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VECTUS BIOSYSTEMS LIMITED Share Issue/Capital Change 2021

Nov 10, 2021

65993_rns_2021-11-10_c37a5adf-7db7-42d9-abfd-54929ba0c585.pdf

Share Issue/Capital Change

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==> picture [475 x 86] intentionally omitted <==

10 November 2021

Company Announcements Office Australian Securities Exchange

Issue of Shares

Vectus Biosystems Limited (ASX:VBS) (Vectus or the Company) advises that it has issued a total of 676,946 fully paid ordinary shares as follows:

  • A total of 650,000 fully paid ordinary shares to five note holders following the conversion of 650,000 convertible notes, at a conversion price of $0.50 per note. In relation to the accumulated interest on these notes, at an interest rate of 6% per annum, the interest was paid as a total of 26,946 fully paid ordinary shares calculated at $1.60 per share, as provided for in the Convertible Note Deed.

Attached is an Appendix 2A for the above share issue.

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

Vectus advises that on 9 November 2021 the Company issued a total of 676,946 fully paid ordinary shares, as set out above. Vectus 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, VBS 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 Company Secretary.

VECTUS BIOSYSTEMS LIMITED ABN 54 117 526 137

3-11 Primrose Avenue, Rosebery, NSW 2018 Telephone: +61 2 9381 1000 Facsimile: +61 2 9662 1720 Website: www.vectusbiosystems.com.au

This appendix is available as an online form Only use this form if the online version is not available

+Rule 2.8, 3.10.3A to 3.10.3D

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
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
Answer this question if your response to Q 1.4 is an
update/amendment to previous announcement.
Not Applicable
1.4b *Date of previous announcement to this update
Answer this question if your response to Q 1.4 is an
update/amendment to previous announcement.
Not Applicable
1.4c *Reason for cancellation
Answer this question if your response to Q 1.4 is “A
cancellation of a previous announcement”
Not applicable
1.4d *Date of previous announcement to
this cancellation
Answer this question if your response to Q 1.4 is “A
cancellation of a previous announcement”
Not applicable
1.5 *Date of this announcement 10 November 2021

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 you are in any doubt as to the application of, or the entity’s capacity to give, this warranty, please see ASIC Regulatory Guide 173 Disclosure for on-sale of securities and other financial products and consult your legal adviser.

  • See chapter 19 for defined terms 5 June 2021

Page 1

This appendix is available as an online form

Appendix 2A Application for quotation of +securities

Part 2 – Type of issue

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.
☐+Securities issued as part of a
transaction or transactions previously
announced to the market in an
Appendix 3B
☐+Securities issued under a +dividend or
distribution plan
+Securities issued, transferred or re-
classified as a result of options being
exercised or other +convertible
securities being converted
☐Unquoted partly paid +securities that
have been fully paid up and are now to
become quoted fully paid +securities
Note: there is no need to apply for quotation of
the fully paid securities if the partly paid securities
were already quoted
☐+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 [please specify]
If you have selected ‘other’ please explain the
circumstances of the issue here:
A total of 26,946 fully paid ordinary shares
to five convertible note holders representing
accumulated interest on converted notes at
an interest rate of 6% per annum, and
converted at $1.60 per share.
2.1a *Have the +securities to be quoted been
issued yet?
Yes
2.1a.1 *What was their date of issue?
Answer this question if your response to Q2.1a is “Yes”.
9 November 2021
2.1a.2 *What is their proposed date of issue?
Answer this question if your response to Q2.1a is “No”.
Not Applicable
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
“Securities issued as part of a transaction or transactions
previously announced to the market in an Appendix 3B”
Not Applicable
  • See chapter 19 for defined terms 5 June 2021

