ASX:AU1 · 26 June 2017

Appendix 3B

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Appendix 3B
                                                                                                         New issue announcement

                                                                                                           Rule 2.7, 3.10.3, 3.10.4, 3.10.5

                                                  Appendix 3B
New issue announcement, application for quotation of additional
                  securities and agreement
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.
Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

 AUSNET FINANCIAL SERVICES LIMITED

ABN

 52 118 913 232

We (the entity) give ASX the following information.

Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).

1      +Class of +securities issued or to be issued                       -

2      Number of +securities issued or to be                              -
       issued (if known) or maximum number
       which may be issued

3      Principal terms of the +securities (e.g. if                        -
       options, exercise price and expiry date; if
       partly paid +securities, the amount
       outstanding and due dates for payment; if
       +convertible securities, the conversion
       price and dates for conversion)
4      Do the +securities rank equally in all
       respects from the +issue date with an                             -
       existing +class of quoted +securities?

       If the additional +securities do not rank
       equally, please state:
       • the date from which they do
       • the extent to which they participate for
            the next dividend, (in the case of a
            trust, distribution) or interest payment
       • the extent to which they do not rank
            equally, other than in relation to the
            next dividend, distribution or interest
            payment

+ See chapter 19 for defined terms.

04/03/2013                                                                                                             Appendix 3B Page 1

Appendix 3B
New issue announcement

5    Issue price or consideration                          -

6    Purpose of the issue                                  -
     (If issued as consideration for the
     acquisition of assets, clearly identify those
     assets)

6a   Is the entity an +eligible entity that has      -
     obtained security holder approval under
     rule 7.1A?
     If Yes, complete sections 6b – 6h in relation
     to the +securities the subject of this
     Appendix 3B, and comply with section 6i

6b   The date the security holder resolution         25 November 2016
     under rule 7.1A was passed

6c   Number of +securities issued without            -
     security holder approval under rule 7.1

6d   Number of +securities issued with security      Nil
     holder approval under rule 7.1A

6e   Number of +securities issued with security      Nil
     holder approval under rule 7.3, or another
     specific security holder approval (specify
     date of meeting)

6f   Number of +securities issued under an           N/A
     exception in rule 7.2

6g   If +securities issued under rule 7.1A, was      N/A
     issue price at least 75% of 15 day VWAP as
     calculated under rule 7.1A.3? Include the
     +issue date and both values. Include the
     source of the VWAP calculation.

6h   If +securities were issued under rule 7.1A      N/A
     for non-cash consideration, state date on
     which valuation of consideration was
     released to ASX Market Announcements

6i   Calculate the entity’s remaining issue          7.1       82,418,955
     capacity under rule 7.1 and rule 7.1A –
                                                     7.1A      58,279,303
     complete Annexure 1 and release to ASX
     Market Announcements
7

                                                                            + See chapter 19 for defined terms.

Appendix 3B Page 2                                                                                04/03/2013

                                                                                                          Appendix 3B
                                                                                              New issue announcement

7     +Issue dates                                                         19 May 2017
      Note: The issue date may be prescribed by ASX (refer to the
      definition of issue date in rule 19.12). For example, the issue
      date for a pro rata entitlement issue must comply with the
      applicable timetable in Appendix 7A.
      Cross reference: item 33 of Appendix 3B.

                                                                        Number
                                                                                                         +Class

8     Number and +class of all +securities quoted                             543,229,412     Ordinary Shares
      on ASX (including the +securities in section
                                                                                              Options – 15 cents expiring
      2 if applicable)                                                           24,076,072
                                                                                              30 April 2019

                                                                        Number
                                                                                                         +Class

9     Number and +class of all +securities not                                   44,563,622   Ordinary Shares - escrowed
10    quoted on ASX (including the securities in
      section 2 if applicable)                                                    5,000,000   Options @ 15cents expiring
      Number and +class of all +securities not                                                30 Apr 2019
      quoted on ASX (including the securities in                                 51,666,667   Option @ 4cents expiring
      section 2 if applicable)                                                                19-Dec 2019
      Dividend policy (in the case of a trust,                                   66,666,667   Vendor Performance Shares
      distribution policy) on the increased capital                              46,666,667   Incentive Performance
      (interests)                                                                             Shares

Part 2 - Pro rata issue
11    Is security holder approval required?                             N/A

12    Is the issue renounceable or                                      N/A
      non-renounceable?

13    Ratio in which the                +securities      will be        N/A
      offered

14    +Class of +securities to which the offer                          N/A
      relates

15    +Record date to determine entitlements                            N/A

16    Will holdings on different registers (or sub-                     N/A
      registers) be aggregated for calculating
      entitlements?

