Life360, Inc. — Share Issue/Capital Change 2021

Jul 1, 2021

Notification of Issue, Conversion or Payment up of Unquoted Equity Securities

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Announcement Summary

Entity name

LIFE360 INC.

Date of this announcement

Friday July 02, 2021

The +securities the subject of this notification are: Other

Total number of +securities to be issued/transferred

		Total number of
ASX +security		+securities to be
code	Security description	issued/transferred	Issue date
New class - code	Convertible Notes	176,422	01/07/2021
to be confirmed
New class - code	Warrants	88,213	01/07/2021
to be confirmed
New class - code	Warrants	44,106	01/07/2021
to be confirmed
New class - code	Warrants	44,106	01/07/2021
to be confirmed

Refer to next page for full details of the announcement

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Part 1 - Entity and announcement details

1.1 Name of entity

LIFE360 INC.

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type

ARBN

Registration number

629412942

1.3 ASX issuer code

360

1.4 The announcement is

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New announcement

1.5 Date of this announcement

2/7/2021

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Part 2 - Issue details

2.1 The +securities the subject of this notification are:

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Other

Please specify

Convertible Notes and Warrants

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:

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does not have an existing ASX security code ("new class")

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Part 3C - number and type of +securities the subject of this notification (new class) where issue has not previously been notified to ASX in an Appendix 3B

New +securities ASX +security code +Security description New class - code to be confirmed Convertible Notes +Security type ISIN code +Convertible debt securities US532206AA77 Date the +securities the subject of this notification were issued 1/7/2021 Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? Yes Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. Refer to Cleansing Notice Lodged with this announcement

+Convertible debt securities Details

Type of +security Convertible note or bond +Security currency Face value Interest rate type USD - US Dollar USD 2,110,000.00000000 Fixed rate Frequency of coupon/interest payments per year First interest payment date Annual 2/7/2022 Interest rate per annum Is the interest rate per annum estimated at this time? No 4.00 %

s128F of the Income Tax Assessment Act status applicable to the +security

Not applicable

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Is the +security perpetual (i.e. no maturity)?

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No

Maturity date

1/7/2026

Select other feature(s) applicable to the +security

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Convertible Redeemable

Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)? No

Details of the existing class of +security that will be issued if the securities are converted, transformed or exchanged

Other

Description

If the securities are converted, 529,266 CDIs (ASX:360) will be issued

Any other information the entity wishes to provide about the +securities the subject of this notification

The securities were issued in connection with the formation of the Company's Family Advisory Council as announced to the ASX on 29 June 2021. The Convertible Notes have an aggregate face value of US$2,110,000

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

The issue of the securities occurred on the same date that the Company entered into documentation under which it agreed to issue the securities.

Issue details

Number of +securities

176,422

Were the +securities issued for a cash consideration?

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Yes

In what currency was the cash consideration being What was the issue price per +security? paid? USD - US Dollar USD 11.95995900

Purpose of the issue

Other

Additional Details

Issued re the formation of the Company's Family Advisory Council announced to ASX on 29-6-21.

New +securities

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ASX +security code +Security description New class - code to be confirmed Warrants +Security type ISIN code Options US5322061178

Date the +securities the subject of this notification were issued

1/7/2021

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

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1?

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Yes

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued.

Refer to Cleansing Notice Lodged with this announcement

Options Details

+Security currency USD - US Dollar

Exercise price Expiry date USD 0.01000000 1/7/2022

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

Other

Description

CDIs (ASX:360)

Any other information the entity wishes to provide about the +securities the subject of this notification

The securities were issued in connection with the formation of the Company's Family Advisory Council as announced to the ASX on 29 June 2021.

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

The issue of the securities occurred on the same date that the Company entered into documentation under which it agreed to issue the securities.

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Issue details

Number of +securities

88,213

Were the +securities issued for a cash consideration? No

Please describe the consideration being provided for the +securities

The Company granted , in the aggregate, 176,425 warrants over shares In connection with the Convertible Note Offer.

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----- Start of picture text -----

Purpose of the issue
Other
Additional Details
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Issued re the formation of the Company's Family Advisory Council announced to ASX on 29-6-21.

New +securities ASX +security code +Security description New class - code to be confirmed Warrants +Security type ISIN code Options US5322061251 Date the +securities the subject of this notification were issued 1/7/2021 Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? Yes Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued. Refer to Cleansing Notice Lodged with this announcement

Options Details +Security currency Exercise price Expiry date USD - US Dollar USD 11.96000000 1/7/2026

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Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

Other

Description

CDIs (ASX:360)

Any other information the entity wishes to provide about the +securities the subject of this notification

The securities were issued in connection with the formation of the Company's Family Advisory Council as announced to the ASX on 29 June 2021.

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

The issue of the securities occurred on the same date that the Company entered into documentation under which it agreed to issue the securities.

Issue details

Number of +securities

44,106

Were the +securities issued for a cash consideration?

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No

Please describe the consideration being provided for the +securities

The Company granted , in the aggregate, 176,425 warrants over shares In connection with the Convertible Note Offer.

Purpose of the issue

Other

Additional Details

Issued re the formation of the Company's Family Advisory Council announced to ASX on 29-6-21.

New +securities

ASX +security code +Security description

New class - code to be confirmed Warrants

+Security type ISIN code Options US5322061135

Date the +securities the subject of this notification were issued

1/7/2021

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

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1? Yes

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued.

Refer to Cleansing Notice Lodged with this announcement

Options Details

+Security currency USD - US Dollar

Exercise price Expiry date USD 11.96000000 1/7/2026

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

Other

Description

CDIs (ASX:360)

Any other information the entity wishes to provide about the +securities the subject of this notification

The securities were issued in connection with the formation of the Company's Family Advisory Council as announced to the ASX on 29 June 2021.

