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VECTUS BIOSYSTEMS LIMITED Capital/Financing Update 2020

Dec 6, 2020

65993_rns_2020-12-06_11435ea6-13e1-4417-9ab4-8ef91aba4936.pdf

Capital/Financing Update

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7 December 2020

ISSUE OF SHARES UNDER PLACEMENT

Vectus Biosystems Limited (ASX:VBS) (Vectus or the Company) advises that today it has issued 7,777,778 new fully paid ordinary shares to a number of institutions and a range of sophisticated investors under the Placement announced on 20 November 2020. The issue was completed at a price of $0.90 per share, and raised $7,000,000 before costs. Gleneagle Securities (Aust) Pty Ltd was the Lead Manager for the Placement and key cornerstone investors were introduced by Morgans’ Scone office. Of the fee payable to Morgans’ Scone office, $194,669 was settled through the issue of 216,299 Vectus shares at $0.90 per share. The net proceeds of the Placement will be used to accelerate the Phase I clinical trials for VB0004, which targets the prevention and reversal of fibrosis in the heart and kidneys. Proceeds will also be used to advance Vectus’ other emerging lead compounds and for working capital.

Cleansing Notice Under Section 708A(5)(e)

Vectus advises that on 7 December 2020 the Company issued a total of 7,994,077 new fully paid ordinary shares, as set out above. The Company also advises that:

  • (1) this notice is being given within five business days after the day of the issue under section 708A(5)(e) of the Corporations Act 2001 (Cth);

  • (2) the Company issued the securities without disclosure to investors under Part 6D.2 of the Corporations Act 2001;

  • (3) as at the date of this notice, The Company has complied with:

  • (a) the provisions of Chapter 2M of the Corporations Act 2001 as they apply to the Company; and

  • (b) section 674 of the Corporations Act 2001; and

  • (4) except as may be set out in this notice, there is no other information that is excluded information as at the date of this notice that is required to be set out in this notice under section 708A(6)(e) of the Corporations Act 2001.

Vectus Biosystems Limited

Robert J Waring

Company Secretary

This announcement was authorised by the Board of Directors.

Vectus Biosystems Limited

ABN 54 117 526 137

Corporate Division: 3-11 Primrose Avenue, Rosebery NSW 2018 Tel: 61 2 9662 4144 Fax: 61 2 9662 6040

Research Division: Level 3, CSIRO Building, 11 Julius Avenue, North Ryde NSW 2112 Tel: 61 2 8876 8200

This appendix is not available as an online form Please fill in and submit as a PDF announcement

+Rule 2.7

Appendix 2A

Application for quotation of +securities

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

If you are an entity incorporated outside Australia and you are seeking quotation of a new class of +securities other than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN) for that class. Further information on the requirement for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in specific notes for certain questions. The balance of the information, where applicable, must be provided as soon as reasonably practicable by the entity.

Part 1 – Entity and announcement details

Question
no
Question Answer
1.1 *Name of entity
We (the entity here named) apply for
+quotation of the following +securities and
agree to the matters set out in
Appendix 2A of the ASX Listing Rules.1
Vectus Biosystems Limited
1.2 *Registration type and number
Please supply your ABN, ARSN, ARBN, ACN or
another registration type and number (if you supply
another registration type, please specify both the type
of registration and the registration number).
ABN 54 117 526 137
1.3 *ASX issuer code VBS
1.4 *This announcement is
Tick whichever is applicable.
A new announcement
An update/amendment to a
previous announcement
A cancellation of a
previous announcement
1.4a *Reason for update
Mandatory only if “Update” ticked in Q1.4 above. A
reason must be provided for an update.
Issue of 7,994,077 fully ordinary shares (to
be quoted), which includes 216,299 shares
relating to $194,669 of the fee payable to
broker Morgans for the Placement (refer
Appendix 3B clause 7E of 20 November
2020) was paid through the issue of VBS
shares at $0.90.
1.4b *Date of previous announcement to this update
Mandatory only if “Update” ticked in Q1.4 above.
20 November 2020
1.4c *Reason for cancellation
Mandatory only if “Cancellation” ticked in Q1.4 above.
Not applicable

1 Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see ASIC Regulatory Guide 189 Disclosure relief for rights issues ). If in doubt, please consult your legal adviser.

