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SIMBLE SOLUTIONS LIMITED Capital/Financing Update 2025

Jun 17, 2025

65797_rns_2025-06-17_4bd0414f-1307-453a-a2ce-fe9c6213c13f.pdf

Capital/Financing Update

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----- Start of picture text ----- Simble Solutions Limited (ASX:SIS) | ASX Announcement----- End of picture text -----

$527,375 Capital Raising and Board Changes

18 June 2025

Sydney, 18 June 2025: Energy and Sustainability software company Simble Solutions Limited (ASX:SIS) (‘Simble’ or ‘the Company’) is pleased to to announce that it has received firm commitments to raise approximately $500,000 under a placement to sophisticated and professional investors ( Placement ).

Highlights

  • Firm Commitments to raise $500,000 under Placement

  • Additional $27,375 to be raised under cancellation of ATM

  • Placement part of a broader range of strategic initiatives to strengthen balance sheet

  • Faldi Ismail appointed to the Board

Funds raised will enable the Company to progress and grow its global energy and sustainability software solutions business, and its two product platform divisions: CarbonView and SimbleSense.

Together with the growth of the Company’s sustainability solutions business, the Placement is also part of a series of strategic initiatives the Company intends to undertake to grow its immediate revenues and strengthen its balance sheet, with funds raised from the Placement to be used for working capital and with cash in excess of the Company’s immediate working capital requirements intended to be held in Bittensor ( TAO ), a decentralised AI network, digital currency. It is anticipated that this will initially be an amount of $200,000. TAO has been chosen because of its decentralised AI focus and the Company’s current belief in the utility of the TAO blockchain to ongoing developments of the Company’s current core businesses. Immediate staking of the Company’s TAO will also enable the Company to generate revenues from staking rewards that can assist in cash shortfalls for the Company without transferring custody of those TAO or placing those TAO at risk. The Company sees value in the increased awareness and understanding of the potential of blockchain technologies and ability to record transactions and data in a decentralised format. The Company’s intention is to consider the long-term strategic holding in TAO and leverage the protocol’s tools within the Company’s existing business.

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Simble Solutions Limited, Level 2, 383 George Street, Sydney NSW 2000 P +61 2 8208 3366 E [email protected] ABN: 17 608 419 656

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Board changes

The Company is also pleased to announce the appointment of Faldi Ismail to the Board as Non-Executive Chairman, effective today, with existing Chairman Steve Thornhill to transition to Non-Executive Director.

Mr Faldi Ismail is a seasoned corporate advisor and entrepreneur with over 20 years of experience in capital markets, specialising in identifying, structuring, and financing emerging growth companies. He has been instrumental in the establishment and public listing of numerous ASX-listed entities, particularly across the resources, energy, and technology sectors. Mr Ismail has a proven track record in corporate strategy, capital raising, and M&A, and has held board and advisory roles in a range of successful ventures.

Mr Ismail is a Founding Director of Kaai Capital. He holds a Bachelor of Business, majoring in Accounting and Finance. He is an experienced corporate advisor with many years of investment banking experience and has advised on numerous cross border transactions including capital raisings, structuring of acquisitions and joint ventures overseas and has previously served on numerous ASX boards over the years.

As part of his remuneration, subject to shareholder approval at the next General Meeting of Shareholders, the Company will issue to Mr Ismail or his nominees 30 million options, each with an exercise price of $0.0035 expiring 31 December 2030. These options will vest if the Company achieves a 10-day VWAP of at least $0.007 at any time before expiry.

Placement Details

The Company has received firm commitments from sophisticated and professional investors to raise $500,000 through the issue of 200 million fully paid ordinary shares ( Shares ) at an issue price of $0.0025 per Share. The Placement price of $0.0025 per Share is a 17% discount to the last traded price of shares on ASX on13 June 2025.

