SPACETALK LTD — Capital/Financing Update 2021

Nov 1, 2021

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ASX Announcement Spacetalk Ltd. (ASX: SPA) 2 November 2021

Successful Placement Raises $8.0 million of new Equity Capital

Highlights

• Spacetalk raises $8.0 million via 2-tranche Institutional Placement

• 2[nd] tranche capital subject to accessing additional placement capacity

• Share Purchase Plan to raise up to $2.5 million

Spacetalk Ltd. (ASX:SPA) (“Spacetalk” or “Company”), developer of innovative technologies that keep families safe and connected, is pleased to announce that it has received firm commitments for a placement of 42,105,264 ordinary shares (“Shares”) raising $8.0 million before costs, at an issue price of $0.19 per Share.

The placement issue price represents a 15.6% discount to the last closing price of Spacetalk’s shares (on 28 October 2021) and 12.7% discount to the 5-day volume weighted average price ending on that date.

The capital raising comprises 2 tranches:

• Tranche 1 in the amount of $5.6 million; and

• Tranche 2 in the amount of $2.4 million, subject to accessing additional placement capacity to make the tranche 2 issue without shareholder approval. The Company’s placement capacity will potentially be replenished sufficiently to complete tranche 2 of the placement immediately following the 30 November 2021 Annual General Meeting, subject to shareholder resolution 4[1] and/or Resolution 5[2] being passed.

Veritas Securities Limited acted as the Lead Manager to the capital raising which was supported by new and existing institutional and sophisticated investors.

1 Ratification of previous issue of a warrant to Pure Asset Management Pty. Ltd.

2 Approval of additional 10% placement capacity over a 12-month period.

Spacetalk Ltd. (ASX:SPA) ABN 93 091 351 530 The Parks, Suite 13, 154 Fullarton Road, Rose Park, South Australia 5067 www.spacetalkwatch.com

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The Company intends to use the net proceeds of the placement for working and growth capital, including to resource its North American expansion and to meet market demand from existing distribution channels. Spacetalk is now well positioned to deliver on its strategy to expand distribution in North America and Europe.

Additionally, the funds will be allocated to the development of the next generation of wearable devices and applications.

The tranche 1 placement is within the Company’s available placement capacity under ASX Listing rules 7.1 (13,074,603 Shares to be issued) and 7.1A (16,563,397 Shares to be issued); 29,638,000 Shares in total.

The Company is also pleased to announce a Share Purchase Plan (“SPP”), offering eligible shareholders in Australia and New Zealand on Spacetalk’s register at 5:00 pm (ACST) on 1 November 2021, being the record date, the right to apply for up to $30,000 of new shares at an issue price of $0.19 per Share, the same price as the placement issue price.

The SPP is targeting to raise an additional $2.5 million, and the SPP will be capped at that amount. If demand for the SPP exceeds $2.5 million, the Company will scale back applications. The Company reserves the right to close the SPP early.

An indicative timetable is provided for the SPP below. The SPP is currently scheduled to open on 12 November 2021 however this timetable is subject to change. Full details of the SPP will be provided to eligible shareholders in documentation to be made available on the ASX and dispatched to eligible shareholders on 12 November 2021.

Event	Date
Share Purchase Plan record date	1 November 2021
Announcement of Share Purchase Plan	2 November 2021
Dispatch of SPP offer documentation/opening date	12 November 2021
Closing date of SPP	26 November 2021
Issue date for new SPP shares	3 December 2021
New SPP shares commence trading on ASX	6 December 2021

This timetable is indicative only and subject to change.

Spacetalk Ltd. (ASX:SPA) ABN 93 091 351 530 The Parks, Suite 13, 154 Fullarton Road, Rose Park, South Australia 5067 www.spacetalkwatch.com

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As also noted in Spacetalk’s 19 March 2021 announcement regarding its $5.0 million loan facility with Pure Asset Management, the warrant issued as part of the arrangement was subject to a price adjustment in the event of greater than 15% of equity being issued at less than $0.30 per share. This adjustment has been triggered by this capital raising and the Company will advise of the adjusted warrant exercise price upon the settlement of the issue of new shares; once the final number of new shares issued is confirmed.

Spacetalk CEO Mark Fortunatow said: “We are delighted with and grateful for the investor response to our capital raising and appreciate the support for our business strategy and plans.

Spacetalk can now continue our European and North American expansion confident in the knowledge that we have the financial resources and shareholder support to achieve our goals.”

This announcement has been authorised by Spacetalk CEO Mark Fortunatow.

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Spacetalk Ltd. (ASX:SPA) ABN 93 091 351 530 The Parks, Suite 13, 154 Fullarton Road, Rose Park, South Australia 5067 www.spacetalkwatch.com

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For more information, please contact:

Dimitri Burshtein

Investor Relations and Corporate Development dburshtein@spacetalkwatch.com M: +61 493 041 751

About Spacetalk Ltd.

Spacetalk Ltd. (ASX: SPA) is a global technology provider of secure communication solutions for families to stay connected and protected.

Spacetalk’s range of all-in-one smartphone GPS watches for children (Spacetalk Kids and Spacetalk Adventurer) and seniors (Spacetalk Life) are purpose built with tailored features, design qualities and best practice data encryption, security, and privacy technologies, for families to stay confidently connected. Fun, fashionable, secure, and technologically advanced, Spacetalk devices deliver confidence for the child and senior wearer, enhanced controls for the guardian, and engaging functionalities for the whole family to stay connected.

The Spacetalk App is designed to provide a family environment for fun, engaging and secure media consumption beyond its device control functionalities for the guardian. Every linked contact – parents, grandparents, extended family members and friends – regardless of whether they are Android or iOS users, can interact with linked Spacetalk devices and each other through the Spacetalk App.

Spacetalk was founded in 2001 and listed on the ASX in 2003 as MGM Wireless Limited, which developed the world’s first SMS student absence notification platform for schools and went on to become Australia’s most successful school messaging company. On 12 November 2020 the Company changed its name to Spacetalk Ltd.

To learn more about the Spacetalk devices and app platform, and the Company, please visit: https://www.spacetalkwatch.com/. Investor Centre: https://investors.spacetalkwatch.com/.

Spacetalk Ltd. (ASX:SPA) ABN 93 091 351 530 The Parks, Suite 13, 154 Fullarton Road, Rose Park, South Australia 5067 www.spacetalkwatch.com