  • See chapter 19 for defined terms 31 January 2020

Page 1

This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

1.4d *Date of previous announcement to
this cancellation
Mandatory only if “Cancellation” ticked in Q1.4 above.
Not applicable
1.5 *Date of this announcement 7 December 2020

Part 2 – Type of issue

Question
No.
Question Answer
2.1 *The +securities to be quoted are:
Select whichever item is applicable.
If you wish to apply for quotation of different types of
issues of securities, please complete a separate
Appendix 2A for each type of issue.
Being issued as part of a transaction or
transactions previously announced to
the market in an Appendix 3B
☐Being issued under a +dividend or
distribution plan
Being issued as a result of options
being exercised or other +convertible
securities being converted
☐Unquoted partly paid +securities that
have been paid up and are now quoted
fully paid +securities
☐+Restricted securities where the escrow
period has expired or is about to expire
☐+Securities previously issued under an
+employee incentive scheme where the
restrictions on transfer have ceased or
are about to cease
☐+Securities issued under an +employee
incentive scheme that are not subject to
a restriction on transfer or that are to be
quoted notwithstanding there is a
restriction on transfer
Other
2.2a.1 *Date of Appendix 3B notifying the market
of the proposed issue of +securities for
which quotation is now being sought
Answer this question if your response to Q2.1 is “Being
issued as part of a transaction or transactions previously
announced to the market in an Appendix 3B”
20 November 2020
2.2a.2 *Are there any further issues of +securities
yet to take place to complete the
transaction(s) referred to in the
Appendix 3B?
Answer this question if your response to Q2.1 is “Being
issued as part of a transaction or transactions previously
announced to the market in an Appendix 3B”.
No
  • See chapter 19 for defined terms 31 January 2020

Page 2

This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

2.2a.2.1 *Please provide details of the further issues
of +securities yet to take place to complete
the transaction(s) referred to in the
Appendix 3B
Answer this question if your response to Q2.1 is “Being
issued as part of a transaction or transactions
previously announced to the market in an Appendix
3B” and your response to Q2.2a.2 is “Yes”.
Please provide details of the proposed dates and
number of securities for the further issues. This may
be the case, for example, if the Appendix 3B related to
an accelerated pro rata offer with an institutional
component being quoted on one date and a retail
component being quoted on a later date.
Not applicable
2.2b.1 *Date of Appendix 3A.1 lodged with ASX in
relation to the underlying +dividend or
distribution
Answer this question if your response to Q2.1 is “Being
issued under a dividend or distribution plan”.
Not applicable
2.2b.2 *Does the +dividend or distribution plan
meet the requirement of listing rule 7.2
exception 4 that it does not impose a limit
on participation?
Answer this question if your response to Q2.1 is “Being
issued under a dividend or distribution plan”.
Note: Exception 4 only applies where security holders
are able to elect to receive all of their dividend or
distribution as securities. For example, Exception 4
would not apply in the following circumstances: 1) The
entity has specified a dollar limit on the level of
participation e.g. security holders can only participate
to a maximum value of $x in respect of their
entitlement, or 2) The entity has specified a maximum
number of securities that can participate in the plan
e.g. security holders can only receive securities in lieu
of dividend payable for x number of securities.
Not applicable
2.2c.1 Please state the number and type of
options that were exercised or other
+convertible securities that were converted
(including their ASX security code)
Answer this question if your response to Q2.1 is “Being
issued as a result of options being exercised or other
convertible securities being converted”.
Not applicable
2.2c.2 And the date the options were exercised or
other +convertible securities were converted
Answer this question if your response to Q2.1 is “Being
issued as a result of options being exercised or other
convertible securities being converted”.
Note: If this occurred over a range of dates, enter the
date the last of the options was exercised or
convertible securities was converted.
Not applicable
2.2d.1 Please state the number and type of partly
paid +securities (including their ASX
security code) that were fully paid up
Answer this question if your response to Q2.1 is
“Unquoted partly paid securities that have been paid
up and are now quoted fully paid securities”.
Not applicable
2.2d.2 And the date the+securities were fully paid up
Answer this question if your response to Q2.1 is
“Unquoted partly paid securities that have been paid
up and are now quoted fully paid securities”.
Note: If this occurred over a range of dates, enter the
date the last of the securities was fully paid up.
Not applicable
  • See chapter 19 for defined terms 31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

