SENSEN NETWORKS LIMITED — Capital/Financing Update 2015

Feb 18, 2015

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Orpheus Limited ACN 121 257 412

ABN

67 121 257 412

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1	+Class of +securities issued or tobe issued	Ordinary
2	Number of +securities issued or tobe issued (if known) or maximumnumber which may be issued	12,946,811 ordinary fully paid shares undertheentitlementissueannouncedon21November 2014. Offer is 1 share for every 3shares held (Rights Offer).
3	Principal terms of the +securities(e.g. if options, exercise price andexpirydate;ifpartlypaid+securities, the amount outstandingand due dates for payment; if+convertiblesecurities,theconversion price and dates forconversion)	Shares will be on identical terms as existingordinary fully paid shares. Issued at $0.02 pershare.

• See chapter 19 for defined terms.

4	Do the +securities rank equally inall respects from the +issue datewith an existing +class of quoted+securities?	The shares will rank equally with existingfully paid ordinary shares from the dateof allotment.
	If the additional +securities do notrank equally, please state:•the date from which they do•theextenttowhichtheyparticipateforthenextdividend, (in the case of a trust,distribution)orinterestpayment•the extent to which they do notrank equally, other than inrelation to the next dividend,distribution or interest payment
5	Issue price or consideration	$0.02 per share
6	Purpose of the issue(If issued as consideration for theacquisitionofassets,clearlyidentify those assets)	The capital raised from the Rights Offer will bedirected towards extinguishing a debt relatingto its coal business, working capital and to paythe costs of the Rights Offer.
6a	Is the entity an +eligible entity thathasobtainedsecurityholderapproval under rule 7.1A?	No
	If Yes, complete sections 6b – 6hin relation to the +securities thesubject of this Appendix 3B, andcomply with section 6i
6b	Thedatethesecurityholderresolution under rule 7.1A waspassed	N/A
6c	+securitiesNumberofissuedwithout security holder approvalunder rule 7.1	N/A
6d	Number of +securities issued withsecurity holder approval under rule7.1A	N/A

+ See chapter 19 for defined terms.

• 6e Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)
• 6f Number of +securities issued under an exception in rule 7.2
• 6g If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation.
• 6h If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
• 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements
• 7 +Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

		Number	+Class
8	+classNumberandofall+securitiesquotedonASX(including the +securities in section2 if applicable)	181,203,082	Fullypaidordinaryshares(includessharesundertheRights Offer)

N/A

N/A

N/A

N/A

N/A

Rights Offer – 19 February 2015

• See chapter 19 for defined terms.

9	+classNumberandofall+securities not quoted on ASX(including the +securities in section2 if applicable)	10,189,458	Unlistedoptionsexpiring on 30 June2017exercisableat$0.0607
10	Dividend policy (in the case of atrust, distribution policy) on theincreased capital (interests)	N/A

Part 2 - Pro rata issue

11	Issecurityholderapprovalrequired?	No
12	Is the issue renounceable or nonrenounceable?	Non-renounceable
13	Ratio in which the +securities willbe offered	1 new share for every 3 shares held at theRecord Date
14	+Class of +securities to which theoffer relates	Ordinary fully paid shares
15	+Recorddatetodetermineentitlements	5:00pm (AEST) 27 November 2014
16	Will holdings on different registers(or subregisters) be aggregated forcalculating entitlements?	No
17	Policy for deciding entitlements inrelation to fractions	Fractional entitlement will be rounded up
18	Names of countries in which theentity has security holders who willnot be sent new offer documentsNote: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.	All countries other than Australia and NewZealand, unless otherwise determined by thedirectors
19	Closingdateforreceiptofacceptances or renunciations	12 February 2015
20	Names of any underwriters	The Rights Offer is partially underwritten bythe Directors
21	Amount of any underwriting fee orcommission	$40.00

+ See chapter 19 for defined terms.

• See chapter 19 for defined terms.

23	Fee or commission payable to thebroker to the issue	N/A
24	Amount of any handling fee payableto brokers who lodge acceptancesorrenunciationsonbehalfofsecurity holders	N/A
25	If the issue is contingent on securityholders' approval, the date of themeeting	N/A
26	Date entitlement and acceptanceform and offer documents will besent to persons entitled	1 December 2014
27	If the entity has issued options, andthe terms entitle option holders toparticipate on exercise, the date onwhich notices will be sent to optionholders	N/Aastheoptionsonissue cannot beexercised during the period of the Rights Offer
28	Date rights trading will begin (ifapplicable)	N/A
29	Date rights trading will end (ifapplicable)	N/A
30	How do security holders sell theirentitlementsfullthroughainbroker?	N/A
31	How do security holders sell part oftheir entitlements through a brokerand accept for the balance?	N/A

32	How do security holders dispose of	N/A
	their entitlements (except by sale
	through a broker)?

33 +Issue date 19 February 2015

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34	Type of +securities
	(tick one)

(a) +Securities described in Part 1

(b) All other +securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35	If the +securities are +equity securities, the names of the 20 largest holders of theadditional +securities, and the number and percentage of additional +securities held bythose holders
36	If the +securities are +equity securities, a distribution schedule of the additional+securities setting out the number of holders in the categories1 - 1,0001,001 - 5,0005,001 - 10,00010,001 - 100,000100,001 and over
37	A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

38	Number of +securities for which+quotation is sought	N/A
39	+Class+securitiesofforwhichquotation is sought	N/A
40	Do the +securities rank equally in allrespects from the +issue date with anexisting +class of quoted +securities?If the additional +securities do notrank equally, please state:•the date from which they do•theextenttowhichtheyparticipate for the next dividend,(inthecaseofatrust,distribution) or interest payment•the extent to which they do notrankequally,otherthaninrelation to the next dividend,distribution or interest payment	N/A
41	Reason for request for quotationnowExample: In the case of restricted securities, end ofrestriction period(ifissueduponconversionofanother +security, clearly identify	N/A
	that other +security)	Number	+Class

42 Number and +class of all +securities quoted on ASX (including the +securities in clause 38)

N/A	N/A

• See chapter 19 for defined terms.

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX's absolute discretion. ASX may quote the +securities on any conditions it decides.
• 2 We warrant the following to ASX.
  • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
  • There is no reason why those +securities should not be granted +quotation.
  • An offer of the + securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.
• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.
• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: ............................................................ Date: 19 February 2015 (Director/Company secretary)

Print name: David Smith .........................................................

== == == == ==

+ See chapter 19 for defined terms.