017
Issue of Shares under the Placement	Tuesday, 16 May2017
Record Date	7pm on Tuesday,16 May2017
Despatch Date: Company despatches the Offer Booklet to Eligible Shareholders	Friday, 19 May 2017
Offer OpeningDate	Friday,19 May2017
Entitlements tradingends	Tuesday23 May2017
Offer ClosingDate	5pm on Tuesday,30 May2017
Shortfall Notification Date: Company notifies ASX of under-subscriptions	Friday, 2 June 2017
Settlement Date: Settlement of the New Shares	Monday,5 June 2017
Issue Date:Allotment of the New Shares	Tuesday,6 June 2017
Trading Date: Trading of the New Shares commences on a normal settlement basis	Wednesday, 7 June 2017

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Despatch of holding statements for New Shares

Thursday, 8 June 2017

* The Company reserves the right, in consultation with the underwriter, and subject to the Corporations Act, the Listing Rules and other applicable laws, to vary the dates of the Entitlement Offer, including extending the closing date of the Entitlement Offer or accepting late applications, without notice. The commencement of quotation and trading of New Shares is subject to confirmation from ASX

Entitlements trading

Entitlements are renounceable and will be tradeable on ASX or otherwise transferable. They are expected to be quoted and tradeable on ASX from Monday, 15 May 2017 to Tuesday, 23 May 2017. Blue Ocean Equities Pty Ltd has been appointed as nominee to sell the Entitlements of ineligible shareholders and will arrange for the net proceeds (if any), to be sent proportionally to each ineligible shareholder. Blue Ocean Equities Pty Ltd will have the absolute and sole discretion to determine the timing and price at which Entitlements may be sold and there is no guarantee of any sale of Entitlements.

Further information

Further details in relation to the Placement and Entitlement Offer, including important notices and key risks, is set out in an investor presentation released to ASX on 11 May 2017. The information in the “Important Notices” and “Risks” sections of the presentation applies to this announcement as if set out in full in this announcement.

Eligible shareholders wishing to participate in the Entitlement Offer should also carefully read the Entitlement Offer booklet.

The Entitlement Offer will be made under section 708AA of the Corporations Act 2001 (Cth). Accordingly, the Company will not prepare a prospectus or other disclosure document. The Company will release a copy of the Entitlement Offer booklet and the entitlement and acceptance form to ASX on or around Friday, 19 May 2017 and send a copy to eligible shareholders on this date.

Those shareholders who the Company determines to be ineligible shareholders will also be notified about the Entitlement Offer.

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

Important Notice

This announcement is not an offer or an invitation to acquire securities. In particular, this release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or to, or for the account or benefit of, any 'US Person' as defined in Regulation S under the US Securities Act of 1933 ( Securities Act ) ( US Person ) or in any other jurisdiction. This announcement may not be released or distributed in the United States or to any US Person. Any securities described in this announcement have not been, and will not be registered under the Securities Act or the securities law of any state or other jurisdiction of the United States, and may not be offered or sold in the United States, or to, or for the account of or benefit of, any US Person, except in a transaction exempt from, or not subject to, the registration requirements under the Securities Act.

Forward-looking statements

This release contains forward-looking statements. The words 'forecast', 'estimate', 'likely', 'anticipate', 'believe', 'expect', 'project', 'predict', 'outlook', 'guidance', 'intend', 'should', 'could', 'may', 'target', 'plan' and other similar expressions are intended to identify forwardlooking statements. Indications of, and guidance on, future earnings and financial position and performance are also forward-looking statements. Forward-looking statements in this release include statements regarding our strategy, future operational and financial results, acquisitions, future projects, the results of the Entitlement Offer and the use of proceeds therefrom. You are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements, opinions and estimates provided in this release are based on assumptions and contingencies that are subject to change without notice, as are statements about market and industry trends, which are based on interpretations of current market conditions. Forward looking statements including projections, guidance on future earnings and estimates are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance. Forward-looking statements are subject to known and unknown risks and uncertainties, there can be no assurance that actual outcomes will not differ materially from forward-looking statements and readers are cautioned not to place undue reliance on these forward looking statements. The Company assumes no obligation to update or revise these forward-looking statements to reflect any change in expectations or assumptions.

About 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

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