+ See chapter 19 for defined terms.

04/03/2013                                                                                              Appendix 3B Page 3

Appendix 3B
New issue announcement

17   Policy for deciding entitlements in relation                 N/A
     to fractions

18   Names of countries in which the entity has                   N/A
     security holders who will not be sent new
     offer documents
     Note: Security holders must be told how their entitlements
     are to be dealt with.
     Cross reference: rule 7.7.

19   Closing date for receipt of acceptances or                   N/A
     renunciations

20   Names of any underwriters                                    N/A

21   Amount of any underwriting fee or                            N/A
     commission

22   Names of any brokers to the issue                            N/A

23   Fee or commission payable to the broker to                   N/A
     the issue

24   Amount of any handling fee payable to                        N/A
     brokers who lodge acceptances or
     renunciations on behalf of security holders

25   If the issue is contingent on security                       N/A
     holders’ approval, the date of the meeting

26   Date entitlement and acceptance form and                     N/A
     offer documents will be sent to persons
     entitled

27   If the entity has issued options, and the                    N/A
     terms entitle option holders to participate
     on exercise, the date on which notices will
     be sent to option holders

28   Date rights trading will begin (if applicable)               N/A

29   Date rights trading will end (if applicable)                 N/A

30   How do security holders sell their                           N/A
     entitlements in full through a broker?

31   How do security holders sell part of their                   N/A
     entitlements through a broker and accept
     for the balance?

32   How do security holders dispose of their                     N/A
     entitlements (except by sale through a
     broker)?

                                                                        + See chapter 19 for defined terms.

Appendix 3B Page 4                                                                            04/03/2013

                                                                                                                       Appendix 3B
                                                                                                           New issue announcement

33    +Issue date                                                   N/A

Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
34     Type of +securities
       (tick one)
(a)             +Securities described in Part 1
       ☒

(b)    ☒        All other +securities
                Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive
                share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
35              If the +securities are +equity securities, the names of the 20 largest holders of the additional
       ☐        +securities, and the number and percentage of additional +securities held by those holders

36              If the +securities are +equity securities, a distribution schedule of the additional +securities
       ☐        setting out the number of holders in the categories
                1 - 1,000
                1,001 - 5,000
                5,001 - 10,000
                10,001 - 100,000
                100,001 and over

37              A copy of any trust deed for the additional +securities
       ☐

Entities that have ticked box 34(b)
38    Number of +securities for which +quotation                    890,174
      is sought

39    +Class of +securities for which quotation is                  Ordinary Shares
      sought

40    Do the +securities rank equally in all                        Yes
      respects from the +issue date with an
      existing +class of quoted +securities?

      If the additional +securities do not rank
      equally, please state:
      • the date from which they do
      • the extent to which they participate for
          the next dividend, (in the case of a
          trust, distribution) or interest payment
      • the extent to which they do not rank
          equally, other than in relation to the
          next dividend, distribution or interest
          payment

+ See chapter 19 for defined terms.

04/03/2013                                                                                                               Appendix 3B Page 5

Appendix 3B
New issue announcement

41       Reason for request for quotation now                                         593,449 Ord shares - Expiry of ASX imposed escrow 24
         Example: In the case of restricted securities, end of restriction            May 2017
         period
         (if issued upon conversion of another                                        296,725 Ord shares - Expiry of ASX imposed escrow 26
         +security, clearly identify that other                                       May 2017
         +security)

                                                                                      (In line with ASX announcement dated 19 May 2017)

                                                                                      Number                                            +Class

42       Number and +class of all +securities quoted                                  543,229,412                                       Ordinary Shares
         on ASX (including the +securities in clause                                  24,076,089                                        Options exercisable at
         38)                                                                                                                            $0.15 expiring 30-Apr-19
43

Quotation agreement
     +
1     Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the +securities
     on any conditions it decides.

2    We warrant the following to ASX.
     • The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.
     • There is no reason why those +securities should not be granted +quotation.
                                        +
     • An offer of the securities for sale within 12 months after their issue will not require disclosure
       under section 707(3) or section 1012C(6) of the Corporations Act.
            Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

     • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by
       us in relation to any +securities to be quoted and that no-one has any right to return any +securities
       to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request
       that the +securities be quoted.
     • If we are a trust, we warrant that no person has the right to return the +securities to be quoted
       under section 1019B of the Corporations Act at the time that we request that the +securities be
       quoted.