Page 2

This appendix is available as an online form

Appendix 2A Application for quotation of +securities

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
“Securities issued as part of a transaction or transactions
previously announced to the market in an Appendix 3B”.
Not Applicable
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
“Securities 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
“Securities issued under a dividend or distribution plan”.
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
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
650,000 convertible notes converted
(ASX:VBSAE), held by a total of five note
holders, at a conversion price of $0.50 per
convertible note.
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
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
Note: If this occurred over a range of dates, enter the
first date and last date of the period in which the options
were exercised or convertible securities were converted.
Between 20 October 2021 and
9 November 2021
2.2c.3 Is this all of the options or other
+convertible securities on issue of that type
(i.e. have all of those options now been
exercised or have all of those convertible
securities now been converted)?
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
No
The remaining 13,150,000 Convertible Notes
have a maturity date of 27 September 2022.
Note: If you have answered “No”, consider whether you
need to lodge an Appendix 3H with ASX notifying ASX
of the cessation of some or all of the remaining options
or other convertible securities under Listing Rule 3.10.E.
This may the case, for example, if options have lapsed
because they have passed their expiry date without
being exercised, or convertible debt securities have
been repaid or redeemed without being converted.
2.2c.4 The right of the holder of the options or
other +convertible securities to receive the
+underlying securities is being satisfied by:
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
An issue of new +securities
A transfer of existing +securities
A reclassification of the +convertible
securities as securities in the same
class as the +underlying securities
  • See chapter 19 for defined terms

5 June 2021

Page 3

This appendix is available as an online form

Appendix 2A Application for quotation of +securities

2.2c.5 The underlying securities being received by
the holder are:
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
The underlying securities being received by
the holder are:
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
Already quoted by ASX
Intended to be, but are not yet, quoted
by ASX
Are not, and are not intended to be,
quoted by ASX
Already quoted by ASX
Intended to be, but are not yet, quoted
by ASX
Are not, and are not intended to be,
quoted by ASX
2.2c.6 Were the options being exercised or other
+convertible securities being converted issued
under an +employee incentive scheme?
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
No
2.2c.7 *Are any of the options being exercised or
other +convertible securities being
converted held by +key management
personnel (KMP) or an +associate?
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a result
of options being exercised or other convertible securities
being converted” and your response to Q2.2c.6 is “Yes”.
Yes
2.2c.7.a *Provide details of the KMP or +associates who are exercising options or converting
convertible securities.
Answer this question if your response to Q2.1 is “Securities issued, transferred or re-classified as a result of
options being exercised or other convertible securities being converted”, your response to Q2.2c.6 is “Yes” and
your response to Q2.2c.7 is “Yes”. Repeat the detail in the table below for each KMP involved. If the options or
other convertible securities are held by the KMP, repeat the name of the KMP or insert “Same” in “Name of
registered holder”. If the options or other convertible securities are held by an associate of a KMP, insert the
name of the associate in “Name of registered holder”.
Name of KMP
[200 characters]
Name of registered holder
[200 characters]
Number of options
being exercised or other
+convertible securities
being converted
[16 characters]
Ron Shnier
Panleaf Pty Ltd

200,000 notes
Name of KMP
[200 characters]
Name of registered holder
[200 characters]
Number of options
being exercised or other
+convertible securities
being converted
[16 characters]
Ron Shnier Panleaf Pty Ltd
200,000 notes
2.2d.1 Please state the number and type of
unquoted partly paid +securities (including
their ASX security code) that have been
fully paid up and that are now to become
quoted on ASX
Answer this question if your response to Q2.1 is “Partly
paid securities that have been fully paid up and are
now to become 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 “Partly
paid securities that have been fully paid up and are
now to become 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
2.2d.3 Is this all of the partly paid +securities on
issue of that type (i.e. have all of those partly
paid securities now been fully paid up)?
Answer this question if your response to Q2.1 is
“Unquoted partly paid securities that have been fully paid
up and are now to become quoted fully paid securities”.
Not applicable
  • See chapter 19 for defined terms 5 June 2021

Page 4

This appendix is available as an online form

Appendix 2A Application for quotation of +securities

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 the +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
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”.
Not applicable
  • See chapter 19 for defined terms 5 June 2021

