ION VIDEO LTD — Capital/Financing Update 2019

Dec 2, 2019

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).	must complete the relevant sections (attach sheets if there is not enough space).
1	+Class of+securities issued or to be	Ordinary Shares
	issued
2	Number of+securities issued or to	275,000 ordinary shares
	be issued (if known) or maximum
	number which may be issued
3	Principal terms of the+securities	275,000 ordinary shares
	(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)

• See chapter 19 for defined terms.

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Appendix 3B Page 1

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 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 6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of+securities issued under an exception in rule 7.2	Yes
	Nil for shares issued as non-cash consideration for consultancy fee.
	Issued as non-cash consideration for consultancy fee.
	Yes
	26 November 2019
	275,000 ordinary shares
	n/a
	n/a
	n/a

• See chapter 19 for defined terms.

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Appendix 3B Page 2

6g 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. 6h 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 6i 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) 9 Number and+class of all+securities not quoted on ASX (_including_the +securities in section 2 if applicable)	n/a	n/a
	n/a
	7.1 – 163,980,542 7.1A – 116,637,028
	3 December 2019 – 275,000 ordinary shares
	Number	+Class
	1,169,145,280	Fully paid ordinary shares.
	3,375,000 3,375,000 3,375,000	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.

• 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)	3,375,000 1,875,000 2,000,000 1,000,000 2,200,000 2,000,000 5,687,500 2,000,000 1,500,000 300,000 2,000,000 Options exercisable at $0.085 each on or before 31 Dec 2019. Options via ESOP exercisable at $0.045 each on or before 30 June 2021. Options via ESOP exercisable at $0.05 each on or before 30 June 2021. Options exercisable at $0.17 each on or before 8 Feb 2020. Options exercisable at $0.06 each on or before 30 June 2020. Options exercisable at $0.06 each on or before 15 Feb 2022. Options via ESOP exercisable at $0.06 each on or before 31 Dec 2022. Options exercisable at $0.053 each on or before 15 April 2022. Options via ESOP exercisable at $0.0353 each on or before 29 May 2023. Options via ESOP exercisable at $0.0359 each on or before 3 Jun 2023. Options exercisable at $0.0495 each on or before 30 September 2022.
	The Directors do not anticipate declaring a dividend in the foreseeable future.

• See chapter 19 for defined terms.

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Appendix 3B Page 4

Part 2 - Pro rata issue

art 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 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	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
	Not applicable
	Not applicable

• See chapter 19 for defined terms.

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Appendix 3B Page 5

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

• See chapter 19 for defined terms.

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Appendix 3B Page 6

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

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

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• See chapter 19 for defined terms.

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Appendix 3B Page 7

• 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)

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Number +Class

42 Number and[+] class of all[+] securities quoted on ASX ( including the +securities in clause 38)

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.

• See chapter 19 for defined terms.

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Appendix 3B Page 8

• 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.

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Giuseppe Rinarelli Company Secretary 3 December 2019

== == == == ==

• See chapter 19 for defined terms.

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Appendix 3B Page 9

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

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Insert number of fully paid [+] ordinary 938,097,548
securities on issue 12 months before the
+ issue date or date of agreement to issue
Add the following: 1,000,000 (shares issued 20 March 2019
on conversion of 5 cent options)
• Number of fully paid [+] ordinary
securities issued in that 12 month 71,428,572 (April 2019 placement shares
period under an exception in rule 7.2 issued as ratified and approved by
shareholders at 7 June 2019 General
• Number of fully paid [+] ordinary Meeting)
securities issued in that 12 month
period with shareholder approval 28,571,430 (July 2019 placement shares
issued to directors or their nominees as
• Number of partly paid [+] ordinary approved by shareholders at 7 June 2019
securities that became fully paid in that General Meeting)
12 month period
127,272,730 (September 2019 placement
Note: shares issued as ratified and approved by
• Include only ordinary securities here – shareholders at 26 November 2019 Annual
other classes of equity securities General Meeting)
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
Subtract the number of fully paid Nil
+ ordinary securities cancelled during that
12 month period
“A” 1,166,370,280
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• See chapter 19 for defined terms.

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Appendix 3B Page 10

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Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply “A” by 0.15 174,955,542
Step 3: Calculate “C”, the amount of placement capacity under rule
7.1 that has already been used
Insert number of [+] equity securities issued 1,250,000 (13 December 2018 issue of
or agreed to be issued in that 12 month fully paid ordinary shares)
period not counting those issued:
4,200,000 (15 February 2019 issue of
• Under an exception in rule 7.2 unlisted options)
• Under rule 7.1A 1,250,000 (28 June 2019 issue of fully paid
ordinary shares)
• With security holder approval under
rule 7.1 or rule 7.4 2,000,000 (19 August 2019 issue of
unlisted options)
Note:
• This applies to equity securities, unless 2,000,000 (21 September 2019 issue of
specifically excluded – not just ordinary unlisted options)
securities
• Include here (if applicable) the 275,000 (3 December 2019 issue of fully
securities the subject of the Appendix paid ordinary shares)
3B to which this form is annexed
• It may be useful to set out issues of
securities on different dates as
separate line items
“C” 10,975,000
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 174,955,542
Step 2
Subtract “C”
Note: number must be same as shown in 10,975,000
Step 3
Total [“A” x 0.15] – “C” 163,980,542
[Note: this is the remaining placement
capacity under rule 7.1]
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• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 11

Part 2

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Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
“A” 1,166,370,280
Note: number must be same as shown in
Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply “A” by 0.10 116,637,028
Step 3: Calculate “E”, the amount of placement capacity under rule
7.1A that has already been used
Insert number 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
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• See chapter 19 for defined terms.

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Appendix 3B Page 12

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	116,637,028
Subtract“E” Note: number must be same as shown in Step 3	-
Total[“A” x 0.10] – “E”	116,637,028 Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 13

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www.linius.com (ASX: LNU)

Linius Technologies Limited ACN 149 796 332 Suite 13, Level 3, 299 Toorak Road South Yarra, Victoria, 3141

3 December 2019

CLEANSING NOTICE UNDER SECTION 708A OF THE CORPORATIONS ACT

Linius Technologies Limited (ASX: LNU) (Company) advises that today it has issued 275,000 fully paid ordinary shares ( New Shares ) as non-cash consideration for a consultancy fee.

This notice is given by the Company under section 708A(5)(e) of the Corporations Act 2001 ( Act ). The Company advises that:

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

• (b) as at the date of this notice, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act; and

• (c) as at the date of this notice, there is no “excluded information” within the meanings of sections 708A(7) and 708A(8) of the Act.

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Giuseppe Rinarelli Company Secretary