NANOLLOSE LIMITED — Capital/Financing Update 2021

Apr 22, 2021

Proposed issue of securities

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Update Summary

Entity name

NANOLLOSE LIMITED

Announcement Type

Update to previous announcement

Date of this announcement

Friday April 23, 2021

Reason for update to a previous announcement

Update to increase the number of Options proposed to be issued, as a result of the additional 1,000,000 Shares proposed to be issued (subject to shareholder approval) under the placement, as disclosed in the Appendix 3B released today.

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

NANOLLOSE 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.

1.2 Registered Number Type

ABN

Registration Number

13601676377

1.3 ASX issuer code

NC6

1.4 The announcement is

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Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Update to increase the number of Options proposed to be issued, as a result of the additional 1,000,000 Shares proposed to be issued (subject to shareholder approval) under the placement, as disclosed in the Appendix 3B released today.

1.4b Date of previous announcement(s) to this update

Monday April 19, 2021

1.5 Date of this announcement

Friday April 23, 2021

1.6 The Proposed issue is:

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A non-+pro rata offer of +securities under a +disclosure document or +PDS

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Part 5 - Details of proposed non-pro rata offer under a disclosure document or PDS

Part 5A - Conditions

5A.1 - Are any of the following approvals required for the non-+pro rata offer of +securities under a +disclosure document or +PDS? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity Yes

5A.1a Conditions

Approval/Condition	Date for determination	Is the date estimated or	** Approval
+Security holder approval	Friday June 4, 2021	actual?	received/condition met?
		Estimated

Comments

The Company will seek shareholder approval at a meeting to be convened as soon as practicable.

Part 5B - Offer details

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? New class

Details of +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? Yes No ASX +security code +Security description New class-code to be confirmed NC6OPT5 - Listed Options

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+Security type Options The number of +securities to be offered under the +disclosure document or +PDS 22,268,637 Will the offer be conditional on applications for a minimum number of +securities being received or a minimum amount being raised (i.e. a minimum subscription condition)? No Will individual security holders be required to accept the offer for a minimum number or value of +securities (i.e. a minimum acceptance condition)? No Will individual security holders be limited to accepting the offer for a maximum number or value of +securities (i.e. a maximum acceptance condition)? No Reason for the update of 'Maximum Number of +securities proposed to be issued' Offer price details Has the offer price been determined? No How and when will the offer price be determined? The Options are being issued for nil cash consideration. 7,500,000 Options are being issued as consideration for capital raising services provided by the Company's corporate advisor. The remaining 14,768,637 Options are being issued free-attaching on a 1:2 basis, to shares issued under the placement announced by the Company on 19 April 2021 and updated on 23 April 2021. Will the offer price be determined by way of a bookbuild? No Oversubscription & Scale back details Will the entity be entitled to accept over-subscriptions? No Will a scale back be applied if the offer is over-subscribed? No Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

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Options details

+Security currency AUD - Australian Dollar

Exercise price AUD 0.1500

Expiry date Saturday June 15, 2024

Details of the type of +security that will be issued if the option is exercised

NC6 : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

One fully paid ordinary share.

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.

Full terms of the Options will be disclosed in a Notice of Meeting to be released by the Company in due course.

The expiry date above is an estimate only. The expiry date will be the date that is three years from the date of issue.

Part 5C - Timetable

5C.1 Lodgement date of +disclosure document or +PDS with ASIC

Monday June 7, 2021

5C.2 Date when +disclosure document or +PDS and acceptance forms will be made available to investors

Tuesday June 8, 2021

5C.3 Offer open date

Tuesday June 8, 2021

5C.4 Closing date for receipt of acceptances

Friday June 11, 2021

5C.6 Proposed +issue date

Tuesday June 15, 2021

Part 5D - Listing Rule requirements

5D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? Yes

5D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 Friday June 4, 2021

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5D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? No

Part 5E - Fees and expenses

5E.1 Will there be a lead manager or broker to the proposed offer? Yes

5E.1a Who is the lead manager/broker?

Peak Asset Management are the lead manager to the placement to which the 14,768,637 Options are free attaching.

5E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

Peak Asset Management will receive a capital raising fee of 6% of funds raised under the placement announced 19 April 2021 and updated on 23 April 2021, and will be issued the 7,500,000 Options under this Appendix 3B.

5E.2 Is the proposed offer to be underwritten?

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No

5E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No

5E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Part 5F - Further Information

5F.01 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

No funds will be raised under these offers. The proceeds of the placement will further strengthen the Company's balance sheet, placing Nanollose in a strong position to further advance the development and commercialisation of its nullarbor lyocell fibre.

5F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No

5F.2 Please explain the entity's allocation policy for the offer, including whether or not acceptances from existing +security holders will be given priority

14,768,637 Options will be issued to participants under the placement on the basis of 1 Option for every 2 Shares subscribed for. The remaining 7,500,000 Options are being issued to Peak Asset Management, for capital raising services provided in connection with the placement.

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5F.3 URL on the entity's website where investors can download the +disclosure document or +PDS

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https://nanollose.com/

5F.4 Any other information the entity wishes to provide about the proposed offer

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