2.2e.1 Please state the number and type of
+restricted securities (including their ASX
security code) where the escrow period has
expired or is about to expire
Answer this question if your response to Q2.1 is
“Restricted securities where the escrow period has
expired or is about to expire”.
Not applicable
2.2e.2 And the date the escrow restrictions have
ceased or will cease
Answer this question if your response to Q2.1 is
“Restricted securities where the escrow period has
expired or is about to expire”.
Note: If this occurred over a range of dates, enter the
date the last of the escrow restrictions has ceased or
will cease.
Not applicable
2.2f.1 Please state the number and type of
+securities (including their ASX security
code) previously issued under the
+employee incentive scheme where the
restrictions on transfer have ceased or are
about to cease
Answer this question if your response to Q2.1 is
“Securities previously issued under an employee
incentive scheme where the restrictions on transfer
have ceased or are about to cease”.
Not applicable
2.2f.2 And the date the restrictions on transfer
have ceased or will cease:
Answer this question if your response to Q2.1 is
“Securities previously issued under an employee
incentive scheme where the restrictions on transfer
have ceased or are about to cease”.
Note: If this occurred over a range of dates, enter the
date the last of the restrictions on transfer has ceased
or will cease.
Not applicable
2.2g.1 Please state the number and type of
+securities (including their ASX security code)
issued under an +employee incentive scheme
that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there
is a restriction on transfer
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
Not applicable
2.2g.2 *Please attach a document or provide
details of a URL link for a document lodged
with ASX detailing the terms of the
+employee incentive scheme or a summary
of the terms.
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
Not applicable
  • See chapter 19 for defined terms 31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

2.2g.3 *Are any of these +securities being issued
to +key management personnel (KMP) or
an +associate
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
*Are any of these +securities being issued
to +key management personnel (KMP) or
an +associate
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
Not applicable Not applicable
2.2g.3.a *Provide details of the recipients and the number of +securities issued to each of them.
Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are
not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”
and your response to Q2.2g.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If
the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered
holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of
registered holder”.
Name of KMP
Name of registered holder
Number of +securities
registered holder”.
Name of KMP Name of registered holder Number of +securities
2.2h.1 *The purpose(s) for which the entity is
issuing the +securities is:
Answer this question if your response to Q2.1 is “Other”.
You may select one or more of the items in the list.
To raise additional working capital
To fund the retirement of debt
To pay for the acquisition of an asset
[provide details below]
To pay for services rendered
[provide details below]
Other [p_rovide details below_]
Additional details:
2.2h.2 *Please provide any further information
needed to understand the circumstances in
which you are applying to have these
+securities quoted on ASX, including (if
applicable) why the issue of the +securities
has not been previously announced to the
market in an Appendix 3B
You must answer this question if your response to
Q2.1 is “Other”. If there is no other information to
provide, please answer “Not applicable” or “N/A”.
Not applicable
2.2i *Are these +securities being offered under
a +disclosure document or +PDS?
Answer this question if your response to Q2.1 is any
option other than “Being issued as part of a transaction
or transactions previously announced to the market in
an Appendix 3B”.
Not applicable
2.2i.1 *Date of +disclosure document or +PDS?
Answer this question if your response to Q2.1 is any
option other than “Being issued as part of a transaction
or transactions previously announced to the market in
an Appendix 3B” and your response to Q2.2i is “Yes”.
Under the Corporations Act, the entity must apply for
quotation of the securities within 7 days of the date of
the disclosure document or PDS.
Not applicable
2.3 *The +securities to be quoted are:
Tick whichever is applicable
Additional +securities in a class that is
already quoted on ASX ("existing class")
New +securities in a class that is not yet
quoted on ASX ("new class")
  • See chapter 19 for defined terms 31 January 2020

Page 5

This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

Part 3A – number and type of +securities to be quoted (existing class or new class) where issue has previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class” or “new class”.

Question
No.
Question Answer
3A.1 *ASX security code & description ASX:VBS – fully paid ordinary shares
3A.2 *Number of +securities to be quoted 7,994,077

Part 3B – number and type of +securities to be quoted (existing class) where issue has not previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class”.

