SKIN ELEMENTS LIMITED — Capital/Financing Update 2023

Apr 4, 2023

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5 April 2023

ENTITLEMENT ISSUE

• 1 for 5 Entitlement Offer with one attaching option for every new share to raise approximately $0.9M

• 708 Capital Pty Ltd engaged as Lead Manager & Underwriter

• Funds to be allocated across business development, sales, marketing production and operations and working capital

Entitlement Offer

Australian biotechnology company Skin Elements Limited (ASX:SKN) (SKN, the Company) is pleased to advise it will raise funds pursuant to a 1 for 5 Nonrenounceable Rights Entitlement issue at a price of $0.01 per New Share together with one (1) attaching New Option (exercise price $0.025, expiring three years from the date of issue ) for every New Share issued, that will raise $932,270 before costs (“ Offer ”).

The $0.01 cents Offer issue price represents a 29% discount to the Company’s most recent closing price of $0.014 cents.

The funds raised will be applied towards to business development, sales and marketing production and operations, as well as to working capital to cover the Company’s ongoing operational costs.

The indicative timetable (including the Record Date for determining entitlements under the Offer) is set out below and is included in a prospectus lodged with ASIC today.

The Company has executed an Underwriting agreement with 708 Capital Pty Ltd (“708”) pursuant to which it has appointed 708 as Lead Manager and Underwriter to the entitlement issue.

708 is entitled to receive a fee of 6% of the total gross proceeds of the Offer as well as 10,000,000 New Options. At the election of 708, the 6% fee can be paid in either cash or by an issue of New Shares and attaching New Options calculated on the issue price of $0.01 per New Share and issued. The issue of New Shares and New Options to 708 for their fees is subject to approval by the Company’s shareholders.

The Directors have advised the Company that they intend to take up their Entitlements in full.

The prospectus for the Offer will be mailed to each eligible shareholder registered on the Company’s share register as at the Record Date and also obtainable in hard copy or email from the Company.

It is not practicable for the Company to comply with the securities laws of overseas jurisdictions having regard to the number of overseas Shareholders, the number and value of Shares these Shareholders would be offered and the cost of complying with regulatory requirements in each relevant jurisdiction. Accordingly, the Offer is not being extended to and New will not be issued to Shareholders with a registered address which is outside Australia, New Zealand, Hong Kong and China.

All New Shares issued will rank equally with existing shares on issue and the Company will apply for official quotation of the New Shares and New Options.

Indicative Capital Structure

Following the completion of the Entitlement Offer the Company’s indicative capital structure is as follows (assuming all 708’s fees are satisfied through the issue of New Shares and New Options):

Security	Number	Amount raised (before costs)
Shares1
Existing Shares on issue	466,134,897
New Shares to be issue pursuant to the Offer	93,226,979	$932,270
New Shares issued to the Underwriter	6,152,981	-
Total Shares on issue on completion of the Offer	565,514,857
Options
Options on issue as at the date of this Prospectus	84,000,000
New Options to be issue pursuant to the Offer	93,226,979
New Options issued to the Underwriter	16,152,981
Total Options on issue on completion of the Offer	193,379,950
Performance Shares
Performance Shares on issue as at the date of this Prospectus	209,000,000
Total Performance Shares on issue on completion of the Offer	209,000,000

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Indicative Timetable* (indicative only and subject to change)

EVENT	DATE
Announcement of Non-Renounceable Rights Issue Offer and lodgement of Appendix 3B with ASX	5 April 2023
Lodgement of Prospectus with ASIC and ASX	5 April 2023
Ex-date (i.e. date from which Shares trade without entitlements to participate in the Offer)	12 April 2023
Record Date for determining Entitlements	13 April 2023
Prospectus and Entitlement and Acceptance Form despatched to Eligible Shareholders, and Company announces that this has occurred	18 April 2023
Opening date of the Offer	18 April 2023
Last day to extend Closing Date of the Offer	3 May 2023
Closing Date (5.00pm AWST) *	8 May 2023
Issue date and Announcement of results and lodgement of Appendix 2A	15 May 2023
Date trading starts on normal T+2 basis	16 May 2023
First settlement date of trades conducted on a +deferred settlement basis and on normal T+2 basis	18 May 2023

*Key events and dates contained in the table above are subject to change

This announcement is approved by the Board of Directors of Skin Elements Limited.

ENDS

For further information, please contact: Peter Malone Executive Chairman Skin Elements Limited T: +61 439 430 770 E: peter@skinelementslimited.com	Media and Investor Inquiries James Moses Mandate Corporate T: +61 420 991 574 E: james@mandatecorporate.com.au

About Skin Elements

Skin Elements (ASX: SKN) is an award winning Australian owned and operated ASX-listed biotechnology healthcare company focused on the commercialisation of the anti-microbial SE Formula[TM] through a range of natural and organic health care products. Skin Elements innovative approach to plant-based and organic personal care and skincare products has enabled the creation of a portfolio of products that have been sold and distributed across the world. Its flagship products include the SuprCuvr TGA-registered, hospital-grade plantbased disinfectant, Eco Nurture plant bio-stimulant, Invisi Shield alcohol free natural sanitiser, TGA registered Soléo Organics natural and organic sunscreen, TGA registered PapayaActivs natural therapeutics skincare and Elizabeth Jane Natural Cosmetics brand.

Further information is available via the Company website: www.skinelementslimited.com and on the Company online store: www.sknlife.com.au