HOLISTA COLLTECH LIMITED — Capital/Financing Update 2018

Aug 5, 2018

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Holista CollTech Limited (ASX:HCT / ABN 24 094 515 992) 283 Rokeby Road Subiaco WA 6008 P: +61 8 6141 3500 ; F: +61 8 6141 3599 W: www.holistaco.com

ASX Announcement

6 August 2018

HOLISTA COLLTECH LIMITED CLEANSING NOTICE

This notice is given Holista CollTech Limited ( Holista , or the Company ) (ASX CODE: HCT) under Section 708A(5)(e) of the Corporations Act 2001 (Cth) ( the Act ).

The Company hereby confirms that:

• (a) it has issued 31,423,475 fully paid ordinary shares ( Shares) at an issue price of 7 cents ($0.07) per Share to the Underwriters of a Share Purchase Plan and nominees of the Underwriters, as approved by shareholders at a general meeting on 30 July 2018[1] ;

• (b) the Shares were issued without disclosure to investors under Part 6D.2 of the Act;

• (c) the Company is providing this notice under paragraph 5(e) of section 708A of the Act;

• (d) as at the date of this notice the Company, as a disclosing entity under the Act, has complied with:

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

• (ii) section 674 of the Act as it applies to the Company; and

• (e) as at the date of this notice, there is no excluded information of the type referred to in Sections 708A(7) and 708A(8) of the Act which is required to be disclosed by the Company.

An Appendix 3B seeking quotation of the abovementioned securities, and the securities issued to shareholders who subscribed for their entitlements under the Share Purchase Plan, follows.

Brett Fraser

Joint Company Secretary

1 The Company has also issued 8,576,525 shares to shareholders who subscribed for their entitlements under the Share Purchase Plan. A cleansing notice in accordance with CO 09/425 was released on 26 June 2018.

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For further information, please contact:

Corporate Affairs & Business Opportunities

Dr Rajen Manicka: rajen.m@holistaco.com General Enquiries: enquiries@holistaco.com

Australia

283 Rokeby Road Subiaco WA 6008 P: +61 8 6141 3500 ; F: +61 8 6141 3599

Malaysia

12th Floor, Amcorp Trade Centre, PJ Tower No. 18, Persiaran Barat off Jalan Timur 46000, Petaling Jaya, Malaysia P: +603 7965 2828 ; F: +603 7965 2777

Media and Investor Relations Enquiries

WeR1 Consultants Pte Ltd 3 Phillip Street #12-01 Singapore 048693 Asha Devi, ashadevi@wer1.net; P: + 603 2731 9244 Roshan Singh, roshansingh@wer1.net; P: +65 67374844

About Holista CollTech Ltd

Holista CollTech Ltd ( Holista ) is a research-driven biotech company and is the result of the merger of Holista Biotech Sdn Bhd and CollTech Australia Ltd. Headquartered in Perth with extensive operations in Malaysia, Holista is dedicated to delivering first-class natural ingredients and wellness products and leads in research on herbs and food ingredients.

Holista, listed on the Australia Securities Exchange, researches, develops, manufactures and markets “healthstyle” products to address the unmet and growing needs of natural medicine. Holista’s suite of ingredients is capable of serving the industry to provide low-GI baked products, low sodium salt, low fat fried foods and low calories sugar without compromise in taste, odour and mouth feel. It is the only company to produce sheep (ovine) collagen using patented extraction methods.

APPENDIX 3B New issue announcement

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, and 04/03/13

Name of entity

HOLISTA COLLTECH LIMITED

ABN

24 094 515 992

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 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	Fully Paid Ordinary shares
	1. 8,576,525 2. 31,423,475
	Fully Paid Ordinary Shares
	Yes
	$0.07 (7 cents)

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 1

APPENDIX 3B New issue announcement

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6b 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 6c The date the security holder resolution under rule 7.1A was passed 6d Number of +securities issued without security holder approval under rule 7.1 6e Number of+securities issued with security holder approval under rule 7.1A 6f Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6g Number of+securities issued under an exception in rule 7.2 6h 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. 6i 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 6j 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. 8 Number and+class of all+securities quoted on ASX (_including_the+securities in section 2 if applicable)	1. Pursuant to Share Placement Plan announced 22 June 2018 (SPP) 2. Pursuant to underwriting of the SPP	1. Pursuant to Share Placement Plan announced 22 June 2018 (SPP) 2. Pursuant to underwriting of the SPP
	Yes
	31 May 2018
	Nil
	Nil
	31,423,475 Shares (pursuant to Underwriting of SPP, approved by shareholders 30 July 2018)
	8,576,525 Shares (pursuant to the SPP)
	N/A
	N/A
	7.1 34,580,863 7.1A 23,053,909
	6 August 2018
	Number	+Class
	230,539,087	Ordinary Shares

