FLEXIROAM LIMITED — Share Issue/Capital Change 2021

Aug 22, 2021

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Announcement Summary

Entity name

FLEXIROAM LIMITED

Date of this announcement

Monday August 23, 2021

The +securities the subject of this notification are:

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+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

Total number of +securities to be issued/transferred

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
New class - code	CEO Options subject to vesting conditions	10,000,000	23/08/2021
to be confirmed
New class - code	CEO Performance Rights subject to vesting	10,000,000	23/08/2021
to be confirmed	conditions
New class - code	Executive Performance Rights	2	23/08/2021
to be confirmed

Refer to next page for full details of the announcement

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Part 1 - Entity and announcement details

1.1 Name of entity

FLEXIROAM LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

ACN

Registration number

143777397

1.3 ASX issuer code

FRX

1.4 The announcement is

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New announcement

1.5 Date of this announcement

23/8/2021

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Part 2 - Issue details

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2.1 The +securities the subject of this notification are:

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+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:

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does not have an existing ASX security code ("new class")

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Part 3C - number and type of +securities the subject of this notification (new class) where issue has not previously been notified to ASX in an Appendix 3B

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ASX +security code +Security description
New class - code to be confirmed CEO Options subject to vesting conditions
+Security type ISIN code
Options
Date the +securities the subject of this notification were issued
23/8/2021
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Were any of the +securities issued to +key management personnel (KMP) or an +associate?
Yes
Provide details of the KMP or +associates being issued +securities.
Name of KMP Name of registered holder Number of +securities
Marc Barnett Marc Barnett 10,000,000
Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under
listing rule 6.1?
No
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being
issued.
Refer to Schedule 3 of the 2021 Notice of Annual General Meeting for terms and conditions of the CEO Options (see link
below)
https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02397634-6A1041781?access_token=8
3ff96335c2d45a094df02a206a39ff4
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Options Details

+Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.00000000 23/8/2023 Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option Other

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Description

Each CEO Option entitles the holder to subscribe for one FRX fully paid ordinary share upon vesting and exercise.

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02397634-6A1041781?access_token=8 3ff96335c2d45a094df02a206a39ff4

Any other information the entity wishes to provide about the +securities the subject of this notification

N/A

Issue details

Number of +securities

10,000,000

ASX +security code +Security description New class - code to be confirmed CEO Performance Rights subject to vesting conditions

+Security type ISIN code Other

Date the +securities the subject of this notification were issued

23/8/2021

Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Were any of the +securities issued to +key management personnel (KMP) or an +associate? Yes

Provide details of the KMP or +associates being issued +securities.

Name of KMP Name of registered holder Number of +securities Marc Barnett Marc Barnett 10,000,000

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued.

Refer to Schedule 5 of the 2021 Notice of Annual General Meeting for terms and conditions of the CEO Performance Rights (see link below) https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02397634-6A1041781?access_token=8 3ff96335c2d45a094df02a206a39ff4 Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02397634-6A1041781?access_token=8 3ff96335c2d45a094df02a206a39ff4 Any other information the entity wishes to provide about the +securities the subject of this notification N/A

Issue details

Number of +securities 10,000,000 ASX +security code +Security description New class - code to be confirmed Executive Performance Rights +Security type ISIN code Other Date the +securities the subject of this notification were issued 23/8/2021 Will all the +securities issued in this class rank equally in all respects from their issue date? No If some of the issued +securities do not rank equally: Is the actual date from which the +securities will rank equally (non-ranking end date) known? No Provide the estimated non-ranking end period June to July 2022

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Please state the extent to which the +securities do not rank equally: In relation to the next dividend, distribution or interest payment; or For any other reason

Each executive performance right is based on a different set of performance measures. The actual number of Shares to be granted upon vesting of an executive performance right will be calculated in accordance with a formula. Refer Section 14 of the 2021 Notice of Annual General Meeting for further details.

Were any of the +securities issued to +key management personnel (KMP) or an +associate?

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Yes

Provide details of the KMP or +associates being issued +securities.

Name of KMP	Name of registered holder	Number of +securities
Marc Barnett	Marc Barnett	1
Kenn Tat (Jefrey) Ong	Kenn Tat (Jefrey) Ong	1

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued.

Refer to Section 14 and Schedule 7 of the 2021 Notice of Annual General Meeting for terms and conditions of the CEO Performance Rights (see link below) https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02397634-6A1041781?access_token=8 3ff96335c2d45a094df02a206a39ff4

Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme or a summary of the terms https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02397634-6A1041781?access_token=8 3ff96335c2d45a094df02a206a39ff4

Any other information the entity wishes to provide about the +securities the subject of this notification

N/A

Issue details

Number of +securities

2

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Part 4 - +Securities on issue

Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise:

(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)

4.1 Quoted +Securities (Total number of each +class of +securities quoted)

	Total number of
ASX +security code and description	+securities on issue
FRX : ORDINARY FULLY PAID	502,147,030
FRXO : OPTION EXPIRING 31-OCT-2022	65,620,842

4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)

	Total number of
ASX +security code and description	+securities on issue
FRXAE : SHARE RIGHTS	1,800,000
New class - code to be confirmed : CEO Options subject to vesting conditions	10,000,000
New class - code to be confirmed : CEO Performance Rights subject to vesting conditions	10,000,000
New class - code to be confirmed : Executive Performance Rights	2

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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Yes

5.2a Date of meeting or proposed meeting to approve the issue under listing rule 7.1

19/8/2021

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