80,550,455 Shares will be issued under the Company’s ASX Listing Rule 7.1A placement capacity, with the balance of 119,449,545 Shares to be issued under its ASX Listing Rule 7.1 capacity. The Placement shares will rank equally with existing fully paid ordinary shares on issue.

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Simble Solutions Limited, Level 2, 383 George Street, Sydney NSW 2000 P +61 2 8208 3366 E [email protected] ABN: 17 608 419 656

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Kaai Capital and Prenzler Group acted as joint lead managers to the Placement ( JLMs ). In consideration for lead managing the Placement, the Company will pay the JLMs a fee of 6% of the amount raised under the Placement, to be settled in Shares at the same price as the Placement price. Prenzler Group will receive their portion of the fees due (being 50% and 6,000,000 shares), utilising available capacity under ASX Listing Rule 7.1 (with the GST component paid in cash), and subject to receipt of Shareholder approval at a General Meeting of Shareholders to be held within 8 weeks of completion of the Placement, Kaai Capital will receive 6,000,000 shares. Subject also to shareholder approval at that General Meeting the Company will issue to the JLMs 150 million options ( LM Options ), each with an exercise price of $0.0035 expiring 31 December 2030, at a nominal issue price. The options will be subject to vesting conditions tied to the VWAP of the Company, with tranches of options to vest if the Company achieves the following 10 day VWAPs at any time before expiry of the options: 50M options will vest if VWAP reaches $0.005 or higher; 50M will vest if VWAP reaches $0.010 or higher; and 50M to vest if the VWAP reaches $0.015 or higher.

At the Market Facility

The Company advises that it has cancelled its At-The-Market Facility ( Facility ) with Alpha Investment Partners Pty Ltd ( Alpha ). Alpha currently holds 10,950,000 collateral shares under the Facility. These shares will be transferred to a third party investor, who will then pay the Company $27,375 (being the same price per Share as under the Placement) to become the legal and beneficial holder of these shares.

How to sign up for the Simble Investor Hub:

  1. Visit https://simblegroup.com/auth/signup

  2. Follow the prompts to sign up for our investor hub account

  3. Complete your account profile

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ENDS

This announcement has been authorised by the Board of Simble Solutions Limited

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Simble Solutions Limited, Level 2, 383 George Street, Sydney NSW 2000 P +61 2 8208 3366 E [email protected] ABN: 17 608 419 656

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About Simble

Simble Solutions Limited (ASX:SIS) is a global Energy and Sustainability provider with integrated solutions across energy efficiency, sustainability and renewable energy development, supporting the global transition to Net Zero.

Simble’s operations are built around two core business pillars:

1. Energy and Sustainability Software Solutions & Training

  • a. Simble’s flagship platforms, SimbleSense and CarbonView provide real-time energy intelligence, carbon footprint tracking, and enterprise-grade carbon reporting tools to help organisations reduce emissions and optimise energy usage.

  • b. SimbleAcademy supports these solutions with a professional training and education platform offering industry-relevant programs in carbon accounting, energy management, and ESG. SimbleAcademy equips individuals and organisations with the skills required to thrive in the Net Zero era.

2. Renewable Energy Developments Focused on developing large-scale, clean energy infrastructure including solar, hydrogen, and battery projects, this division supports Australia’s transition to a low-carbon economy by delivering bankable, scalable renewable energy assets.

Simble operates across the Commercial & Industrial and Medium Sized Enterprise segments across Australia and the United Kingdom. We distribute our solutions directly via B2B sales, as well as through multiple channel partners. Simble has an international presence with teams in Australia, the United Kingdom and Vietnam.

To learn more please visit us at:

simblegroup.com

Investor & Corporate Enquiries:

Fadi Geha

Chief Executive Officer P: +61 2 8208 3366 E: [email protected]

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Simble Solutions Limited, Level 2, 383 George Street, Sydney NSW 2000 P +61 2 8208 3366 E [email protected] ABN: 17 608 419 656