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 2

APPENDIX 3B New issue announcement

9 Number and+class of all+securities not quoted on ASX (_including_the securities in section 2 if applicable)	Number	+Class
	3,500,000 3,954,205 3,954,205 1,000,000 10,000,000 6,000,000 3,000,000 2,000,000 2,000,000 7,000,000	Warrants, 6 cents, expiring 17/12/2018 Options, 25 cents, expiring 08/09/2018 Options, 30 cents, expiring 08/03/2019 Options, 20 cents, expiring 31/12/2019 Options, 20 cents, expiring 23/03/2020 Options, 20 cents, expiring 23/06/2020 Options, 25 cents, expiring 23/06/2020 Options, 30 cents, expiring 23/06/2020 Options, 10 cents, expiring 01/08/2020 Options, 20 cents, expiring 20/10/2020

• 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests)

Shares issued under SPP and Underwriting of SPP will rank equally for dividends with existing fully paid ordinary shares on issue

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

N/A N/A N/A N/A N/A N/A N/A

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 3

APPENDIX 3B New issue announcement

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 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	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A
	N/A

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 )

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 4

APPENDIX 3B New issue announcement

• (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, and the number and percentage of additional[+] securities are[+] equity securities, the names of the 20 largest holders of the 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+quotation is sought 39 +Class of+securities for which quotation is sought 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
	N/A
	Number	+Class
	N/A	N/A

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 5

APPENDIX 3B New issue announcement

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: Print name: BRETT FRASER Company Secretary

Date: 6 August 2018

== == == == ==

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 6

APPENDIX 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Part 1	Part 1
Rule 7.1 – Issues exceeding 15% of capital
STEP 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insertnumber offully paid ordinary securitieson issue 12 months before date of issue or agreement to issue	181,054,953
Addthe following:  Number of fully paid ordinary securities issued in that 12 month period under an exception in rule 7.2  Number of fully paid ordinary securities issued in that 12 month period with shareholder approval Note: • Include only ordinary securities here – other classes of equity securities cannot be added • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	2,984,134 8,576,525 (Conversion of warrants) (SPP) 6,500,000 31,423,475 (issue 9/2/18, ratified AGM 31/5/18) (SPP (Underwriting, approved GM 30/7/18)
Subtractthe number of fully paid ordinary securities cancelled during that 12 month period
“A”	230,539,087
STEP 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“ A ” by 0. 1 5	34,580,863
STEP 3: Calculate “C”, the amount of placement capacity	under rule 7.1 that has already been used
Insertnumber ofequity securities issued or agreed to be issued in that 12 month periodnot counting those issued:  Under an exception in rule 7.2  Under rule 7.1A  With security holder approval under rule 7.1 or rule 7.4 Note:  This applies to equity securities, unless specifically excluded – not just ordinary securities  Include here (if applicable ) the securities the subject of the Appendix 3B to which this form is annexed  It may be useful to set out issues of securities on different dates as separate line items	nil

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 7

APPENDIX 3B New issue announcement

“C”	nil
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“ A” x 0 . 1 5 Note: number must be same as shown in Step 2	34,580,863
Subtract“C” Note: number must be same as shown in Step 3	nil
Total[ “ A ” x 0. 1 5 ] – “ C”	34,580,863 [Note: this is the remaining placement capacity under rule 7.1]

Part 2

Part 2	Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A” Note: number must be same as shown in Step 1 of Part 1	230,539,087
Step 2: Calculate 10% of “A”
“D”	0.10 [Note: this value cannot be changed]
Multiply“ A ” by 0. 1 0	23,053,909
_Step 3: Calculate “E”, the amount of placement capacity_underrule 7.1A that has already been used
Insertnumber of equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes:  This applies to equity securities – not just ordinary securities  Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed  Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained  It may be useful to set out issues of securities on different dates as separate line items	N/A
“E”	nil
_Step 4: Subtract “E” from [“A” x “D”] to calculate_remainingplacement capacity under rule 7.1A
“ A” x 0 . 1 0 Note: number must be same as shown in Step 2	23,053,909
Subtract“E” Note: number must be same as shown in Step 3	nil
Total[ “ A ” x 0. 1 0 ] – “E ”	23,053,909 [Note: this is the remaining placement capacity under rule 7.1A]

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 8