Page 5

This appendix is available as an online form

Appendix 2A Application for quotation of +securities

2.2g.3.a *Provide details of the KMP or +associates being issued +securities.
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
[200 characters]
Name of registered holder
[200 characters]
Number of +securities
[16 characters]
*Provide details of the KMP or +associates being issued +securities.
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
[200 characters]
Name of registered holder
[200 characters]
Number of +securities
[16 characters]
*Provide details of the KMP or +associates being issued +securities.
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
[200 characters]
Name of registered holder
[200 characters]
Number of +securities
[16 characters]
*Provide details of the KMP or +associates being issued +securities.
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
[200 characters]
Name of registered holder
[200 characters]
Number of +securities
[16 characters]
Name of KMP
[200 characters]
Name of registered holder
[200 characters]
Number of +securities
[16 characters]
2.2h.1 *Were the +securities issued for a
cash consideration?
Answer this question if your response to Q2.1 is “Other”.
If the securities are being issued for nil cash
consideration, answer this question “No”.
No - 26,946 fully paid ordinary shares were
issued to a total of five note holders
representing accumulated interest on the
converted notes at an interest rate of 6% per
annum, and converted at $1.60 per share.
2.2h.1.a *In what currency was the cash
consideration paid?
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “Yes”.
For example, if the consideration is being paid in
Australian Dollars, state AUD.
Not applicable
2.2h.1.b *What was the issue price per +security
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “Yes”, and by
reference to the issue currency provided in your
response to Q2.2h.1.a.
Note: you cannot enter a nil amount here. If the
securities are being issued for nil cash consideration,
answer Q2.2h.1 as “No” and complete Q2.2h.1.c.
Not applicable
2.2h.1.c Please describe the consideration provided
for the +securities
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “No”.
The accumulated interest on the 650,000 notes,
at an interest rate of 6% per annum, was paid
as a total of 26,946 shares calculated at $1.60
per share, as provided for in the Convertible
Note Deed.
2.2h.1.d Please provide an estimate (in AUD) of the
value of the consideration provided per
+security for the +securities to be quoted
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “No”.
$43,114
2.2h.2 *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:
Payment in shares for accumulated interest
on the converted notes at an interest rate of
6% per annum.
  • See chapter 19 for defined terms 5 June 2021

Page 6

This appendix is available as an online form

Appendix 2A Application for quotation of +securities

2.2h.3 *Please provide any further information needed
to understand the circumstances in which you
are applying to have these +securities quoted
on ASX, including 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”.
The issue was determined when these
five note holders lodged Convertible Note
Conversion Forms electing to have the
accumulated interest on the notes paid in
shares as provided for in the Convertible
Note Deed.
2.2i *Have these +securities been offered under
a +disclosure document or +PDS?
Answer this question if your response to Q2.1 is “Other”.
No
2.2i.1 *Date of +disclosure document or +PDS?
Answer this question if your response to Q2.1 is
“Other” 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 *Any on-sale of the +securities to be quoted
within 12 months of their date of issue will
comply with the secondary sale provisions
in sections 707(3) and 1012C(6) of the
Corporations Act by virtue of:
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2i is “No”.
Note: Under Appendix 2A of the Listing Rules, when the
entity applies for quotation of securities, it gives 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 you are in any doubt as to the application of, or the
entity’s capacity to give, this warranty, please see
ASIC Regulatory Guide 173 Disclosure for on-sale of
securities and other financial products and consult
your legal adviser.
The publication of a +disclosure
document or +PDS for the +securities
to be quoted
The publication of a cleansing notice
under section 708A(5), 708AA(2)(f),
1012DA(5) or 1012DAA(2)(f)
The publication of a +disclosure
document or +PDS involving the same
class of securities as the +securities to
be quoted that meets the requirements
of section 708A(11) or 1012DA(11)
An applicable ASIC instrument or class order
Not applicable – the entity has
arrangements in place with the holder
that ensure the securities cannot be on-
sold within 12 months in a manner that
would breach section 707(3) or 1012C(6)
Note: Absent relief from ASIC, a listed entity can only
issue a cleansing notice where trading in the relevant
securities has not been suspended for more than
5 days during the shorter of: (a) the period during
which the class of securities are quoted; and (b) the
period of 12 months before the date on which the
relevant securities under the offer were issued.
2.4 *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 5 June 2021

Page 7

This appendix is available as an online form

Appendix 2A Application for quotation of +securities

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 “Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B”.

