FLEXIROAM LIMITED — Share Issue/Capital Change 2023

Jun 20, 2023

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

Wednesday June 21, 2023

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	Tranche 1 Options	26,163,332	21/06/2023
to be confirmed
New class - code	Tranche 2 Options	26,163,332	21/06/2023
to be confirmed
New class - code	Tranche 3 Options	26,163,336	21/06/2023
to be confirmed

Refer to next page for full details of the announcement

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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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

ABN

Registration number

27143777397

1.3 ASX issuer code

FRX

1.4 The announcement is

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New announcement

1.5 Date of this announcement

21/6/2023

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

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

ASX +security code New class - code to be confirmed	+Security description Tranche 1 Options
+Security type	ISIN code
Options

Date the +securities the subject of this notification were issued 21/6/2023

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	13,333,333
Tat Seng Koh	Tat Seng Koh	1,333,333
Jefrey Ong	Jefrey Ong	1,333,333
Stephen Picton	Stephen Picton	1,333,333

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? Yes

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02667000-6A1150572?access_token=8 3ff96335c2d45a094df02a206a39ff4

Options Details

+Security currency

AUD - Australian Dollar

Exercise price AUD 0.03500000

Expiry date 21/6/2028

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of

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

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company option

Other

Description

Each vested Tranche 1 option entitles the holder to subscribe for one fully paid ordinary share upon exercise of the option.

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/2924-02667000-6A1150572?access_token=8 3ff96335c2d45a094df02a206a39ff4

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

Refer to Schedule A of the Notice of Meeting dated 17 May 2023 for additional information on the director options. The employee options have been issued on the same terms as the director options. The options may only be exercised by the holder if the vesting conditions are satisfied and the holder remains continuously employed or engaged (as applicable) with the Company.

Issue details

Number of +securities

26,163,332

ASX +security code

New class - code to be confirmed

+Security description

Tranche 2 Options

+Security type

ISIN code

Options

Date the +securities the subject of this notification were issued

21/6/2023

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

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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

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----- Start of picture text -----

Marc Barnett Marc Barnett 13,333,333
Tat Seng Koh Tat Seng Koh 1,333,333
Jefrey Ong Jefrey Ong 1,333,333
Stephen Picton Stephen Picton 1,333,333
----- End of picture text -----

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1?

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Yes

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02667000-6A1150572?access_token=8 3ff96335c2d45a094df02a206a39ff4

Options Details

+Security currency

AUD - Australian Dollar

Exercise price Expiry date AUD 0.07500000 21/6/2028

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

Other

Description

Each vested Tranche 2 option entitles the holder to subscribe for one fully paid ordinary share upon exercise of the option.

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/2924-02667000-6A1150572?access_token=8 3ff96335c2d45a094df02a206a39ff4

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

Refer to Schedule A of the Notice of Meeting dated 17 May 2023 for additional information on the director options. The employee options have been issued on the same terms as the director options. The options may only be exercised by the holder if the vesting conditions are satisfied and the holder remains continuously employed or engaged (as applicable) with the Company.

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

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Issue details

Number of +securities

26,163,332

ASX +security code New class - code to be confirmed	+Security description Tranche 3 Options
+Security type	ISIN code
Options

Date the +securities the subject of this notification were issued 21/6/2023

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	13,333,334
Tat Seng Koh	Tat Seng Koh	1,333,334
Jefrey Ong	Jefrey Ong	1,333,334
Stephen Picton	Stephen Picton	1,333,334

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1?

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Yes

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

https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02667000-6A1150572?access_token=8 3ff96335c2d45a094df02a206a39ff4

Notification of Issue, Conversion or Payment up of Unquoted E it S iti

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

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Options Details

+Security currency

AUD - Australian Dollar

Exercise price Expiry date AUD 0.11500000 21/6/2028

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

Other

Description

Each vested Tranche 3 option entitles the holder to subscribe for one fully paid ordinary share upon exercise of the option.

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/2924-02667000-6A1150572?access_token=8 3ff96335c2d45a094df02a206a39ff4

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

Refer to Schedule A of the Notice of Meeting dated 17 May 2023 for additional information on the director options. The employee options have been issued on the same terms as the director options. The options may only be exercised by the holder if the vesting conditions are satisfied and the holder remains continuously employed or engaged (as applicable) with the Company.

Issue details

Number of +securities

26,163,336

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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	662,921,725
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	900,000
New class - code to be confirmed : Tranche 1 Options	26,163,332
New class - code to be confirmed : Tranche 2 Options	26,163,332
New class - code to be confirmed : Tranche 3 Options	26,163,336

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

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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? Yes

5.1a Select the number of the applicable exception in Listing Rule 7.2

13

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