POLARX LIMITED — Capital/Financing Update 2019

Jun 6, 2019

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7 June 2019

ASX Limited Level 40, Central Park 152‐158 St Georges Terrace PERTH WA 6000

Dear Sir/Madam

ENTITLEMENT OFFER CLEANSING NOTICE UNDER SECTION 708AA(2)(F) CORPORATIONS ACT

This notice is given by PolarX Limited (ACN 161 615 783) (ASX Code: PXX) ( Company ) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) ( Act ), as notionally modified by ASIC Corporations (Non‐Traditional Rights Issues) Instrument 2016/84 ( ASIC Instrument ).

On 7 June 2019 the Company announced a non‐renounceable pro rata entitlement offer of 1 fully paid ordinary shares ( New Shares ) for every 7 fully paid ordinary shares held as at 5.00pm (WST) on 13 June 2019 ( Record Date ) to shareholders with a registered address in Australia, New Zealand, Canada, Singapore, Hong Kong and the United Kingdom ( Eligible Shareholders ) ( Entitlement Offer ).

Pursuant to the Entitlement Offer, the Company will issue approximately 53,244,662 New Shares at an issue price of $0.08 each, to raise approximately $4.26 million (before costs).

Further details regarding the Entitlement Offer are set out in the ASX announcement preceding this notice.

The Company states that:

• (a) the Company will offer the New Shares for issue without disclosure to investors under Part 6D.2 of the Act, as notionally modified by the ASIC Instrument;

• (b) the Company is providing this notice under section 708AA(2)(f) of the Act, as notionally modified by the ASIC Instrument ;

• (c) as at the date of this notice, the Company has complied with:

  - (i) the provisions of Chapter 2M of the Act as they apply to the Company; and 
  
  - (ii) section 674 of the Act; 
  

• (d) as at the date of this notice, there is no “excluded information” within the meaning of sections 708AA(8) and 708AA(9) of the Act as notionally modified by the ASIC Instrument; and

• (e) the potential effect that the issue of the New Shares under the Entitlement Offer will have on the control of the Company is as follows:

  • (i) if all eligible shareholders as at the Record Date take up their full entitlements, the Entitlement Offer will have no effect on the control of the Company;

  • (ii) if some shareholders do not take up their entitlements (whether because they are ineligible shareholders or otherwise), their interest in the Company will be diluted. The interests of shareholders who only take up part of their entitlement will also be diluted but to a lesser extent;

PolarX Limited | +61 8 6465 5500 | +61 8 6465 5599 | www.polarx.com.au Suite 1, 245 Churchill Avenue, Subiaco, Western Australia 6008

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• (iii) the proportional interests of shareholders with an address outside of Australia, New Zealand, Singapore, Canada, Hong Kong and the United Kingdom will be diluted because such shareholders are not entitled to participate in the Entitlement Offer; and

• (iv) the potential effect that the Entitlement Offer will have on the control of the Company and the consequences of that effect will depend on a number of factors, including investor demand and existing shareholdings. However, having regard to the terms of the Entitlement Offer which is structured as a pro rata issue, the shortfall offer to be offered in conjunction with the Entitlement Offer and the underwriting arrangements in place for the Entitlement Offer, at this time, the Entitlement Offer is not expected to have any material effect on the control of the Company and, as a result, there is not expected to be any consequences flowing from that effect.

Yours sincerely

Ian Cunningham Company Secretary

PolarX Limited | +61 8 6465 5500 | +61 8 6465 5599 | www.polarx.com.au Suite 1, 245 Churchill Avenue, Subiaco, Western Australia 6008

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