Question
No.
Question Answer
3A.1 *ASX security code & description Not applicable
3A.2 *Number of +securities to be quoted Not applicable
3A.3 Any other information the entity wishes to
provide about the +securities to be quoted
Not applicable
3A.4


*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), your response to Q2.4 is “new class” 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.
  • See chapter 19 for defined terms 5 June 2021

Page 8

This appendix is available as an online form

Appendix 2A Application for quotation of +securities

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 “Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.4 is “existing class”. If your response to Q2.1 is “Securities issued, transferred or re-classified as a result of options being exercised or other convertible securities being converted”, the questions in this part relate to the securities being issued, transferred or reclassified as a result of the exercise of the options or the conversion of the convertible securities. If your response to Q2.1 is “Unquoted partly paid securities that have been fully paid up and are now to become quoted fully paid securities”, the questions in this part relate to the fully paid securities arising from that payment up. Otherwise, the questions in this part relate to the securities issued by the entity which are to be quoted on ASX and which are described in the response to Q2.1.

Question
No.
Question Answer
3B.1 *ASX security code & description VBS fully paid ordinary shares
3B.2 *Number of +securities to be quoted 676,946
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?
Yes
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
3B.4 Any other information the entity wishes to
provide about the +securities to be quoted
Not applicable
  • See chapter 19 for defined terms 5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

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 “Securities issued as part of a transaction or transactions previously announced to the market in an Appendix 3B” and your response to Q2.4 is “new class”. If your response to Q2.1 is “Securities issued, transferred or re-classified as a result of options being exercised or other convertible securities being converted”, the questions in this part relate to the securities being issued, transferred or reclassified as a result of the exercise of the options or the conversion of the convertible securities. If your response to Q2.1 is “Unquoted partly paid securities that have been fully paid up and are now to become quoted fully paid securities”, the questions in this part relate to the fully paid securities arising from that payment up. Otherwise, the questions in this part relate to the securities issued by the entity which are to be quoted on ASX and which are described in the response to Q2.1.

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
Wholesale debt securities
☐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 5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

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
*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
  • See chapter 19 for defined terms

5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

*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
*Interest rate type
Select one item from the list
Select the appropriate interest or dividend 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 or dividend
Other
  • See chapter 19 for defined terms 5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

Frequency of coupon / interest / dividend
payments per year
Select one item from the list.
Monthly
Quarterly
Semi-annual
Annual
No coupon/interest payments
Other
First interest/dividend 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/dividend rate per annum
Answer this question if the interest rate type is fixed.
% p.a.
*Is the interest/dividend rate per annum
estimated at this time?
Answer this question if the interest rate type is fixed.
Yes or No
If the interest/dividend 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/dividend 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.
*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
  • See chapter 19 for defined terms

5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

*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 (per 1 new +security)
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
3C.9d Details of wholesale debt securities
Answer the questions in this section if you selected this security type in your response to Question Q3C.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
CFI Not applicable
FISN Not applicable
*+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
Total principal amount of class Not applicable
Face value
This is the offer / issue price or value at which the
security was offered on issue.
Not applicable
  • See chapter 19 for defined terms

5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

Number of +securities
This should be the total principal amount of class
divided by the face value
*Interest rate type
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
☐Fixed to floating
☐Floating to fixed
*Frequency of coupon/interest payments
per year
Select one item from the list. The number of interest payments
to be made per year for a wholesale debt security.
☐Monthly
☐Quarterly
☐Semi-annual
☐Annual
☐No payments
*First interest payment date
A response is not required if you have selected “No
payments” in response to the question above on the
frequency of coupon/interest payments.
Not applicable
*Interest rate per annum
A response is not required if you have selected “No
payments” in response to the question above on the
frequency of coupon/interest payments. The rate
represents the total rate for the first payment period which
may include a reference or base rate plus a margin rate
and other adjustment factors where applicable, stated on a
per annum basis. If the rate is only an estimate at this time
please enter an indicative rate and provide the actual rate
once it has become available.
%
*Maturity date
The date on which the security matures.
Not applicable
Class type description Not applicable
*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
3C.10 Any other information the entity wishes to
provide about the +securities to be quoted
Not applicable
  • See chapter 19 for defined terms