3    We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense
     arising from or connected with any breach of the warranties in this agreement.

4    We give ASX the information and documents required by this form. If any information or document is
     not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge
     that ASX is relying on the information and documents. We warrant that they are (will be) true and
     complete.

Sign here:                                                                                              Date 26 June 2017

                                                                                                                                + See chapter 19 for defined terms.

Appendix 3B Page 6                                                                                                                                    04/03/2013

                                                       Appendix 3B
                                           New issue announcement

Print name:            STUART USHER
                       Company Secretary

+ See chapter 19 for defined terms.

04/03/2013                                         Appendix 3B Page 7

Appendix 3B
New issue announcement

                           Appendix 3B – Annexure 1
Calculation of placement capacity under rule 7.1 and rule 7.1A for
eligible entities
Introduced 01/08/12 Amended 04/03/13

Part 1
                                       Rule 7.1 – Issues exceeding 15% of capital
STEP 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insert number of fully paid ordinary securities on issue 12 months                                           34,552,754
before date of issue or agreement to issue
Add the following:
•   Number of fully paid ordinary securities issued in that 12 month                                                      -
    period under an exception in rule 7.2
•   Number of fully paid ordinary securities issued in that 12 month                                        495,000,000
    period with shareholder approval
                                                                                                               1,411,211
                                                                                                             51,829,069
•   Number of partly paid ordinary securities that became fully paid in
    that 12 month period
Note:
• Include only ordinary securities here – other classes of equity securities cannot be
  added
• Include here (if applicable) the securities the subject of the Appendix 3B to which this
  form is annexed
• It may be useful to set out issues of securities on different dates as separate line items
Subtract the number of fully paid ordinary securities cancelled during                                                   0
that 12 month period
“A”                                                                                                         582,793,034
STEP 2: Calculate 15% of “A”
“B”                                                                                                               0.15
                                                                                               [Note: this value cannot be changed]
Multiply “ A ” b y 0 . 1 5                                                                                   87,418,955
STEP 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insert number of equity securities issued or agreed to be issued in                                            5,000,000
that 12 month period not counting those issued:
•   Under an exception in rule 7.2
•   Under rule 7.1A
•   With security holder approval under rule 7.1 or rule 7.4
Note:
• This applies to equity securities, unless specifically excluded – not just ordinary
  securities
• Include here (if applicable ) the securities the subject of the Appendix 3B to which this
  form is annexed
• It may be useful to set out issues of securities on different dates as separate line items

“C”                                                                                                            5,000,000
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1

                                                                                                    + See chapter 19 for defined terms.

Appendix 3B Page 8                                                                                                            04/03/2013

                                                                                                                   Appendix 3B
                                                                                                       New issue announcement

“A” x 0.15                                                                                                   87,418,955
Note: number must be same as shown in Step 2

Subtract “C”                                                                                                   5,000,000
Note: number must be same as shown in Step 3

Total [ “ A ” x 0 . 1 5 ] – “ C ”                                                                            82,418,955
                                                                                               [Note: this is the remaining placement
                                                                                               capacity under rule 7.1]

Part 2
                      Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A”                                                                                                         582,793,034
Note: number must be same as shown in Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D”                                                                                                               0.10
                                                                                               [Note: this value cannot be changed]

Multiply “ A ” b y 0 . 1 0                                                                                   58,279,303

Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insert number of equity securities issued or agreed to be issued in                                                        -
that 12 month period under rule 7.1A
Notes:
• This applies to equity securities – not just ordinary securities
• Include here – if applicable – the securities the subject of the Appendix 3B to which
  this form is annexed
• Do not include equity securities issued under rule 7.1 (they must be dealt with in Part
  1), or for which specific security holder approval has been obtained
• It may be useful to set out issues of securities on different dates as separate line items

“E”                                                                                                                      nil

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10                                                                                                   58,279,303
Note: number must be same as shown in Step 2
Subtract “E”                                                                                                             nil
Note: number must be same as shown in Step 3
Total [ “ A ” x 0 . 1 0 ] – “ E ”                                                                            58,279,303
                                                                                               [Note: this is the remaining placement
                                                                                               capacity under rule 7.1A]

+ See chapter 19 for defined terms.

04/03/2013                                                                                                          Appendix 3B Page 9