XREF LIMITED — Share Issue/Capital Change 2025

Jan 23, 2025

Appendix 2A - Application for quotation of securities

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Announcement Summary

Entity name

XREF LIMITED

Announcement Type

New announcement

Date of this announcement

Friday January 24, 2025

The +securities to be quoted are: Other

Please refer to the response to Q2.3d for further information about the type of securities to be quoted and the circumstances of the issue.

On 23 November 2022 Xref announced that on the second anniversary following completion of the acquisition of Voice Project it would pay part of the purchase consideration in Xref script. The 2,906,977 shares represent the payment of the second and final anniversary acquisition cost instalment.

Total number of +securities to be quoted

ASX +security		Number of +securities to
code	Security description	be quoted	Issue date
XF1	ORDINARY FULLY PAID	2,906,977	24/01/2025

Refer to next page for full details of the announcement

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Appendix 2A - Application for quotation of securities

Part 1 - Entity and announcement details

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1.1 Name of entity

XREF LIMITED

We (the entity named above) apply for +quotation of the following +securities and agree to the matters set out in Appendix 2A of the ASX Listing Rules.

1.2 Registered number type

Registration number

ABN 34122404666

1.3 ASX issuer code

XF1

1.4 The announcement is

New announcement

1.5 Date of this announcement

24/1/2025

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Appendix 2A - Application for quotation of securities

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Part 2 - Type of Issue

2.1 The +securities to be quoted are:

Other

Please refer to the response to Q2.3d for further information about the type of securities to be quoted and the circumstances of the issue.

2.2 The +class of +securities to be quoted is:

Additional +securities in a class that is already quoted on ASX ("existing class")

2.3c Have these +securities been offered under a +disclosure document or +PDS? No

2.3d 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

On 23 November 2022 Xref announced that on the second anniversary following completion of the acquisition of Voice Project it would pay part of the purchase consideration in Xref script. The 2,906,977 shares represent the payment of the second and final anniversary acquisition cost instalment.

2.4 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: The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

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Appendix 2A - Application for quotation of securities

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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

Additional +securities to be quoted in an existing class ASX +security code and description XF1 : ORDINARY FULLY PAID Issue date 24/1/2025 Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Issue details Number of +securities to be quoted 2,906,977 Are the +securities being issued for a cash consideration? No Please describe the consideration being provided for the +securities

The 2,906,977 shares represent the payment of the second anniversary and final acquisition cost instalment for the acquisition of Voice Project. Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the +securities to be quoted 0.344000 Any other information the entity wishes to provide about the +securities to be quoted

The shares have been issued at a price of $0.344, calculated in accordance with the terms of the agreement to purchase Voice Project as announced to ASX on 23 November 2022.

The purpose(s) for which the entity is issuing the securities

To pay for the acquisition of an asset

Please provide additional details

The shares have been issued as the second and final earn-out payment for the purchase of Voice Project as announced to ASX on 23 November 2022.

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Appendix 2A - Application for quotation of securities

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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:

The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.

4.1 Quoted +securities (total number of each +class of +securities quoted on ASX following the +quotation of the +securities subject of this application)

+securities subject of this application)
	Total number of
ASX +security code and description	+securities on issue
XF1 : ORDINARY FULLY PAID	191,990,243
4.2 Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX)
	Total number of
ASX +security code and description	+securities on issue
XF1AU : OPTION EXPIRING 20-FEB-2027 EX $0.50	860,000
XF1AV : OPTION EXPIRING 20-FEB-2027 EX $0.42	612,500
XF1AW : OPTION EXPIRING 20-FEB-2026 EX NIL	185,000
XF1AR : OPTION EXPIRING 05-JUL-2026 EX $0.50	4,020,000
XF1AS : OPTION EXPIRING 05-JUL-2025 EX NIL	406,859
XF1AT : OPTION EXPIRING 05-JUL-2026 EX $0.42	1,343,241

4.2 Unquoted +securities (total number of each +class of +securities issued but not quoted on ASX)

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Appendix 2A - Application for quotation of securities

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Part 5 - Other Listing Rule requirements

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? No

5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No

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? Yes

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?

2,906,977 shares

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)? No

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