HYDROCARBON DYNAMICS LIMITED — Capital/Financing Update 2024

Oct 9, 2024

Appendix 3B - Proposed issue of securities

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Announcement Summary

Entity name

HYDROCARBON DYNAMICS LIMITED

Announcement Type

New announcement

Date of this announcement

10/10/2024

The Proposed issue is:

A standard pro rata issue (including non-renounceable or renounceable)

Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)

enounceable)
		Maximum Number of
ASX +security code	+Security description	+securities to be issued
New class-code to be	Unlisted option exercisable at 0.5 cents and expiring 15th	134,763,727
confirmed	November 2025
HCD	ORDINARY FULLY PAID	269,527,454

Ex date

15/10/2024

+Record date

16/10/2024

Offer closing date

8/11/2024

Issue date

15/11/2024

Refer to next page for full details of the announcement

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Appendix 3B - Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

HYDROCARBON DYNAMICS LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

ABN

Registration Number

75117387354

1.3 ASX issuer code

HCD

1.4 The announcement is

New announcement

1.5 Date of this announcement

10/10/2024

1.6 The Proposed issue is:

A standard +pro rata issue (non-renounceable or renounceable)

1.6a The proposed standard +pro rata issue is: + Non-renounceable

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Appendix 3B - Proposed issue of securities

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Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No

Part 3B - Offer details

+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued

ASX +security code and description

HCD : ORDINARY FULLY PAID

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class

Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? Yes No

Details of +securities proposed to be issued

ASX +security code and description

HCD : ORDINARY FULLY PAID

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) The quantity of additional +securities For a given quantity of +securities to be issued held

1 3

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Appendix 3B - Proposed issue of securities

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What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded down to the nearest 269,527,454 whole number or fractions disregarded Offer price details for retail security holders In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.00300 Oversubscription & Scale back details Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes Describe the limits on over-subscription No subscriber will be permitted to acquire Shares as a result of such placement to the extent that such acquisition would result in that subscriber and its Associates within the meaning of the Corporations Act acquiring a voting power in the Company in excess of 20%

Will a scale back be applied if the offer is over-subscribed? Yes

Describe the scale back arrangements

At directors discretion

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Attaching +Security Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)? New class

Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities do not have +CDIs issued over them)

Have you received confirmation from ASX that the terms

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Appendix 3B - Proposed issue of securities

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of the proposed +securities are appropriate and Will the entity be seeking quotation of the 'new' class of equitable under listing rule 6.1? +securities on ASX? No No ASX +security code +Security description New class-code to be confirmed Unlisted option exercisable at 0.5 cents and expiring 15th November 2025

+Security type

Options

Offer ratio (ratio of attaching securities at which the new +securities will be issued) The quantity of attaching +securities to be issued For a given quantity of the new +securities issued 1 2 What will be done with fractional entitlements? Maximum number of +securities proposed to be issued (subject to rounding) Fractions rounded down to the nearest whole number or fractions disregarded 134,763,727 Offer price details for retail security holders In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD 0.00000

AUD - Australian Dollar

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes

Describe the limits on over-subscription

No subscriber will be permitted to acquire Shares as a result of such placement to the extent that such acquisition would result in that subscriber and its Associates within the meaning of the Corporations Act acquiring a voting power in the Company in excess of 20%

Will a scale back be applied if the offer is over-subscribed? Yes

Describe the scale back arrangements

At directors discretion

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

Yes

Options details

+Security currency

AUD - Australian Dollar

Exercise price

AUD 0.0050

Expiry date

15/11/2025

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Appendix 3B - Proposed issue of securities

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Details of the type of +security that will be issued if the option is exercised HCD : ORDINARY FULLY PAID Number of securities that will be issued if the option is exercised 1 Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.

Part 3C - Timetable

3C.1 +Record date 16/10/2024

3C.2 Ex date 15/10/2024

3C.4 Record date

16/10/2024

3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 18/10/2024

3C.6 Offer closing date

8/11/2024

3C.7 Last day to extend the offer closing date

5/11/2024

3C.9 Trading in new +securities commences on a deferred settlement basis 11/11/2024

3C.11 +Issue date and last day for entity to announce results of +pro rata issue 15/11/2024

3C.12 Date trading starts on a normal T+2 basis

18/11/2024

3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis

20/11/2024

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Appendix 3B - Proposed issue of securities

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Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer? Yes 3E.1a Who is the lead manager/broker? Peloton Capital Pty Ltd 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? See underwriting fees 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? Peloton Capital Pty Ltd 3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? Fully underwritten 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? 6% commission and 10,000,000 unlisted options exercisable at 0.5 cents and expiring 15 November 2025 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated Contravention of constitution, materials adverse change, insolvency, litigation, material change in timetable, suspension of material limitation in trading. 3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer? Yes 3E.2e (i) What is the name of that party? Mr Ray Shorrocks 3E.2e (ii) What is the extent of their underwriting or sub-underwriting (ie the amount or proportion of the offer they have underwritten or sub-underwritten)? $75,000 3E.2e (iii) What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter? 3% sub-underwriting fee payable by the underwriter. 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Part 3F - Further Information

3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

Funds raised from the Entitlement Offer will allow the Company to continue marketing HCD's key product, HCD Multi-Flow®, to continue reviewing investment opportunities in the energy and energy technology space and general working capital requirements. 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No

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Appendix 3B - Proposed issue of securities

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3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No 3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue

Only open to shareholders that have a registered address on the Company's Share register in Australia or New Zealand

3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities No 3F.6 URL on the entity's website where investors can download information about the proposed issue

• https://www.hcdinvestor.com/irm/content/asx announcements.aspx?RID=8

3F.7 Any other information the entity wishes to provide about the proposed issue

3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes

3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of: The publication of a +disclosure document or +PDS for the +securities proposed to be issued

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