Question
No.
Question Answer
3B.1 *ASX security code & description Not applicable
3B.2 *Number of +securities to be quoted Not applicable
3B.3a *Will the +securities to be quoted rank equally
in all respects from their issue date with the
existing issued +securities in that class?
Not applicable
3B.3b *Is the actual date from which the
+securities will rank equally (non-ranking
end date) known?
Answer this question if your response to Q3B.3a is “No”.
Not applicable
3B.3c *Provide the actual non-ranking end date
Answer this question if your response to Q3B.3a is
“No” and your response to Q3B.3b is “Yes”.
Not applicable
3B.3d *Provide the estimated non-ranking end period
Answer this question if your response to Q3B.3a is
“No” and your response to Q3B.3b is “No”.
Not applicable
3B.3e *Please state the extent to which the
+securities do not rank equally:
in relation to the next dividend,
distribution or interest payment; or
for any other reason
Answer this question if your response to Q3B.3a is “No”.
For example, the securities may not rank at all, or may
rank proportionately based on the percentage of the
period in question they have been on issue, for the
next dividend, distribution or interest payment; or they
may not be entitled to participate in some other event,
such as an entitlement issue.
Not applicable
  • See chapter 19 for defined terms 31 January 2020

Page 6

This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

Part 3C – number and type of +securities to be quoted (new class) where issue has not previously been notified to ASX in an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “new class”.

Question
No.
Question Answer
3C.1 *Security description Not applicable
3C.2 *Security type
Select one item from the list that best describes the
securities the subject of this form. This will determine
more detailed questions to be asked about the security
later in this section. Select “ordinary fully or partly paid
shares/units” for stapled securities or CDIs. For
interest rate securities, please select the appropriate
choice from either “Convertible debt securities” or
“Non-convertible debt securities”. Select “Other” for
performance shares/units and performance
options/rights or if the selections available in the list do
not appropriately describe the security being issued.
Ordinary fully or partly paid shares/units
☐Options
+Convertible debt securities
☐Non-convertible +debt securities
☐Redeemable preference shares/units
☐Other
3C.3 ISIN code
Answer this question if you are an entity incorporated
outside Australia and you are seeking quotation of a
new class of securities other than CDIs. See also the
note at the top of this form.
Not applicable
3C.4 *Number of +securities to be quoted Not applicable
3C.5a *Will all the +securities issued in this class rank
equally in all respects from the issue date?
Not applicable
3C.5b *Is the actual date from which the
+securities will rank equally (non-ranking
end date) known?
Answer this question if your response to Q3C.5a is “No”.
Not applicable
3C.5c *Provide the actual non-ranking end date
Answer this question if your response to Q3C.5a is
“No” and your response to Q3C.5b is “Yes”.
Not applicable
3C.5d *Provide the estimated non-ranking end period
Answer this question if your response to Q3C.5a is
“No” and your response to Q3C.5b is “No”.
Not applicable
3C.5e *Please state the extent to which the
+securities do not rank equally:
in relation to the next dividend,
distribution or interest payment; or
for any other reason
Answer this question if your response to Q3C.5a is “No”.
For example, the securities may not rank at all, or may
rank proportionately based on the percentage of the
period in question they have been on issue, for the
next dividend, distribution or interest payment; or they
may not be entitled to participate in some other event,
such as an entitlement issue.
Not applicable
  • See chapter 19 for defined terms 31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

3C.6 Please attach a document or provide a URL
link for a document lodged with ASX setting
out the material terms of the +securities to
be quoted
You may cross-reference a disclosure document, PDS,
information memorandum, investor presentation or other
announcement with this information provided it has been
released to the ASX Market Announcements Platform.
Please attach a document or provide a URL
link for a document lodged with ASX setting
out the material terms of the +securities to
be quoted
You may cross-reference a disclosure document, PDS,
information memorandum, investor presentation or other
announcement with this information provided it has been
released to the ASX Market Announcements Platform.
Not applicable
3C.7 *Have you received confirmation from ASX that
the terms of the +securities are appropriate and
equitable under listing rule 6.1?
Answer this question only if you are an ASX Listing.
(ASX Foreign Exempt Listings and ASX Debt Listings
do not have to answer this question).
If your response is “No” and the securities have any
unusual terms, you should approach ASX as soon as
possible for confirmation under listing rule 6.1 that the
terms are appropriate and equitable.
Not applicable
3C.8



