Announcement PDF Proposed issue of securities Update Summary Entity name ATOMOS LIMITED Announcement Type Update to previous announcement Date of this announcement Monday May 25, 2020 Reason for update to a previous announcement Update to the previously disclosed maximum number of securities proposed to be issued under the SPP, the minimum subscription amounts and consequent update to the fees paid to the Joint Lead Managers Refer to next page for full details of the announcement Proposed issue of securities 1/9 Proposed issue of securities Part 1 - Entity and announcement details 1.1 Name of +Entity ATOMOS 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. 1.2 Registered Number Type Registration Number ABN 25139730500 1.3 ASX issuer code AMS 1.4 The announcement is Update/amendment to previous announcement 1.4a Reason for update to a previous announcement Update to the previously disclosed maximum number of securities proposed to be issued under the SPP, the minimum subscription amounts and consequent update to the fees paid to the Joint Lead Managers 1.4b Date of previous announcement(s) to this update Thursday May 14, 2020 1.5 Date of this announcement Monday May 25, 2020 1.6 The Proposed issue is: An offer of +securities under a +securities purchase plan A placement or other type of issue Proposed issue of securities 2/9 Proposed issue of securities Part 4 - Details of proposed offer under securities purchase plan Part 4A - Conditions 4A.1 - Are any of the following approvals required for the offer of +securities under the +securities purchase plan issue to be unconditional? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity No Part 4B - 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 AMS : ORDINARY FULLY PAID 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 AMS : ORDINARY FULLY PAID Maximum Number of +securities proposed to be issued 4,444,444 Reason for the update of 'Maximum Number of +securities proposed to be issued' An increase in the size of the SPP Minimum Number of +securities Maximum Number of proposed to be offered to each +securities proposed to be individual +security holder offered to each individual +security holder 2,222 66,666 Proposed issue of securities 3/9 Proposed issue of securities Minimum subscription $ amount proposed to be offered to each individual security holder Maximum subscription $ amount proposed to be offered to each individual security holder AUD 1,000 AUD 30,000 Purpose of the issue To strengthen the Company's balance sheet Offer price details for retail security holders Issue Currency Offer Price per +security AUD - Australian Dollar AUD 0.45000 Estimated or Actual? Actual Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Oversubscription & Scale back details May a scale back be applied to this event? Yes Provide the scale back details Atomos reserves the right scale back applications at its absolute and sole discretion should the total demand exceed $2 million. When determining the amount (if any) by which to scale back a SPP application, Atomos may consider a number of factors, including the size of an applicant's shareholding in the Company after the SPP record date, and the date on which an application was made with earlier applications given precedence. Part 4C - Timetable 4C.1 Date of announcement of +security purchase plan Friday May 15, 2020 4C.2 +Record date Wednesday May 13, 2020 4C.3 Date on which offer documents will be made available to investors Monday May 25, 2020 4C.4 Offer open date Monday May 25, 2020 4C.5 Offer closing date Friday June 12, 2020 Proposed issue of securities 4/9 Proposed issue of securities 4C.6 Announcement of results Wednesday June 17, 2020 4C.7 +Issue date Friday June 19, 2020 Part 4D - Listing Rule requirements 4D.1 Does the offer under the +securities purchase plan meet the requirements of listing rule 7.2 exception 5 that: the number of +securities to be issued is not greater than 30% of the number of fully paid +ordinary securities already on issue; and the issue price of the +securities is at least 80% of the +volume weighted average market price for +securities in that +class, calculated over the last 5 days on which sales in the +securities were recorded, either before the day on which the issue was announced or before the day on which the issue was made? No 4D.1a Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? No 4D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No Part 4E - Fees and expenses 4E.1 Will there be a lead manager or broker to the proposed offer? Yes 4E.1a Who is the lead manager/broker? Morgans Corporate Limited and Henslow Pty Limited are the joint lead managers 4E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? 2% for management of the Offer plus 1.5% SPP Handling Fee, i.e. 3.5% of funds raised = $70,000 plus GST 4E.2 Is the proposed offer to be underwritten? No 4E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No Proposed issue of securities 5/9 Proposed issue of securities 4E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer Other fees relate to legal and ASX fees which are not be considered material Part 4F - Further Information 4F.1 Will the entity be changing its dividend/distribution policy if the proposed offer is successful? No 4F.2 Countries in which the entity has security holders who will not be eligible to accept the proposed offer The SPP is only open to shareholders in only open to shareholders in Australia and New Zealand 4F.3 URL on the entity's website where investors can download information about the proposed offer https://www.atomos.com/investor from 25th May 2020 4F.4 Any other information the entity wishes to provide about the proposed offer Proposed issue of securities 6/9 Proposed issue of securities Part 7 - Details of proposed placement or other issue Part 7A - Conditions 7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity No 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? No Details of +securities proposed to be issued ASX +Security Code and Description AMS : ORDINARY FULLY PAID Maximum Number of +securities proposed to be issued 24,265,000 Reason for the update of 'Maximum Number of +securities proposed to be issued' Purpose of the issue To strengthen the Company's balance sheet Offer price details for retail security holders In what currency is the cash consideration being paid? What is the issue price per +security? AUD - Australian Dollar AUD 0.45000 Proposed issue of securities 7/9 Proposed issue of securities Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes Oversubscription & Scale back details May a scale back be applied to this event? No Part 7C - Timetable 7C.1 Proposed +issue date Wednesday May 20, 2020 Part 7D - Listing Rule requirements 7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No 7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes 7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1? 24265000 7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No 7D.2 Is a party referred to in listing rule 10.11.1 participating in the proposed issue? No 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 Proposed issue of securities 8/9 Proposed issue of securities 7E.1a Who is the lead manager/broker? Morgans Corporate Limited and Henslow Pty Limited are the Joint Lead Managers 7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker? JLM fees are 2% for management of the Offer plus 3% Placement Fee, i.e. 5% of funds raised = $545,962.50 plus GST 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 Other fees relate to legal and ASX fees which are not be considered material Part 7F - Further Information 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No 7F.2 Any other information the entity wishes to provide about the proposed issue No further information Proposed issue of securities 9/9