Announcement PDF Proposed issue of securities Announcement Summary Entity name AVECHO BIOTECHNOLOGY LIMITED Announcement Type New announcement Date of this announcement 28/8/2023 The Proposed issue is: A placement or other type of issue Total number of +securities proposed to be issued for a placement or other type of issue Maximum Number of +securities to be issued ASX +security code +Security description AVEOA OPTION EXPIRING 10-MAY-2026 AVE ORDINARY FULLY PAID 470,330,000 Proposed +issue date 27/10/2023 Refer to next page for full details of the announcement Proposed issue of securities 1,660,699,999 1/7 Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity AVECHO BIOTECHNOLOGY 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 056482403 1.3 ASX issuer code AVE 1.4 The announcement is New announcement 1.5 Date of this announcement 28/8/2023 1.6 The Proposed issue is: A placement or other type of issue Proposed issue of securities 2/7 Proposed issue of securities Part 7 - Details of proposed placement or other issue Part 7A - Conditions 7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other type of issue can proceed on an unconditional basis? Yes 7A.1a Conditions Approval/Condition Date for determination +Security holder approval 26/10/2023 Is the date estimated or actual? ** Approval received/condition met? Estimated Comments Shareholder approval will be sought at an upcoming general meeting, with date to be communicated to the market in due course, with respect to the attaching Options to Placement Tranche 1 Shares ("T1 Options"), Placement Tranche 2 Shares and Options ("T2 Shares and Options"), and Options to Brokers ("Broker Options"). Shares under Placement Tranche 1 ("T1 Shares") will be issued under the Company's placement capacity. Part 7B - Issue details 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 +security include an offer of attaching +securities? Yes Details of +securities proposed to be issued ASX +security code and description AVE : ORDINARY FULLY PAID Number of +securities proposed to be issued 470,330,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? Proposed issue of securities 3/7 Proposed issue of securities Yes In what currency is the cash consideration being paid? What is the issue price per +security? AUD - Australian Dollar AUD 0.00600 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Attaching +Security Is the proposed attaching 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 Attaching +Security - Existing class (additional +securities in a class that is already quoted or recorded by ASX) Details of attaching +securities proposed to be issued ASX +security code and description AVEOA : OPTION EXPIRING 10-MAY-2026 Number of +securities proposed to be issued 1,510,699,999 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Nil Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 0.000001 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Is the proposed security a 'New Proposed issue of securities Will the proposed issue of this 4/7 Proposed issue of securities 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 +security include an offer of attaching +securities? No Details of +securities proposed to be issued ASX +security code and description AVEOA : OPTION EXPIRING 10-MAY-2026 Number of +securities proposed to be issued 150,000,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No Please describe the consideration being provided for the +securities Nil Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 0.000001 Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Part 7C - Timetable 7C.1 Proposed +issue date 27/10/2023 Part 7D - Listing Rule requirements 7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1? Yes Proposed issue of securities 5/7 Proposed issue of securities 7D.1a Date of meeting or proposed meeting to approve the issue under listing rule 7.1 26/10/2023 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? Yes 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No Part 7E - Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? Yes 7E.1a Who is the lead manager/broker? CPS Capital, Ignite Equity and Peak Asset Management (as announced on 28 August 2023). 7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? 1. A management fee of 1%, plus GST, of the total amount raised; 2. A placing fee of 5%, plus GST, of the total amount raised; and 3. 150,000,000 listed Options (AVEOA) ("Broker Options"), such proportion to be determined by CPS Capital Group Pty Ltd. 7E.2 Is the proposed issue to be underwritten? No 7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities To fund a phase III clinical trial in respect of the Company's proprietary TPM enhanced CBD soft-gel capsule to manage the symptoms of insomnia, associated manufacturing activities for the clinical trial, general working capital and costs of the Placement. 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No Proposed issue of securities 6/7 Proposed issue of securities 7F.2 Any other information the entity wishes to provide about the proposed issue This Appendix 3B is in relation to the T1 Options, T2 Shares and Options, and Broker Options. The prospectus in relation to the proposed issue of Shares and Options has been lodged on the ASX on 3 April 2023. The number of Shares and Options indicated in this Appendix 3B is subject to rounding. 7F.3 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 +disclosure document or +PDS for the +securities proposed to be issued Proposed issue of securities 7/7