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ONE CLICK GROUP LIMITED Capital/Financing Update 2020

Jun 23, 2020

64250_rns_2020-06-23_19b6ff41-6154-422f-b4a9-481de415cc3e.pdf

Capital/Financing Update

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24 JUNE 2020

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ASX RELEASE

RIGHTS ISSUE TO RAISE $1.58m

Highlights

  • Rights Issue to raise up to $1,583,823, with Shareholders entitled to two (2) new shares at an issue price of $0.001 each for every one (1) share held at the Record Date, together with one (1) free attaching listed option for every three (3) shares subscribed for under the Rights Issue.

  • Partially underwritten by Canaccord Genuity to an amount of $1,000,000.

  • The net funds raised through the Rights Issue will be used to support sales & marketing and research & development activities of the Company and to provide necessary working capital.

UUV Aquabotix Limited (ASX:UUV) (UUV or the Company) is pleased to announce a partially underwritten pro-rata renounceable Rights Issue to raise up to approximately $1,583,823, with eligible Shareholders entitled to two (2) new shares at an issue price of $0.001 each for every one (1) share held at the Record Date, together with one (1) free attaching listed option for every three (3) shares subscribed for under the Rights Issue. Each free attaching listed option will be exercisable at $0.001 and will expire three years from the date of issue.

Eligible shareholders will comprise those Shareholders with a registered address in Australia, New Zealand or who are otherwise eligible under all applicable securities laws to receive an offer to participate in the Rights Issue. The Rights Issue is partially underwritten by Canaccord Genuity (Australia) Limited to a maximum amount of $1,000,000. The Underwriter is also acting as Lead Manager to the Rights Issue.

Shares issued under the Rights Issue will rank equally with existing shares on issue on the Record Date. The Company will make an application for official quotation of the new shares and options proposed to be issued under the Rights Issue. Share entitlements are renounceable and will be tradeable on the ASX.

Up to approximately 1,583,822,550 shares and 527,940,850 options will be issued pursuant to the Rights Issue.

Use of Funds

The funds raised from the Rights Issue are planned to be used in accordance with the table set out below:

Item Proceeds Underwritten Amount % Full Subscription %
($) ($)
1 Research and
Development
252,033 25% 360,188 23%
2 Sales and Marketing 119,286 12% 204,286 13%
3 Expenses of the Rights
Issue
145,846 15% 183,331 11%

UUV Aquabotix Ltd ACN 616 062 072 CPC SE 5, 145 Stirling Highway, Nedlands WA 6009

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4 Working capital1 482,835 48% 836,018 53%
Total 1,000,000 100% 1,583,823 100%

Notes:

  1. Expected to include, but not limited to, employee compensation and executive management fees, development of technology roadmaps and innovation planning, overhead costs, accounting fees, directors' fees, legal fees, and funds allocated to consider potential acquisitions and the expenses of any such acquisitions.

The proposed use of funds is indicative only and may change according to circumstances prevailing at the time.

Indicative timetable

Further details of the Rights Issue, including details on how to accept, key risks of the Rights Issue and a summary of the key terms of the underwriting agreement will be set out in a prospectus which the Company intends to lodge on or about Wednesday 24 June 2020. Outlined below is a timetable of relevant events and dates relating to the Rights Issue. These events and dates are indicative only and subject to change. Subject to the ASX Listing Rules, the Corporations Act and other applicable laws, the Company’s Board reserves the right to modify all dates, including the Rights Issue closing date.

Event Date
Announcement of the Rights Issue and lodgement of
Appendix 3B with ASX
24 June 2020
Lodgement of Prospectus with the ASIC and ASX 24 June 2020
Ex date 29 June 2020
Rights quoted on a deferred settlement basis from market
open
29 June 2020
Record Date for determining Entitlements 5.00pm (WST) on 30 June
2020
Prospectus sent out to Eligible Shareholders and Opening
Date of the Rights Issue (deferred settlement trading in rights
ends at close of trading)
3 July 2020
Rights trading ends at close of trading 15 July 2020
Shares quoted on a deferred settlement basis from market
open
16 July 2020
Last day to extend the Closing Date of the Rights Issue 17 July 2020
Closing Date* 5.00pm (WST) on 22 July
2020
Announcement of results of the Rights Issue 24 July 2020
Issue date, Securities entered into Shareholders’ security
holdings and lodgement of Appendix 2A with ASX (deferred
settlement trading ends at market close)
28 July 2020
Quotation of Securities issued under the Rights Issue* 29 July 2020

Application for new shares and options under the Rights Issue may only be made by completing the Application Form which accompanies the prospectus. Shareholders eligible to participate in the Rights Issue should read the prospectus carefully and consult professional advisers as necessary.

The Company has also agreed to issue 333,333,333 options to the Underwriter on the same terms as the options to be issued under the Rights Issue as an underwriting fee. Additionally, in respect of the portion of the amount to be raised under the Rights Issue which is not underwritten (approximately $583,823), the Company has agreed to issue the Underwriter 1 option for every 3

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shares which are not subscribed for by eligible shareholders and which are placed by the Underwriter to third parties (up to a maximum of an additional 194,607,517 options), again on the same terms as the options to be issued under the Rights Issue. The issue of these options will be subject to shareholder approval.

Authority

This announcement has been authorised for release by the Board of UUV Aquabotix Ltd.

Further Information

Whitney Million Winton Willesee Chief Executive Officer Joint Company Secretary [email protected] [email protected] Ph +1 508 306 9503 ext. 401 Ph +61410 667 844

About UUV Aquabotix Limited

Based in Australia, and Virginia and Massachusetts, USA, Aquabotix is an established underwater robotics company which manufactures and sells commercial and industrial-grade underwater drones for commercial, high-end consumer and military applications. It is also the first company globally that is offering commercially-available swarming underwater drones. Please visit www.aquabotix.com

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