TERRACOM LIMITED — Share Issue/Capital Change 2017

Dec 11, 2017

Notification of Consolidation/Split

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Notification of Consolidation/Split

Announcement Summary

Entity name

TERRACOM LIMITED

Applicable security for the reorganisation

TER ORDINARY FULLY PAID DEFERRED SETTLEMENT TERAI WARRANT EXPIRING VARIOUS DATES EX VARIOUS PRICES TERAA OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICE

Announcement Type

Update to previous announcement

Date of this announcement

Tuesday December 12, 2017

Reason for the Update

Shareholder approval recieved at AGM.

Additional Information

Shareholder approval received at AGM.

Refer to below for full details of the announcement

Announcement Details

Part 1 - Entity and announcement details

1.1 *Name of +Entity

TERRACOM LIMITED

Registration Number

1.2 *Registered Number Type

ABN 35143533537

1.3 *ASX issuer code

TER

1.4 *The announcement is

Update/amendment to previous announcement

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1.4a Reason for update to a previous announcement

Shareholder approval recieved at AGM.

1.4b * Date of previous announcement(s) to this update

Monday December 4, 2017

1.5 *Date of this announcement

Tuesday December 12, 2017

1.6 *Securities affected by the reorganisation

TER ORDINARY FULLY PAID DEFERRED SETTLEMENT TERAI WARRANT EXPIRING VARIOUS DATES EX VARIOUS PRICES TERAA OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICE

Part 2 - Approvals

2.1 *Are any of the below approvals required for the reorganisation before business day 0 of the timetable?

• Security holder approval Court approval

• Lodgement of court order with +ASIC ACCC approval

• FIRB approval

• Another approval/condition external to the entity required to be given/met before business day 0 of the timetable for the reorganisation.

Yes

2.2 Approvals

Approval/Condition Date for determination Is the date estimated Approval +Security holder Thursday November or actual? received/condition approval 30, 2017 Actual met? Yes Comments** Shareholder approval received at AGM.

Part 3 - Reorganisation timetable and details

3.1 *+Record date

Tuesday December 5, 2017

3.2 Date of +security holder meeting

Thursday November 30, 2017

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3.3 Last day for trading in the pre-re-organised +securities

Friday December 1, 2017

3.4 *Effective date. Trading in the re-organised securities commences on a +deferred settlement basis. If the +entity's securities are suspended from trading during this period there will be no +deferred settlement trading however ASX still captures this date.

Monday December 4, 2017

3.5 Record date

Tuesday December 5, 2017

3.6 First day for +entity to send notices to +security holders of the change in the number of +securities they hold. First day for +entity to register +securities on a post-reorganised basis Wednesday December 6, 2017

3.7 *+Issue date. +Deferred settlement market ends. Last day for +entity to send notices to +security holder of the change in the number of +securities they hold. Last day for +entity to register +securities on a post-reorganised basis

Tuesday December 12, 2017

3.8 Trading starts on a normal T+2 basis

Wednesday December 13, 2017

3.9 First settlement of trades conducted on a +deferred settlement basis and on a normal T+2 basis

Friday December 15, 2017

Part 4 - Reorganisation type and details

4.1 *The reorganisation is

+Security consolidation

4.1a *Consolidation ratio: the +securities will be consolidated on the basis that every

10

(pre-consolidation) +securities will be consolidated into

1

(post-consolidation) +security (/ies).

4.2 *Scrip fraction rounding

Fractions rounded up to the next whole number

Part 5 - +Securities on issue before and after reorganisation

5.1 *+Securities on issue before and after the reorganisation

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ASX +Security Code ASX +Security
TER Description
ORDINARY FULLY
PAID
Quoted/unquoted Number on issue Number on issue after Estimate/Actual
Quoted before reorganisation reorganisation Actual
3,013,244,790 301,324,833
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ASX +Security Code ASX +Security
TERAI Description
WARRANT
EXPIRING VARIOUS
DATES EX VARIOUS
PRICES
Quoted/unquoted Number on issue Number on issue after Estimate/Actual
Unquoted before reorganisation reorganisation Estimated
126,308,306 12,630,831
ASX +Security Code ASX +Security
TERAA Description
OPTION EXPIRING
VARIOUS DATES EX
VARIOUS PRICE
Quoted/unquoted Number on issue Number on issue after Estimate/Actual
Unquoted before reorganisation reorganisation Estimated
30,000,000 3,000,000
5.2 Exercise price of options
ASX +Security Code ASX +Security Description
TERAI WARRANT EXPIRING
VARIOUS DATES EX
VARIOUS PRICES
Quoted/unquoted Exercise price before Exercise price after
Unquoted reorganisation reorganisation
0.00000000 0.00000000
ASX +Security Code ASX +Security Description
TERAA OPTION EXPIRING
VARIOUS DATES EX
VARIOUS PRICE
Quoted/unquoted Exercise price before Exercise price after
Unquoted reorganisation reorganisation
0.00000000 0.00000000
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Part 6 - Further information

6.1 Further information relating to the reorganisation

Part 5 - Securities on issue before and after reorganisation excludes the Unissued Shares to Cameron McRae. Pre-Consolidation: 73,318,740 shares Post-Consolidation: 7,331,875 shares

At the TerraCom AGM held on 30 November 2016 shareholders approved a sign-on bonus of ordinary shares to Cameron McRae through the Executive Chairman Consultancy Agreement with Tarva Investment and Advisory LLC. As at the date of this Notice these shares have not been issued to Tarva Investment and Advisory LLC.

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6.2 Additional information for inclusion in the Announcement Summary

Shareholder approval received at AGM.

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