JAYRIDE GROUP LIMITED — Capital/Financing Update 2025

Feb 23, 2025

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Announcement Summary

Entity name

JAYRIDE GROUP LIMITED

Announcement Type

New announcement

Date of this announcement

24/2/2025

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
JAY	ORDINARY FULLY PAID	1,431,473,826

Ex date

26/2/2025

+Record date

27/2/2025

Offer closing date

18/3/2025

Issue date

21/3/2025

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities

1 / 6

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

Part 1 - Entity and announcement details

1.1 Name of +Entity

JAYRIDE GROUP 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

ACN

Registration Number

155285528

1.3 ASX issuer code

JAY

1.4 The announcement is

New announcement

1.5 Date of this announcement

24/2/2025

1.6 The Proposed issue is:

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

1.6a The proposed standard +pro rata issue is:

• Renounceable

Appendix 3B - Proposed issue of securities

2 / 6

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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

JAY : 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? No No

Details of +securities proposed to be issued

ASX +security code and description

JAY : ORDINARY FULLY PAID

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

ISIN Code for the tradable rights created under a renounceable right 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

6 1

Appendix 3B - Proposed issue of securities

3 / 6

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to rounding) Fractions rounded up to the next 1,431,473,826 whole number 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

An eligible shareholder may participate in the Top-Up Facility with no limit, subject to the allocation policy to be set out in the Offer Booklet. Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements The Company will reserve the final discretion on allocations.

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Part 3C - Timetable

3C.1 +Record date

27/2/2025

3C.2 Ex date 26/2/2025 3C.3 Date rights trading commences

26/2/2025

3C.4 Record date

27/2/2025

Appendix 3B - Proposed issue of securities

4 / 6

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue 4/3/2025 3C.6 Offer closing date 18/3/2025 3C.7 Last day to extend the offer closing date 13/3/2025 3C.8 Date rights trading ends 11/3/2025 3C.9 Trading in new +securities commences on a deferred settlement basis 12/3/2025 3C.11 +Issue date and last day for entity to announce results of +pro rata issue 21/3/2025 3C.12 Date trading starts on a normal T+2 basis 24/3/2025 3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis 26/3/2025 Part 3E - Fees and expenses 3E.1 Will there be a lead manager or broker to the proposed offer? No 3E.2 Is the proposed offer to be underwritten? Yes 3E.2a Who are the underwriter(s)? Brett Partridge 3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)? $1 million 3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)? 5% on funds underwritten 3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated Termination events set out in ASX release dated 24 February 2025 and Offer Booklet. 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? Brett Partridge

Appendix 3B - Proposed issue of securities

5 / 6

Appendix 3B - Proposed issue of securities

==> picture [21 x 22] intentionally omitted <==

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)?

$1 million

3E.2e (iii) What fee, commission or other consideration is payable to them for acting as underwriter or sub-underwriter?

5% on funds underwritten

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

The Company may pay a fee of up to 5% for the placement of any shortfall.

Part 3F - Further Information

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

General operational working capital. Further information set out in 24 February 2025 announcement.

3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue?

No

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

China and Hong Kong, Germany, Indonesia, Israel, New Zealand, Norway, Singapore, United Kingdom, United States of America

3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes

3F.5a Please provide further details of the offer to eligible beneficiaries

Nominees with registered addresses in the eligible jurisdictions, may participate in the Entitlement Offer in respect of some or all of the beneficiaries on whose behalf they hold Shares, provided that the applicable beneficiary would satisfy the criteria for an Eligible Shareholder.

3F.6 URL on the entity's website where investors can download information about the proposed issue

https://www.jayride.com/investors/ which will be updated closer to launch

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

Further information was released contemporaneously with this Appendix 3B on 24 February 2025 and additional information will be released with the Offer Booklet in coming days.

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)? No

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 cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

Appendix 3B - Proposed issue of securities

6 / 6