5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

Part 4 – Issued capital following quotation

Following the quotation of the +securities the subject of this application, the issued capital of the entity will comprise:

Part 4 – Issued capital following quotation Part 4 – Issued capital following quotation Part 4 – Issued capital following quotation Part 4 – 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 4.1 and 4.2 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 4.1 and
include in the table in section 4.2 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 4.1 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 4.2.
4.1 *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
VBS - Fully paid ordinary shares
32,547,449
ASX security code and description Total number of +securities on issue
VBS - Fully paid ordinary shares 32,547,449
4.2 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) 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 exercised], one third vesting on
1 July 2021 [and exercised], 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.
Options**(ASX:VBSAD)
With no consideration payable on exercise, with an
expiry date of 28 April 2026. These five-year
options, issued under the EIP, will vest as to one
third annually over three years (with one third
vesting on 28 April 2022, one third vesting on
28 April 2023 and the balance vesting on
28 April 2024), based on the three staff members’
satisfactory work performance, as assessed in the
annual review.
13,150,000
4,166
500,000
13,910
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) 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 exercised], one third vesting on
1 July 2021 [and exercised], 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.
Options(ASX:VBSAD)
With no consideration payable on exercise, with an
expiry date of 28 April 2026. These five-year
options, issued under the EIP, will vest as to one
third annually over three years (with one third
vesting on 28 April 2022, one third vesting on
28 April 2023 and the balance vesting on
28 April 2024), based on the three staff members’
satisfactory work performance, as assessed in the
annual review.
13,150,000
4,166
500,000
13,910
  • See chapter 19 for defined terms 5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

Part 5 – 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:

  • “Securities issued under a dividend/distribution plan”;

  • “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”; or

  • “Other”.

Note that if your response to Q2.1 is “Securities 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
5.1 *Are the +securities being issued under an
exception in Listing Rule 7.2 and therefore
the issue does not need any security holder
approval under Listing Rule 7.1?
Yes – 650,000 shares
No – 26,946 shares
5.1a Enter the number of the applicable
exception in Listing Rule 7.2
Answer this question is your response to Q5.1 is “Yes”
Note this should be a number between 1 and 17.
Yes – 650,000 shares – exception 9
No – 26,946 shares – Approved under
Resolutions 4 and 5 at the
22 November 2019 Annual General
Meeting (AGM)
5.1a.1 *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 Q5.1 is “Yes”
and your response to Q5.1a is “4”.
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
5.2 *Has the entity obtained, or is it obtaining,
+security holder approval for the issue
under listing rule 7.1?
Answer this question if the response to Q5.1 is “No”.
Yes - 26,946 shares
5.2a *Date of meeting or proposed meeting to
approve the issue under listing rule 7.1
Answer this question if the response to Q5.1 is “No”
and the response to Q5.2 is “Yes”.
22 November 2019 AGM
5.2b *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 Q5.1 is “No”
and the response to Q5.2 is “No”.
Not applicable
5.2b.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 Q5.1 is “No”, the
response to Q5.2 is “No” and the response to Q5.2b is “Yes”.
If the response to Q5.2b is “Yes”, please complete and
separately send by email to your ASX listings
compliance adviser a work sheet in the form of
Not applicable
  • See chapter 19 for defined terms

5 June 2021

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This appendix is available as an online form

Appendix 2A Application for quotation of +securities

Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to
issue that number of securities.
5.2c *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 Q5.1 is “No”
and the response to Q5.2 is “No”.
Not applicable
5.2c.1 *How many +securities are being issued
without +security holder approval using the
entity’s additional 10% placement capacity
under listing rule 7.1A?
Answer this question if the response to Q5.1 is “No”,
the response to Q5.2 is “No” and the response to
Q5.2c is “Yes”.
If the response to Q5.2c is “Yes”, please complete and
separately send by email to your ASX listings
compliance adviser a work sheet in the form of
Annexure C to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1A to
issue that number of securities.
Not applicable

Introduced 01/12/19; amended 31/01/20; 05/06/21

  • See chapter 19 for defined terms 5 June 2021

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