*Provide a distribution schedule for the new +securities according to the categories set out
in the left hand column – including the number of recipients and the total percentage of the
new +securities held by the recipients in each category.
Number of +securities held
Number of holders
Total percentage of +securities held
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not
have to answer this question) and the securities to be quoted have already been issued.
Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to
ASX a list of the 20 largest recipients of the new +securities, and the number and percentage of the new +securities
received by each of those recipients, and a distribution schedule for the securities when they are issued.
3C.9a Ordinary fully or partly paid shares/units details
Answer the questions in this section if you selected this security type in your response to Question 3C.2.
*+Security currency
This is the currency in which the face amount of an
issue is denominated. It will also typically be the
currency in which distributions are declared.
Not applicable
*Will there be CDIs issued over
the +securities?
Not applicable
*CDI ratio
Answer this question if you answered “Yes” to the
previous question. This is the ratio at which CDIs can
be transmuted into the underlying security (e.g. 4:1
means 4 CDIs represent 1 underlying security whereas
1:4 means 1 CDI represents 4 underlying securities).
X:Y
*Is it a partly paid class of +security? Not applicable
  • See chapter 19 for defined terms 31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

*Paid up amount: unpaid amount
Answer this question if answered “Yes” to the
previous question.
The paid up amount represents the amount of
application money and/or calls which have been paid
on any security considered ‘partly paid’
The unpaid amount represents the unpaid or yet to be
called amount on any security considered ‘partly paid’.
The amounts should be provided per the security
currency (e.g. if the security currency is AUD, then
the paid up and unpaid amount per security in AUD).
X:Y
*Is it a stapled +security?
This is a security class that comprises a number of
ordinary shares and/or ordinary units issued by
separate entities that are stapled together for the
purposes of trading.
Not applicable
3C.9b Option details
Answer the questions in this section if you selected this security type in your response to Question 3C.2.
*+Security currency
This is the currency in which the exercise price is payable.
Not applicable
*Exercise price
The price at which each option can be exercised and
convert into the underlying security.
The exercise price should be provided per the
security currency (i.e. if the security currency is AUD,
the exercise price should be expressed in AUD).
Not applicable
*Expiry date
The date on which the options expire or terminate.
Not applicable
*Details of the number and type of
+security (including its ASX security code
if the +security is quoted on ASX) that will
be issued if an option is exercised
For example, if the option can be exercised to receive one
fully paid ordinary share with ASX security code ABC,
please insert “One fully paid ordinary share (ASX:ABC)”.
Not applicable
3C.9c Details of non-convertible +debt securities, +convertible debt securities, or
redeemable preference shares/units
Answer the questions in this section if you selected one of these security types in your response to Question 3C.2.
Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted
Debt and Hybrid Securities” for further information on certain terms used in this section
*Type of +security
Select one item from the list
Simple corporate bond
Non-convertible note or bond
Convertible note or bond
Preference share/unit
Capital note
Hybrid security
Other
*+Security currency
This is the currency in which the face value of the
security is denominated. It will also typically be the
currency in which interest or distributions are paid.
Not applicable
Face value
This is the principal amount of each security.
The face value should be provided per the security
currency (i.e. if security currency is AUD, then the
face value per security in AUD).
Not applicable
  • See chapter 19 for defined terms

31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

*Interest rate type
Select one item from the list
Select the appropriate interest rate type per the terms of
the security. Definitions for each type are provided in the
Guide to the Naming Conventions and Security
Descriptions for ASX Quoted Debt and Hybrid Securities
Fixed rate
Floating rate
Indexed rate
Variable rate
Zero coupon/no interest
Other
Frequency of coupon/interest payments
per year
Select one item from the list.
Monthly
Quarterly
Semi-annual
Annual
No coupon/interest payments
Other
First interest payment date
A response is not required if you have selected “No
coupon/interest payments” in response to the question
above on the frequency of coupon/interest payments
Not applicable
Interest rate per annum
Answer this question if the interest rate type is fixed.
% p.a.
*Is the interest rate per annum estimated
at this time?
Answer this question if the interest rate type is fixed.
Yes or No
If the interest rate per annum is estimated,
then what is the date for this information to
be announced to the market (if known)
Answer this question if the interest rate type is fixed
and your response to the previous question is “Yes”.
Answer “Unknown” if the date is not known at this time.
Not applicable
*Does the interest rate include a reference
rate, base rate or market rate (e.g. BBSW
or CPI)?
Answer this question if the interest rate type is
floating or indexed.
Yes or No
*What is the reference rate, base rate or
market rate?
Answer this question if the interest rate type is
floating or indexed and your response to the previous
question is “Yes”.
Not applicable
*Does the interest rate include a margin
above the reference rate, base rate or
market rate?
Answer this question if the interest rate type is
floating or indexed.
Yes or No
*What is the margin above the reference
rate, base rate or market rate (expressed
as a percent per annum)
Answer this question if the interest rate type is
floating or indexed and your response to the previous
question is “Yes”.
% p.a.
  • See chapter 19 for defined terms 31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

