ZIMI LIMITED — Capital/Financing Update 2024

Aug 20, 2024

Appendix 3B - Proposed issue of securities

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Update Summary

Entity name

ZIMI LIMITED

Announcement Type

Update to previous announcement

Date of this announcement

21/8/2024

Reason for update to a previous announcement

Correction of date referred to at item 3D.11 to Thursday 29 August 2024 (being date on which offer documents will be sent to retail security holders entitled to participate in the pro rata issue.

Refer to next page for full details of the announcement

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Appendix 3B - Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

ZIMI LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

Registration Number

ACN 113326524

1.3 ASX issuer code

ZMM

1.4 The announcement is

Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Correction of date referred to at item 3D.11 to Thursday 29 August 2024 (being date on which offer documents will be sent to retail security holders entitled to participate in the pro rata issue.

1.4b Date of previous announcement to this update

21/8/2024

1.5 Date of this announcement

21/8/2024

1.6 The Proposed issue is:

An accelerated offer

1.6b The proposed accelerated offer is

Accelerated renounceable entitlement offer with retail rights trading (commonly known as a PAITREO)

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Appendix 3B - Proposed issue of securities

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Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis? No

Part 3B - Offer details

+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued

ASX +security code and description

ZMM : ORDINARY FULLY PAID

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class

Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? No No

Details of +securities proposed to be issued

ASX +security code and description

ZMM : ORDINARY FULLY PAID

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

ISIN Code for the entitlement or right to participate in the offer (if Issuer is foreign company and +securities do not have +CDIs issued over them)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued) Has the offer ratio been determined? Yes

The quantity of additional +securities For a given quantity of +securities to be issued held 2 1 What will be done with fractional Maximum number of +securities entitlements? proposed to be issued (subject to

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rounding)

Fractions of 0.5 or more rounded up 253,329,430

Offer price details for retail security holders

Has the offer price for the retail offer been determined? Yes

In what currency will the offer be What is the offer price per +security made? for the retail offer? AUD - Australian Dollar AUD 0.01000

Offer price details for institutional security holders

Has the offer price for the institutional offer been determined? Yes

In what currency will the offer be made?

What is the offer price per +security for the institutional offer? AUD 0.01000

AUD - Australian Dollar

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?

Yes

Describe the limits on over-subscription

Details will be included included in the Offer document. The Company will not issue any New Shares to an Eligible Retail Shareholder under the Shortfall Facility if, in the view of the Directors, to do so would result in any person obtaining voting power in the Company in contravention of the takeover restrictions in section 606 of the Corporations Act, subject to certain exceptions permitted by law.

Will a scale back be applied if the offer is over-subscribed?

Yes

Describe the scale back arrangements

Details will be included included in the Offer document. The Directors will have discretion as to how to allocate the Shortfall under the Shortfall Facility. In the event that Acceptances for New Shares under the Shortfall Facility exceed the total amount of the available Shortfall from the Retail Offer, then Acceptances will be scaled back on a pro rata basis.

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Part 3D - Timetable

3D.1a First day of trading halt

21/8/2024

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3D.1b Announcement date of accelerated offer

21/8/2024

3D.3 Trading resumes on an ex-rights basis

23/8/2024

3D.4 Rights trading commences

23/8/2024

3D.5 Date offer will be made to eligible institutional +security holders

21/8/2024

3D.6 Application closing date for institutional +security holders

22/8/2024

3D.7 Institutional offer shortfall book build date

22/8/2024

3D.8 Announcement of results of institutional offer

(The announcement should be made before the resumption of trading following the trading halt)

23/8/2024

3D.9 +Record date

23/8/2024

3D.10a Settlement date of new +securities issued under institutional entitlement offer

26/8/2024

3D.10b +Issue date for institutional +security holders

26/8/2024

3D.10c Normal trading of new +securities issued under institutional entitlement offer

27/8/2024

3D.11 Date on which offer documents will be sent to retail +security holders entitled to participate in the +pro rata issue

29/8/2024

3D.12 Offer closing date for retail +security holders

26/9/2024

3D.13 Last day to extend retail offer close date

23/9/2024

3D.14 Rights trading end date 19/9/2024

3D.15 Trading in new +securities commences on a deferred settlement basis 20/9/2024

3D.17 Last day to announce results of retail offer, bookbuild for any shortfall

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(if applicable) 3/10/2024 3D.18 Entity announces results of bookbuild (including any information about the bookbuild expected to be disclosed under section 4.12 of Guidance Note 30) 4/10/2024 3D.19 +Issue date for retail +security holders 8/10/2024 3D.20 Date trading starts on a normal T+2 basis 9/10/2024 3D.21 First settlement of trades conducted on a +deferred settlement basis and on a normal T+2 basis 11/10/2024 Part 3E - Fees and expenses 3E.1 Will there be a lead manager or broker to the proposed offer? Yes 3E.1a Who is the lead manager/broker? Cerberus Investments Pty Ltd 3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? The Lead Manager will be entitled to a success fee of up to 7% of the total amount raised under the Entitlement Offer, up to 7,599,883 unlisted options (subject to receipt of shareholder approval) and reasonable reimbursements. 3E.2 Is the proposed offer to be underwritten? No 3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No 3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer Typical costs associated with an equity raising process, including legal, share registry, ASX listing fees, and other associated administrative costs. Part 3F - Further Information 3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue Investment into research and development projects, working capital and growth requirements, partial payment of existing creditors, and transaction costs relating to the Entitlement Offer. 3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue? No 3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No

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3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue

Holders with a registered address outside of Australian or New Zealand.

3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes 3F.5a Please provide further details of the offer to eligible beneficiaries

Details will be included in the Offer document and announced.

3F.6 URL on the entity's website where investors can download information about the proposed issue

https://zimi.life/

3F.7 Any other information the entity wishes to provide about the proposed issue

3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? No

3F.9 Any on-sale of the +securities proposed to be issued 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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