TALIUS GROUP LIMITED — Capital/Financing Update 2024

Dec 23, 2024

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Talius Group signs $2.5 Million Strategic Placement

24 December 2024

HIGHLIGHTS

• Strategic Investor to receive 286,050,000 shares, representing a 10% holding

• Placement done at $0.009 representing a 7.7% premium to 30-day VWAP and 12.5% premium to the last closing price

• MOU to be finalised to explore strategic growth opportunities

Talius Group Limited (Talius or the Company ) (ASX: TAL) is pleased to announce that it has entered into a binding agreement in relation to a $2.5 million placement of new fully paid ordinary shares in Talius ( New Shares ) to Stephen Norris Technologies Pty Ltd ( Strategic Investor ) at $0.009 per share ( Placement ).

Approximately 286.05 million New Shares are to be issued under the Placement at an issue price of $0.009 per share, representing a 7.7 % premium to the 30-day VWAP of $0.0084 per share and a 12.5% premium to Talius’ last closing price of $0.008 per share (as at 20 December 2024).

Proceeds from the Placement, combined with Talius’ existing cash holdings, will support the expansion of the Talius platform and facilitate further scale into the Home Care vertical. Proceeds will also strengthen general capital management as the Company progresses towards its goal of profitability in 2025.

The Strategic Investor and its Principal, Mr. Stephen Norris, brings over 40 years of experience in the aged care sector. Mr. Norris is the Managing Director and part owner of Lifestyle SA Group, which has over 2,000 apartments across 11 Lifestyle Retirement Villages in South Australia.

Lifestyle SA pioneered the concept of lifestyle villages in Australia, creating resort-like environments for seniors. Leveraging this experience, Mr. Norris recognizes the significant opportunity in enabling "ageing in place" solutions, empowering providers and residents to achieve better outcomes at home.

A Memorandum of Understanding ( MOU ) is currently being finalised and will outline key strategic initiatives. This will include collaboration opportunities with entities like Lifestyle SA Group, and other companies the Strategic Investor has an interest in, such as CareWindow, an aged care communications platform. Importantly, the Strategic Investor's involvement complements Talius’ existing partnerships and pilot programs, avoiding conflicts with larger operators, a critical consideration for the Company.

Following the completion of the Placement, the Strategic Investor will hold the right to nominate a non-executive director to the Talius Board. This appointment, along with details of the MOU, is expected to be announced in early 2025.

Comments from the Managing Director

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Commenting on the outcome of the Placement, Mr. Graham Russell, Managing Director said: “ Having an experienced and high calibre operator like Stephen Norris and team approach Talius and want to strategically invest and provide multiple accretive commercial pathways for Talius is an incredible endorsement. Mr. Norris has been a pioneer in the aged care industry and his ability to execute change across government and commercial pathways will be invaluable experience for Talius.

Talius has been positioning itself for this wave of growth in aged care, including material enhancements to our platform. While 2024 has been a more challenging year than we had hoped, we believe our commitment to investment and the Home Care opportunity with the forthcoming new Aged Care Act commencing on 1 July 2025 will be transformational. Stephen’s industry knowledge, industry network and excitement for the Talius opportunity made it clear he too has the best interests of Talius and its shareholders as his focus. This strategic investment provides the impetus for Talius accelerating its market share and driving us to profitability.”

Comments from Mr. Stephen Norris

Commenting on the strategic investment, Stephen Norris said:

“The Aged Care Sector is at a critical juncture and the only path to drive better outcomes for the end client is via technology. Operators will need help and having searched far and wide in the sector, it was clear to me that the Talius platform is market leading. The push to keeping people at home longer, is now a firm reality and has the full backing of government and is soon to have significant on-going government investment. I look forward to bringing all my experience and network to assist Talius in its growth. My previous experience with Visual Care, an end to end Care Management System designed for NDIS and aged care, also gave me valuable insight into scaling a technology platform and looking at not just domestic but also international opportunities.”

Issue of Placement Shares

The issue of 286,050,000 New Shares under the Placement will be undertaken utilising the Company’s existing capacity under Listing Rule 7.1 and 7.1A. For the purposes of ASX Listing Rule 7.1B.5, the Company will issue 257,443,647 New Shares under the Placement in reliance on ASX Listing Rule 7.1A which was approved by shareholders at the AGM held on 23 May 2024. The balance of 28,606,353 New Shares will be issued under the Company’s 15% capacity under Listing Rule 7.1.

It is expected that the Placement shares will be allotted on or before 31 December 2024. The Placement shares will rank equally with the Company’s existing securities.

We take this opportunity to wish all our staff, customers and shareholders a happy and safe Christmas, and we look forward to an exciting 2025.

This announcement has been authorised by the Board of Directors of Talius Group Limited.

Investor Enquiries:	More on TALIUS
Andrew Ritter	Investor centre
Company Secretary	About Us
1300 889 838	News
investors@Talius.com.au

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About Talius Group Limited (ASX: TAL)

Talius provides a suite of technology enabled care solutions to the aged and disability sectors across multiple verticals, including retirement living, residential aged care, home, and community settings to improve the quality of life, later in life.

Talius’ Software as a Service (SaaS) data analytics platform Talius Smart Care combines smart sensors with AI machine learning that delivers automated actions. Talius links awareness, analysis, and action through one platform allowing the care model to move from spot check care to senserespond care. Nursing staff can switch their focus from data collection to building a human connection. Most importantly, residents benefit from a new era of autonomy and dignity.

Talius helps protect and connect our elderly and people with disabilities with a scalable healthcare technology platform integrated with leading third-party providers to ensure end-to-end solutions for Connected Health.

FORWARD LOOKING STATEMENTS

Certain statements contained in this ASX release, including information as to the future financial or operating performance of the Company and its projects, are forward looking statements. Such forward looking statements:

• (a) are necessarily based upon several estimates and assumptions that, while considered reasonable by the Company, are inherently subject to significant technical, business, economic, competitive, political, and social uncertainties and contingencies;

• (b) involve known and unknown risks and uncertainties that could cause actual events or results to differ materially from estimated or anticipated events or results reflected in such forward looking statements; and

• (c) may include, among other things, statements regarding estimates and assumptions in respect of prices, costs, results, and capital expenditure, and are or may be based on assumptions and estimates related to future technical, economic, market, political, social, and other conditions. The Company disclaims any intent or obligation to publicly update any forward-looking statements, whether because of new information, future events, or results or otherwise.

The words “believe”, “expect”, "contracted”, “anticipate”, “indicate”, “contemplate”, “target”, “plan”, “intends”, “continue”, “budget”, “estimate”, “may”, “will”, “schedule”, “planned” and similar expressions identify forward looking statements. All forward looking statements contained in this ASX release are qualified by the foregoing cautionary statements. Recipients are cautioned that forward looking statements are not guarantees of future performance and accordingly recipients are cautioned not to put undue reliance on forward looking statements due to the inherent uncertainty therein.

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