*S128F of the Income Tax Assessment
Act status applicable to the +security
Select one item from the list
For financial products which are likely to give rise to a
payment to which s128F of the Income Tax
Assessment Act applies, ASX requests issuers to
confirm the s128F status of the security:
“s128F exempt” means interest payments are not
taxable to non-residents;
“Not s128F exempt” means interest payments are
taxable to non-residents;
“s128F exemption status unknown” means the
issuer is unable to advise the status;
“Not applicable” means s128F is not applicable to
this security
s128F exempt
Not s128F exempt
s128F exemption status unknown
Not applicable
*Is the +security perpetual (i.e. no
maturity date)?
Yes or No
*Maturity date
Answer this question if the security is not perpetual
Not applicable
*Select other features applicable to the
+security
Up to 4 features can be selected. Further information
is available in the Guide to the Naming Conventions
and Security Descriptions for ASX Quoted Debt and
Hybrid Securities.
Simple
Subordinated
Secured
Converting
Convertible
Transformable
Exchangeable
Cumulative
Non-Cumulative
Redeemable
Extendable
Reset
Step-Down
Step-Up
Stapled
None of the above
*Is there a first trigger date on which a
right of conversion, redemption, call or put
can be exercised (whichever is first)?
Yes or No
*If yes, what is the first trigger date
Answer this question if your response to the previous
question is “Yes”.
Not applicable
Details of the number and type of +security
(including its ASX security code if the
+security is quoted on ASX) that will be
issued if the +securities to be quoted are
converted, transformed or exchanged
Answer this question if the security features include
“converting”, “convertible”, “transformable” or “exchangeable”.
For example, if the security can be converted into
1,000 fully paid ordinary shares with ASX security
code ABC, please insert “1,000 fully paid ordinary
shares (ASX:ABC)”.
Not applicable
  • See chapter 19 for defined terms 31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

Part 4 – Issue details

Question
No.
Question Answer
4.1 *Have the +securities to be quoted been
issued yet?
Yes
4.1a *What was their date of issue?
Answer this question if your response to Q4.1 is “Yes”.
7 December 2020
4.1b *What is their proposed date of issue?
Answer this question if your response to Q4.1 is “No”.
Not applicable
4.2 *Are the +securities to be quoted being
issued for a cash consideration?
If the securities are being issued for nil cash
consideration, answer this question “No”.
Yes – 7,777,778 shares
No – 216,299 shares – refer 1.4a above
4.2a *In what currency is the cash consideration
being paid
For example, if the consideration is being paid in
Australian Dollars, state AUD.
Answer this question if your response to Q4.2 is “Yes”.
Australian dollars
4.2b *What is the issue price per +security
Answer this question if your response to Q4.2 is “Yes”
and by reference to the issue currency provided in
your response to Q4.2a.
Note: you cannot enter a nil amount here. If the
securities are being issued for nil cash consideration,
answer Q4.2 as “No” and complete Q4.2c and Q4.2d.
A$0.90 per share.
4.2c Please describe the consideration being
provided for the +securities to be quoted
Answer this question if your response to Q4.2 is “No”.
$194,669 of the fee payable to broker
Morgans for the Placement (refer Appendix
3B clause 7E of 20 November 2020) was
paid through the issue of 216,299 VBS
shares at $0.90.
4.2d Please provide an estimate (in AUD) of the
value of the consideration being provided per
+security for the +securities to be quoted
Answer this question if your response to Q4.2 is “No”.
216,299 VBS shares at A$0.90 is valued at
A$194,669.
4.3 Any other information the entity wishes to
provide about the issue
Not applicable
  • See chapter 19 for defined terms 31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

