Opthea Ltd — Capital/Financing Update 2017

Apr 11, 2017

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12 April 2017

The Manager Market Announcements Office ASX Limited Level 4, North Tower, Rialto 525 Collins Street MELBOURNE VIC 3000

Dear Sir/Madam,

Notice under section 708A(5)(e) of the Corporations Act 2001 (Cth)

This notice is given by Opthea Limited ACN 006 340 567 (ASX Code: OPT) ( Opthea ) under section 708A(5)(e) of the Corporations Act 2001 (Cth) ( Corporations Act ) as modified by the Australian Securities and Investments Commission Corporations (Non-Traditional Rights Issues) Instrument 2016/84.

Opthea has today issued 37,914,377 fully paid ordinary shares in Opthea ( Placement Shares ) to certain professional and sophisticated investors in accordance with the announcement by Opthea on 3 April 2017.

Opthea advises that:

• (a) the Placement Shares will be offered for issue without disclosure to investors under Part 6D.2 of the Corporations Act;

• (b) as at the date of this notice, Opthea has complied with:

  • (i) the provisions of Chapter 2M of the Corporations Act as they apply to Opthea; and

  • (ii) section 674 of the Corporations Act; and

• (c) as at the date of this notice, there is no “excluded information” of the type referred to in sections 708A(7) and 708A(8) of the Corporations Act.

Yours sincerely,

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Mike Tonroe Company Secretary Opthea Limited

Opthea Limited, Suite 0403, Level 4, 650 Chapel Street, South Yarra, Victoria 3141, Australia A.C.N. 006 340 567 l Telephone: +61 3 9826 0399 l Website: www.opthea.com