ION VIDEO LTD — Capital/Financing Update 2018

May 30, 2018

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, 04/03/13

Name of entity

LINIUS TECHNOLOGIES LIMITED

ABN

84 149 796 332

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)	Fully paid ordinary shares Listed options Unlisted options
	2,083,334 fully paid ordinary shares 1,041,667 listed options 1,000,000 unlisted options
	Fully paid ordinary shares issued at 12 cents per share. Listed options with exercise price of 16 cents and expiring 30 Sept 2019. Unlisted options with exercise price of 17 cents and expiring 8 Feb 2020

• See chapter 19 for defined terms.

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4 Do the[+] securities rank equally Yes 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 12 cents per share fully paid ordinary shares Nil - listed options Nil – Unlisted options 6 Purpose of the issue Placement securities issued to a director (If issued as consideration for following approval at general meeting. the acquisition of assets, clearly identify those assets) 1,000,000 unlisted options as consideration for consultant services 6a Is the entity an[+] eligible entity Yes 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 28 November 2017 resolution under rule 7.1A was passed 6c Number of[+] securities issued n/a without security holder approval under rule 7.1 6d Number of[+] securities issued n/a with security holder approval under rule 7.1A

• See chapter 19 for defined terms.

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6e Number of[+] securities issued 2,083,334 fully paid ordinary shares with security holder approval 1,041,667 listed options under rule 7.3, or another Placement shares and options issued to specific security holder approval Director as approved at general meeting on (specify date of meeting) 26 April 2018. 6f Number of[+] securities issued n/a 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 7.1 – 81,564,362 issue capacity under rule 7.1 and 7.1A – 91,376,421 rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Fully paid shares – 25 May 2018 Note: The issue date may be prescribed by Listed options – 25 May 2018 ASX (refer to the definition of issue date in Unlisted options – 28 May 2018 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. Number +Class 8 Number and +class of all 912,680,880 Fully paid ordinary +securities quoted on ASX shares. ( including the +securities in section 2 if applicable) 50,625,016 Options exercisable at 16 cents, expiring on 30 September 2019.

• See chapter 19 for defined terms.

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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
	61,500,000 11,500,000 63,760,000 3,375,000 3,375,000 3,375,000 3,375,000 10,000,000 3,750,000 2,000,000	Options exercisable at $0.05 each on or before 31 March 2019 Options exercisable at $0.045 each on or before 30 November 2019. Options exercisable at $0.075 each on or before 30 May 2019. Options exercisable at $0.07 each on or before 31 Dec 2019. Options exercisable at $0.075 each on or before 31 Dec 2019. Options exercisable at $0.08 each on or before 31 Dec 2019. Options exercisable at $0.085 each on or before 31 Dec 2019. Options exercisable at $0.22 each on or before 30 Sept 2019. Options via ESOP exercisable at $0.045 each on or before 30/6/2021. Options via ESOP exercisable at $0.05 each on or before 30/6/2021.
	The Directors do not anticipate declaring a dividend in the foreseeable future.

Part 2 - Pro rata issue

• See chapter 19 for defined terms.

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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 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	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable

• See chapter 19 for defined terms.

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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	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable
	Not applicable

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.

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• (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

Entities that have ticked box 34(b)

• 38 Number of[+] securities for which 2,083,334 shares +quotation is sought 1,041,667 options

• 39 +Class of +securities for which Ordinary fully paid shares quotation is sought Listed options exercisable at $0.16 and expiring Sept 2019.

• See chapter 19 for defined terms.

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40 Do the[+] securities rank equally in Yes. 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

Securities approved at general meeting for issue to director.

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)	Number	+Class
	914,764,214 51,666,683	Ordinary fully paid shares Options (exercisable at 16 cents, expiring 30 Sept 2019)

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.

• See chapter 19 for defined terms.

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• 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.

Stephen Kerr Company Secretary 31 May 2018

== == == == ==

• See chapter 19 for defined terms.

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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

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

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 of fully paid+ordinary securities on issue 12 months before the +issue date or date of agreement to issue	679,190,880
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 • 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	30,000,000 (18 July 2017 placement to Village Roadshow and Kirby family interests, ratified by shareholders at 28/11/17 Annual General Meeting (AGM)) 85,000,000 (19 October 2017 placement to sophisticated investors, ratified by shareholders at 28/11/17 AGM) 5,000,000 (placement shares approved by shareholders at 28/11/17 AGM) 20,000,000 (restricted loan funded shares approved by shareholders at 28/11/17 AGM) 11,240,000 (shares issued on exercise of October 2017 7.5 cent placement options, approved by shareholders at 28/11/17 AGM. Multiple share issues over period 21/12/17 to 9/4/18) 81,250,000 (Feb 2018 placement to sophisticated investors, ratified by shareholders at 26 April 2018 GM) 2,083,334 (May 2018 placement shares issued to director as approved by shareholders at 26 April 2018 GM)
Subtractthe number of fully paid+ordinary securities cancelled during that 12 month period	Nil
“A”	913,764,214

• See chapter 19 for defined terms.

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Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	137,064,632
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	20,000,000 (21/12/2017 Issue of unlisted options – exercisable at $0.075, expiring on 30 May 2019) 13,500,000 (15/2/2018 Issue of unlisted options – 25% exercisable at $0.07, 25% exercisable at $0.075, 25% exercisable at $0.08, 25% exercisable at $0.085. All expiring on 31 Dec 2019) 10,000,000 (28/2/2018 issue of listed options – exercisable at 16 cents, expiring 30 Sept 2019) 10,000,000 (28/2/2018 issue of unlisted options – exercisable at 22 cents, expiring 30 Sept 2019) 1,000,000 (1/3/2018 issue of ordinary shares) 1,000,000 (28/5/2018 issue of unlisted options – exercisable as 17 cents, expiring 8 Feb 2020)
“C”	55,500,000
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	137,064,632
Subtract“C” Note: number must be same as shown in Step 3	55,500,000
Total[“A” x 0.15] – “C”	81,564,632 [Note: this is the remaining placement capacity under rule 7.1]

• See chapter 19 for defined terms.

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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	913,764,214
Step 2: Calculate 10% of “A”
“D”	0.10 Note: this value cannot be changed
Multiply“A” by 0.10	91,376,421
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
“E”	Nil

• See chapter 19 for defined terms.

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Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A	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	91,376,421
Subtract“E” Note: number must be same as shown in Step 3	Nil
Total[“A” x 0.10] – “E”	91,376,421 Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

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