Part 5 – Issued capital following quotation

Part 5 – Issued capital following quotation Part 5 – Issued capital following quotation Part 5 – Issued capital following quotation Part 5 – Issued capital following quotation
Following the quotation of the +securities the subject of this application, the issued capital of the entity
will comprise:
Note: the figures provided in the tables in sections 5.1 and 5.2 below are used to calculate the total market capitalisation of the entity
published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by the entity.
If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 5.1 and
include in the table in section 5.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX).
Restricted securities should only be included in the table in section 5.1 if you are applying to have them quoted because the
escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 5.2.
5.1 Quoted +securities*(total number of each +class of +securities quoted on ASX following
the +quotation of the +securities the subject of this application)
ASX security code and description
Total number of +securities on issue
Fully paid ordinary shares**(ASX:VBS)
31,655,394
ASX security code and description Total number of +securities on issue
Fully paid ordinary shares(ASX:VBS) 31,655,394
5.2 Unquoted +securities*
(total number of each +class of +securities issued but not quoted on ASX):
ASX security code and description
Total number of +securities on issue
Convertible Notes(ASX:VBSAE) (Tranches 1
and 2 of a two-tranche Convertible Note issue) at
$0.50, with 36 months until Maturity Date, plus
6% interest rate per annum capitalised and paid
on Maturity Date, being 27 September 2022.
Options(ASX:VBSAD) issued under the EIP,
with no consideration payable on exercise and
an expiry date of 23 August 2023, vesting on
30 June 2021, based on this staff member’s
satisfactory work performance, as assessed in
the annual review.
Options(ASX:VBSAD) with no consideration
payable on exercise, with an expiry date of
3 October 2024. These five-year options, issued
under the EIP, will vest as to one third annually
over three years (with one third having vested on
1 July 2020 [and now exercised], one third
vesting on 1 July 2021 and the balance vesting
on 1 July 2022), based on the three staff
members’ satisfactory work performance, as
assessed in the annual review.
Options**(ASX:VBSAD) issued on 27 July 2020,
with an exercise price of $0.50 and an expiry
date of 24 December 2022.
14,000,000
1,666
8,333
500,000
ASX security code and description Total number of +securities on issue
Convertible Notes(ASX:VBSAE) (Tranches 1
and 2 of a two-tranche Convertible Note issue) at
$0.50, with 36 months until Maturity Date, plus
6% interest rate per annum capitalised and paid
on Maturity Date, being 27 September 2022.
Options(ASX:VBSAD) issued under the EIP,
with no consideration payable on exercise and
an expiry date of 23 August 2023, vesting on
30 June 2021, based on this staff member’s
satisfactory work performance, as assessed in
the annual review.
Options(ASX:VBSAD) with no consideration
payable on exercise, with an expiry date of
3 October 2024. These five-year options, issued
under the EIP, will vest as to one third annually
over three years (with one third having vested on
1 July 2020 [and now exercised], one third
vesting on 1 July 2021 and the balance vesting
on 1 July 2022), based on the three staff
members’ satisfactory work performance, as
assessed in the annual review.
Options(ASX:VBSAD) issued on 27 July 2020,
with an exercise price of $0.50 and an expiry
date of 24 December 2022.


14,000,000
1,666
8,333
500,000
  • See chapter 19 for defined terms 31 January 2020

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This appendix is not available as an online form Appendix 2A Please fill in and submit as a PDF announcement Application for quotation of +securities

Appendix 2A

Part 6 – Other Listing Rule requirements

The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not need to complete this Part) and:

  • your response to Q2.1 is “Being issued under a dividend/distribution plan” and the response to Q2.2b.2 is “No”; or

    • your response to Q2.1 is “Other”.

Note that if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B”, it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.

Question
No.
Question Answer
6.1 *Has the entity obtained, or is it obtaining,
+security holder approval for the issue
under listing rule 7.1?
Yes – for 3,600,000 shares, as approved at
the Annual General Meeting (AGM) held on
30 November 2020 (Resolution 5), per ASX
Listing Rule 7.3.
6.1a *Date of meeting or proposed meeting to
approve the issue under listing rule 7.1
Answer this question if the response to Q6.1 is “Yes”.
30 November 2020 – AGM
6.1b *Are any of the +securities being issued
without +security holder approval using the
entity’s 15% placement capacity under
listing rule 7.1?
Answer this question if the response to Q6.1 is “No”.
Yes – 2,027,945 shares
6.1b.1 *How many +securities are being issued
without +security holder approval using the
entity’s 15% placement capacity under
listing rule 7.1?
Answer this question if the response to Q6.1 is “No”
and the response to Q6.1b is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to
issue that number of securities.
2,027,945 shares
6.1c *Are any of the +securities being issued
without +security holder approval using the
entity’s additional 10% placement capacity
under listing rule 7.1A (if applicable)?
Answer this question if the response to Q6.1 is “No”.
Yes – 2,366,132 shares – AGM approval
30 November 2020

Introduced 01/12/19, amended 31/01/20

  • See chapter 19 for defined terms 31 January 2020

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