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HUB24 LIMITED Share Issue/Capital Change 2016

Oct 9, 2016

65077_rns_2016-10-09_3dadbff3-73f7-40b8-bd52-a25afef5027d.pdf

Share Issue/Capital Change

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ASX RELEASE : 10 October 2016

Amendment to Appendix 3B lodged 7 October 2016

Enclosed is an Appendix 3B which amends the Appendix 3B issued on 7 October 2016.

The resulting number of fully paid ordinary shares on issue disclosed on 7 October 2016 of 53,400,711 did not reflect the new issue of 45,067 ordinary shares made on 29 August 2016.

Accordingly, the correct number of fully paid ordinary shares on issue is 53,445,778 as reflected in the attached amended Appendix 3B.

For further information please contact:

Matthew Haes Company Secretary HUB24 Limited Telephone: + 61 2 8274 6000

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HUB24 Limited | ABN 87 124 891 685 | ACN 124 891 685

GPO Box 529, Sydney, NSW 2001 Level 8, Exchange Centre,20 Bridge St, Sydney, NSW 2000 Australia T + 61 2 8274 6000 F 1300 781 689 W hub24.com.au ME_125353618_1 (W2007)

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

Name of entity

HUB24 Limited

ABN

87 124 891 685

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 (eg, 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)
Fully paid ordinary shares (FPO) issued
pursuant to notices of election
under the terms of the HUB24 Ltd Share
Option Plan.
510,000 FPO
The FPO are issued on the same terms as
existing issued FPO of HUB24 Limited.
  • See chapter 19 for defined terms.

Appendix 3B Page 1

ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

4
Do the+securities rank equally
in all respects from the date of
allotment 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
6
Purpose of the issue
(If issued as consideration for
the acquisition of assets, clearly
identify those assets)
6a
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
6b
The date the security holder
resolution under rule 7.1A was
passed
6c
Number of+securities issued
without
security
holder
approval under rule 7.1
The FPO issued under the terms of the
HUB24 Share Option Plan rank equally with
existing issued FPO of HUB24 Limited.
The FPO are issued as the result of the
exercise of 510,000 options at $0.8438 per
option by the Chairman.
The issue of FPO is for consideration
received due to the exercise of options
under the HUB24 Share Option Plan.
No.
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 2 ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

6d Number of[+] securities issued N/A with security holder approval under rule 7.1A 6e Number of[+] securities issued N/A with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of securities issued 510,000 under an exception in rule 7.2 6g If securities issued under rule N/A 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. 6h If securities were issued under N/A rule 7.1A for non‐cash consideration, state date on which valuation of consideration was released to ASX Market Announcements 6i Calculate the entity’s remaining Remaining capacity LR 7.1 – 7,965,039 FPO issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue date Issue of FPO was made on 7 October 2016.

Number +Class 8 Number and +class of all 53,445,778 FPO +securities quoted on ASX ( including the securities in section 2 if applicable)

  • See chapter 19 for defined terms.

Appendix 3B Page 3

ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

9
Number and+class of all
+securities not quoted on
ASX
(including
the
securities in section 2 if
applicable)
10
Dividend policy (in the case
of
a
trust,
distribution
policy) on the increased
capital (interests)
Number +Class
325,000
1,440,000
760,000
200,000
1,000,000
610,000
150,000
50,000
Options
(exercisable
at
$0.8424 each expiring on 14
October 2017).
Options
(exercisable
at
$0.8438 each expiring on 8
August 2017).
Options
(exercisable
at
$0.98 each expiring on 17
October 2019).
Options
(exercisable
at
$0.98 each expiring on 17
October 2019).
Options
(exercisable
at
$1.156 each expiring on 4
December 2019).
Options
(exercisable
at
$2.46 each expiring on 14
October 2020).
Options
(exercisable
at
$2.46 each expiring on 7
December 2020).
Options
(exercisable
at
$3.98 each expiring on 30
March 2021).
Nil
  • See chapter 19 for defined terms.

Appendix 3B Page 4 ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

Part 2 - Bonus issue or 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
18
Names of countries in which the
entity has+security holders who
will not be sent new issue
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
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 5

ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

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 prospectus or Product
Disclosure Statement 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)?
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 6 ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

33 +Despatch date

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 )

  • (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 are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of 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

  • See chapter 19 for defined terms.

Appendix 3B Page 7

ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

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 date of
allotment 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.

Appendix 3B Page 8 ME_124407473_1 (W2003x)

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 not available now, 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.

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Sign here: ............................................................ Date: 10 October 2016 (Company secretary)

Print name: Matthew Haes

  • See chapter 19 for defined terms.

Appendix 3B Page 9

ME_124407473_1 (W2003x)

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

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

  • Insert number of fully paid ordinary 52,258,340 securities on issue 12 months before date of issue or agreement to issue Add the following: • Number of fully paid ordinary securities 680,000 issued in that 12 month period under an exception in rule 7.2

  • • Number of fully paid ordinary securities 462,371 (Approved at AGM held 25 issued in that 12 month period with November 2015) shareholder approval

  • • Number of partly paid ordinary securities that became fully paid in that 12 month period

  • 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

  • N Nil “A” 53,400,711

  • See chapter 19 for defined terms.

Appendix 3B Page 10 ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

Appendix 3B
New issue announcement
Appendix 3B
New issue announcement
Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply“A” by 0.15 8,010,106
Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used
Insertnumber of equity securities issued or
agreed to be issued in that 12 month period
not 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
45,067 FPO issued under 7.1 on 29 August
2016
“C” 45,067
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
Note: number must be same as shown in
Step 2
8,010,106
Subtract“C”
Note: number must be same as shown in
Step 3
45,067
Total[“A” x 0.15] – “C” 7,965,039
[Note: this is the remaining placement
capacity under rule 7.1]
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15 8,010,106
Note: number must be same as shown in
Step 2
Subtract“C” 45,067
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C” 7,965,039
[Note: this is the remaining placement
capacity under rule 7.1]
  • See chapter 19 for defined terms.

Appendix 3B Page 11

ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

Part 2

Rule 7.1A – Additional placement capacity for eligible entities

New issue announcement
Part 2
New issue announcement
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
N/A
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply“A” by 0.10 N/A
Step 3: Calculate “E”, the amount of placement capacity under rule
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” N/A
  • See chapter 19 for defined terms.

Appendix 3B Page 12 ME_124407473_1 (W2003x)

Appendix 3B New issue announcement

Appendix 3B
New issue announcement
Appendix 3B
New issue announcement
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
“A” x 0.10
Note: number must be same as shown in
Step 2
N/A
Subtract“E”
Note: number must be same as shown in
Step 3
N/A
Total[“A” x 0.10] – “E” N/A
Note: this is the remaining placement
capacity under rule 7.1A
  • See chapter 19 for defined terms.

Appendix 3B Page 13

ME_124407473_1 (W2003x)