TALIUS GROUP LIMITED — Capital/Financing Update 2020

Jun 8, 2020

Proposed issue of securities

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Announcement Summary

Entity name

HOMESTAY CARE LIMITED

Announcement Type

New announcement

Date of this announcement

Tuesday June 9, 2020

The Proposed issue is:

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A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

Maximum Number of ASX +Security Code +Security Description +securities to be issued n/a Performance Rights 10,000,000

Proposed +issue date

Monday June 15, 2020

Refer to next page for full details of the announcement

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Part 1 - Entity and announcement details

1.1 Name of +Entity

HOMESTAY CARE LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

1.2 Registered Number Type

ABN

Registration Number

62111823762

1.3 ASX issuer code

HSC

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Tuesday June 9, 2020

1.6 The Proposed issue is:

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A placement or other type of issue

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Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity No

Part 7B - Issue details

Is the proposed security a 'New Will the proposed issue of this class' (+securities in a class that is +security include an offer of not yet quoted or recorded by ASX) attaching +securities? or an 'Existing class' (additional No securities in a class that is already quoted or recorded by ASX)? New class

Details of +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

Have you received confirmation from Will the entity be seeking quotation ASX that the terms of the proposed of the 'new' class of +securities on +securities are appropriate and ASX? equitable under listing rule 6.1? Yes No ASX +Security Code +Security Description New class-code to be confirmed Performance Rights

+Security Type

Performance options/rights

Maximum Number of +securities proposed to be issued

10,000,000

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Purpose of the issue

Remuneration under proposed Director appointment

Offer price details for retail security holders

In what currency is the cash What is the issue price per consideration being paid? +security?

Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Oversubscription & Scale back details

May a scale back be applied to this event? No

Performance options/rights details

+Security Currency Exercise Price Expiry date AUD - Australian Dollar AUD

Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option

HSC : ORDINARY FULLY PAID

Please provide any further information relating to the principal terms of the +securities

Performance rights are subject to the following vesting conditions within 13 months of issue:

• (a) 2,000,000 performance rights vest upon the completion by Mr Carter of 4 months of service to the Company; (b) 2,000,000 performance rights vest upon the completion by Mr Carter of 8 months of service to the Company; (c) 2,000,000 performance rights vesting upon the completion by Mr Carter of 12 months of service to the Company; (d) 2,000,000 performance rights vest on the date that the 20 day volume weighted average price (vwap) of the Company's Shares is equal to or in excess of $0.03 per share; and

• (e) 2,000,000 performance rights vest on the date that the 20 day vwap of the Company's Shares is equal to or in excess of $0.04 per share.

The Performance Rights will be forfeited if the holder ceases to be engaged for services by the Company and will expire 18 months from date of issue.

Part 7C - Timetable

7C.1 Proposed +issue date

Monday June 15, 2020

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Part 7D - Listing Rule requirements

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7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1?

10000000

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

7D.2 Is a party referred to in listing rule 10.11.1 participating in the proposed issue? No

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue? No

7E.2 Is the proposed issue to be underwritten? No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Part 7F - Further Information

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No

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7F.2 Any other information the entity wishes to provide about the proposed issue

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