VMOTO LIMITED — Capital/Financing Update 2023

Nov 19, 2023

20 November 2023

Not for release to US wire services or distribution in the United States

RESULTS OF ENTITLEMENT OFFER

Vmoto Limited ( Vmoto or Company ) ( ASX: VMT ) is pleased to announce that it has completed its non-renounceable pro-rata entitlement offer of one (1) new fully paid ordinary share ( New Share ) for every four (4) Shares held by an Eligible Shareholder as announced on Friday, 13 October 2023 ( Entitlement Offer ).

Capitalised terms not defined in this announcement have the meaning given to them in the prospectus dated Friday, 13 October 2023 ( Prospectus ).

The Entitlement Offer closed at 5:00pm (AWST) on Monday, 13 November 2023 and a total of $5,583,349.95 (before costs) was raised from the Entitlement Offer, comprising of:

Details	New Shares	AUD ($)
Eligible Entitlements	72,111,365	10,816,704.75
Subscribed for under the Entitlement Offer	34,424,428	5,163,664.20
Subscribed for under the TopUpFacility	2,797,905	419,685.75
Total subscribed for under the Offers	37,222,333	5,583,349.95
Shortfall	35,337,070	5,300,560.50

The remaining Shortfall under the Entitlement Offer will be offered to investors who are invited by the Company to participate in the Shortfall Offer.

The Company advises that 37,222,333 New Shares under the Entitlement Offer have been issued today and an Appendix 2A follows this announcement. New Shares will rank equally with existing fully paid ordinary shares as at their issue date.

The issued capital of the Company following the Entitlement Offer is as follows:

• 327,462,623 Shares;

• 6,768,402 Performance Rights; and

• 23,100,000 Options.

The terms of the Options provide for an adjustment in their exercise price according to the formula in Listing Rule 6.22.2. Therefore, the Options will have the following terms:

Class of Options	Number	Expiry Date	Original Exercise Price	Adjusted **Exercise Price1 **
OP7	6,600,000	11/04/26	$0.45	$0.4479
OP8	7,700,000	11/04/27	$0.55	$0.5479
OP9	8,800,000	11/04/27	$0.65	$0.6479

1. The adjusted exercise price will become effective on 27 November 2023.

Use of funds

The proceeds from the Offers will be directed towards:

• (a) the building of manufacturing facilities in Nanjing, China to increase the Company’s production capacity;

• (b) planning to jointly invest with a Thailand partner for a locally based company to build a manufacturing facility in Thailand to assemble and distribute electric motorcycle/moped products in country to reduce import costs and increase revenue and profits;

• (c) undertaking acquisitions of interests in distributors for direct sales; and

• (d) general working capital of the Company and the costs of the Offers.

Indicative Timetable[1]

Event	Date
Entitlement Offer Closing Date	Monday, 13 November 2023
Securities quoted on a deferred settlement basis	Tuesday, 14 November 2023
Last day to announce results of Entitlement Offer, issue the New Shares and Additional New Shares under the Entitlement Offer (including under the Top Up Facility) and lodge Appendix 2A	Monday, 20 November 2023
Expected quotation of New Shares and Additional New Shares issued under the Entitlement Offer (including under the Top Up Facility)	Tuesday, 21 November 2023
Shortfall Offer Closing Date2	Friday, 5 January 2024

1. These dates are indicative only. The Directors reserve the right to vary the key dates without prior notice, subject to the Listing Rules.

2. The Shortfall Offer may close at such earlier date as the Directors, in their absolute discretion, determine.

-ENDS-

The announcement was approved for release by the Board of Vmoto Limited

For further information, please contact:

Company enquiries

Charles Chen Managing Director T: +61 8 9226 3865 info@vmoto.com

Vmoto’s Social Media

Vmoto is committed to communicating with the investment community through all available channels including social media. Whilst ASX remains the primary channel for all material announcements and news, all Vmoto shareholders, investors and other interested parties are encouraged to follow Vmoto on website ( www.vmoto.com ), Facebook ( www.facebook.com/vmotosoco ), Instagram ( www.instagram.com/vmotosoco ) and YouTube ( www.youtube.com/vmotosoco ).

Forward Looking Statements

Forward looking statements are based on current expectations and are not guarantees of future performance, involve known and unknown risks, uncertainties and other factors, many of which are outside the control of the Company. Actual results, performance or achievements may vary materially from any forward-looking statements. Although the Company believes that assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate or incorrect in hindsight and, therefore, there ca be no assurance that matters contemplated in the forward-looking statements will be realised. Accordingly, readers are cautioned not to place undue reliance on forward looking statements, which are current only as at the date of this announcement.

Not an offer in the United States

This announcement has been prepared for publication in Australia and may not be released to US wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this announcement have not been, and will not be, registered under the US Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.

Shareholders Communications

Vmoto is committed to communicating with its shareholders regularly and efficiently and encourage shareholders to adopt electronic form of communication channels. Shareholders can update its communications methods by going to www.computershare.com.au/easyupdate/VMT.