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

The issue of the securities occurred on the same date that the Company entered into documentation under which it agreed to issue the securities.

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Issue details

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Number of +securities

44,106

Were the +securities issued for a cash consideration?

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No

Please describe the consideration being provided for the +securities

The Company granted , in the aggregate, 176,425 warrants over shares In connection with the Convertible Note Offer.

Purpose of the issue

Other

Additional Details

Issued re the formation of the Company's Family Advisory Council announced to ASX on 29-6-21.

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Part 4 - +Securities on issue

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Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of the entity will comprise:

(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one application for quotation/issuance currently with ASX for processing.)

4.1 Quoted +Securities (Total number of each +class of +securities quoted)

	Total number of
ASX +security code and description	+securities on issue
360 : CDI 3:1 US PERSON PROHIBITED EXCLUDING QIB	151,549,074
4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)
	Total number of
ASX +security code and description	+securities on issue
360AQ : OPTION EXPIRING 03-JAN-2027 EX USD 8.95	120,000
360AAT : OPTION EXPIRING 26-MAY-2027 EX USD 13.24	221,063
360AAU : RESTRICTED STOCK UNITS EX 26-MAY-2031	24,563
360AB : RESTRICTED STOCK UNIT	207,471
360AA : OPTION EXP VAR DATES VAR PRICES	5,201,883
360AC : WARRANTS	95,576
360AH : OPTION EXPIRING 06-JUL-2030 EX USD 5.33	441,914
360AG : OPTION EXPIRING 03-JUN-2030 EX USD 4.06	20,000
360AR : RESTRICTED STOCK UNITS EX 03-JAN-2031	35,000
360AAA : OPTION EXPIRING 05-JAN-2030 EX USD 6.33	99,000
360AAB : RESTRICTED STOCK UNITS EX 05-JAN-2030	87,940
360AAC : OPTION EXPIRING 06-AUG-2029 EX USD 7.56	30,000
360AAD : RESTRICTED STOCK UNITS EX 06-AUG-2029	8,354

4.2 Unquoted +Securities (Total number of each +class of +securities issued but not quoted on ASX)

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
360AY : OPTION EXPIRING 28-APR-2027 EX USD 13.35	197,009
360AZ : RESTRICTED STOCK UNITS EX 28-APR-2031	60,564
360AI : OPTION EXPIRING 29-JUL-2030 EX USD 7.28	230,000
360AE : OPTION EXPIRING 23-FEB-2030 EX USD 5.80	250,000
360AF : OPTION EXPIRING 18-MAY-2030 EX USD 3.58	530,514
360AD : 3:1 CDI EQUIVALENT TO RESTRICTED STOCK UNITS	8,495,454
360AM : RESTRICTED STOCK UNITS EX 17-OCT-2030	22,250
360AO : RESTRICTED STOCK UNITS EX 01-NOV-2030	100,834
360AN : OPTION EXPIRING 17-OCT-2026 EX USD 8.45	167,658
360AL : RESTRICTED STOCK UNITS EX 05-OCT-2030	40,896
360AX : RESTRICTED STOCK UNITS EX 06-APR-2031	499,999
360AJ : OPTION EXPIRING 07-SEP-2026 EX USD 9.04	110,000
360AK : RESTRICTED STOCK UNITS EX 07-SEP-2030	426,195
360AP : RESTRICTED STOCK UNITS EX 06-DEC-2030	58,000
360AW : OPTION EXPIRING 06-APR-2027 EX USD 11.12	163,667
360AS : RESTRICTED STOCK UNITS EX 28-FEB-2031	75,500
360AAE : RESTRICTED STOCK UNITS EX 03-NOV-2029	38,438
360AAF : RESTRICTED STOCK UNITS EX 02-DEC-2029	18,375
360AAG : RESTRICTED STOCK UNITS EX 03-FEB-2030	61,589
360AAH : RESTRICTED STOCK UNITS EX 23-FEB-2030	18,750
360AAI : RESTRICTED STOCK UNITS EX 09-MAR-2030	408,180
360AAJ : OPTION EXPIRING 09-MAR-2030 EX USD 4.58	17,812
360AAK : RESTRICTED STOCK UNITS EX 06-APR-2030	211,991

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Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
360AAL : OPTION EXPIRING 06-APR-2030 EX USD 4.35	200,000
360AAM : RESTRICTED STOCK UNITS EX 04-MAY-2030	25,000
360AAN : RESTRICTED STOCK UNITS EX 03-JUN-2030	102,890
360AAO : RESTRICTED STOCK UNITS EX 06-JUL-2030	83,546
360AAQ : RESTRICTED STOCK UNITS EX 03-AUG-2030	15,000
360AAR : OPTION EXPIRING 02-MAY-2027 EX USD 13.27	80,000
360AAS : RESTRICTED STOCK UNITS EX 02-MAY-2031	41,500
360AU : RESTRICTED STOCK UNITS EX 01-FEB-2031	123,876
360AT : OPTION EXPIRING 01-FEB-2027 EX USD 8.89	100,000
360AV : OPTION EXPIRING 14-MAR-2027 EX USD 10.35	55,000
New class - code to be confirmed : Convertible Notes	176,422
New class - code to be confirmed : Warrants	88,213
New class - code to be confirmed : Warrants	44,106
New class - code to be confirmed : Warrants	44,106

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Part 5 - Other Listing Rule requirements

5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No

5.2b Are any of the +securities being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

5.2b.1 How many +securities are being issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1?

529,266 CDIs (represented by176,425 Warrants (in 3 tranches))

5.2c Are any of the +securities being issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

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