Resolution 4 seeks Shareholder approval for:
1) the issue of the following (the Equity Securities) to The Lind Partners pursuant to the terms of a newConvertible Security Funding Agreement dated 20 April 2018 (the New CSFA):
a. a zero-coupon convertible security (the Additional Convertible Security) with a face value ofAU$1.2 million (the Additional Security Face Value);
b. 41,250,000 options (the New Fee Options); and
c. 15 million (the Collateral Shareholding Number) fully paid ordinary shares (the CollateralShares); and
2) the convertibility from time to time of all or some of the face value of a AU$1.8 million (the First SecurityFace Value) zero-coupon convertible security (the First Convertible Security) that was issued to The LindPartners on or about 23 April 2018 (The first closing date) pursuant to the terms of the New CSFA.
Additional Convertible Security
5) If Shareholders pass Resolution 4, then on the date ten (10) Business Days after the date of theMeeting (the Additional Closing Date), The Lind Partners will advance the Company a further AU$1million (the Additional Closing Price), in consideration for which the Company will issue to The Lind Page Partners the Additional Convertible Security with the Additional Security Face Value of AU$1.2million.
The maturity date of the Additional Convertible Security shall be the latter of a) the datewhich is 24 months after the Additional Closing Date, and b) 30 days after all of the obligations ofthe Company in respect of the First Convertible Security have been satisfied (the AdditionalMaturity Date).