SENSEN NETWORKS LIMITED — Capital/Financing Update 2017

Dec 3, 2017

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

SenSen Networks Limited

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).

$\mathbf{1}$ +Class of +securities issued or to be issued

Options (General Options)

LTI Incentive Options (Incentive Options)

Number of +securities issued or $\overline{2}$ to be issued (if known) or maximum number which may be issued

4,500,000 General Options

11,100,000 Incentive Options

+ See chapter 19 for defined terms.

Principal terms of the +securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; $if$ +convertible securities, the conversion price and dates for conversion)

Exercise PeriodGeneralOptions		Exerciseprice
1,500,000	3 years from date ofissue	$0.25 each
1,500,000	3 years from date ofissue	$0.35 each
1,500,000	3 years from date ofissue	$$o.45$ each

Incentive Options

issue.

IncentiveOptions	Vesting	ExercisePeriod	ExercisePrice
3,700,000	Uponissue	years3datefromof issue	$0.25each
3,700,000	Uponissue	years3from dateof issue	$0.35each
3,700,000	Uponissue	yearsζfromdateof issue	$0.45each

Do the +securities rank equally in No. all respects from the +issue date with an existing +class of quoted +securities?

If the additional +securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

Issue price or consideration 5

On exercise of the General Options and Incentive Options into ordinary shares however, those ordinary shares will rank equally with all other ordinary shares on

Issued for nil consideration.

Exercisable into ordinary shares for the exercise price detailed in item 3 above.

$\overline{\mathbf{3}}$

$\overline{4}$

6	Purpose of the issue(If issued as consideration for theacquisition of assets,clearlyidentify those assets)	The General Options were issued for thepurpose of aligning the interests of SenSen'sbroker with those of shareholders for theongoing provision of market support,including roadshow organisation and generalpromotion of the company.
		Incentive Options were issued under theLong Term Incentive Plan for the purpose ofaligning the interests of eligible employeeswith those of shareholders and providingincentives to attract, retain and/or motivateeligible employees in the interests of theCompany.
6a	Is the entity an + eligible entitythat has obtained security holderapproval 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	The date the security holderresolution under rule 7.1A waspassed	N/A
6c	Number of + securities issuedwithout security holder approvalunder rule 7.1	N/A
6d	Number of + securities issuedwith security holder approvalunder rule 7.1A	N/A
6e	Number of + securities issuedwith security holder approvalunder rule 7.3, oranotherspecific security holder approval(specify date of meeting)	N/A
6f	Number of + securities issuedunder an exception in rule 7.2	N/A

Appendix 3B Page 3

+ See chapter 19 for defined terms.

• 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 $7.1A$ rule for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
• Calculate the entity's remaining 6i issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
• +Issue dates $\overline{7}$

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.

8 Number and +class of all *securities quoted on ASX (including the +securities in section 2 if applicable)

Number and +class of all 9 *securities not quoted on ASX (including the +securities in section 2 if applicable)

Number	+ Class
233,606,020	Ordinaryshares(subjectASXtoimposed escrow)
4,500,000	General Options
11,100,000	LTI Incentive Options

Dividend policy (in the case of a $| N/A$ 10 trust, distribution pol increased capital (inte

$N/A$

$N/A$

4 December 2017

$N/A$

icy) on the	.
erests)

Number	+ Class
143,228,109	Ordinary shares

Part 2 - Pro rata issue

11	security holderIsapprovalrequired?	N/A
12	Is the issue renounceable or non-renounceable?
13	Ratio in which the + securities willbe offered
14	+ Class of + securities to which theoffer relates
15	+Recorddatedeterminetoentitlements
16	Willholdingsdifferentonregisters (or subregisters) beaggregatedforcalculatingentitlements?
17	Policy for deciding entitlementsin relation to fractions
18	Names of countries in which theentity has security holders whowill not be sent new offerdocuments
	Note: Security holders must be told how theirentitlements are to be dealt with.Cross reference: rule 7.7.
19	Closing date for receiptof
20	acceptances or renunciationsNames of any underwriters
21	Amount of any underwriting feeor commission
22	Names of any brokers to the issue
23	Fee or commission payable to thebroker to the issue

• See chapter 19 for defined terms.

• Amount of any handling fee $24$ payable to brokers who lodge acceptances or renunciations on behalf of security holders
• If the issue is contingent on $25$ security holders' approval, the date of the meeting
• Date entitlement and acceptance $26$ form and offer documents will be sent to persons entitled
• If the entity has issued options, $27$ and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
• Date rights trading will begin (if ${\bf 28}$ applicable)
• Date rights trading will end (if $2Q$ applicable)
• How do security holders sell their 30 entitlements in full through a broker?
• How do security holders sell part $31$ of their entitlements through a broker and accept for the balance?
• How do security holders dispose $32$ of their entitlements (except by sale through a broker)?

+Issue date $33$

Part 3 - Quotation of securities

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

Type of +securities 34 (tick one)

(a)		+ Securities described in Part 1
(b)		All other *securitiesExample: rectricted compition at the end of

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 conve 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

36

37

If the 'securities are 'equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders

If the *securities are *equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$

10,001 - 100,000 100,001 and over

A copy of any trust deed for the additional +securities

$N/A$

Entities that have ticked box 34(b)

$38$ Number of +securities for which +quotation is sought

+Class of +securities for which 39 quotation is sought

• See chapter 19 for defined terms.

Appendix 3B Page 7

Do the +securities rank equally in $40$ all respects from the +issue date with an existing +class of quoted +securities?

If the additional +securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) $or$ interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution $_{\rm O}$ r interest payment
• Reason for request for quotation 41 now

Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another +security, clearly identify that other +security)

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

Number	+Class
156 Atal 30a	man Jump

Quotation agreement

• +Quotation of our additional +securities is in ASX's absolute discretion. ASX $\mathbf 1$ may quote the 'securities on any conditions it decides.
• We warrant the following to ASX. $\overline{\mathbf{c}}$
  • 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 $\bullet$ *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
• We will indemnify ASX to the fullest extent permitted by law in respect of any 3 claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ 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: 4 December 2017............ (Divector/Company secretary)

Print name:

David Smith ...................................

• See chapter 19 for defined terms.

Appendix 3B Page 9

Appendix 3B - Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1 $N/A$

Part 2 $N/A$