14 Jan

Pre-Quotation Disclosure

ChemX Materials Limited (ACN 644 982 123) Level 1, 1 Tully Road , East Perth WA 6004 08 6374 2070 info @ chemx materials.com.au page | 1 14 January 2022 Pre - Quotation Disclosure ChemX Materials Limited (ACN 644 982 123 ) (“ ChemX " or “ Company ”) (ASX: CMX ) provides the following confirmations to satisfy conditions for admission of the Company’s shares to quotation on ASX. Capitalised terms not otherwise defined in this document have the same meaning as given in the Company’s replacement prospectus dated 26 November 2021 (“ Prospectus ”) unless the context requires otherwise. 1. Completion of Offer ChemX confirms that it has closed the Offer under the Prospectus and all conditions to the Offer have been satisfied. The Company has issued 40,000,000 Shares at an issue price of $0. 2 0 per Share raising $ 8 ,000,000 before costs. The Company has also completed : (a) the issue of 18,000,000 Shares to R J & A Investments Pty Ltd (ACN 089 589 355) on conversion of the Founders Loan Note Facility of A$288,000 at a deemed issue price of A$0.016 per Share; (b) the issue of 8,143,750 Shares to seed investors on conversion of p re - IPO seed capital convertible loans comprising: (i) 7,362,500 Shares issued at a deemed issue price of A$0.08 per Share; and (ii) 781,250 Shares issued at a deemed issue price of A$0.16 per Share; (c) the issue of 2,000,000 Shares to the v endors of HiPurA Pty Ltd (ACN 649 073 049) (being Nicholas Welham and David Leavy) ( HiPurA Vendors ) pursuant to the HiPurA Share Sale Agreement dated 30 April 2021 in relation to the acquisition by the Company of 100% of the issued share capital in HiPurA; (d) the issue of 800,000 Shares and 2,000,000 unlisted options exercisable at A$0.30 expiring three (3) years from the date o f admission of the Company to the Official List to the Company’s corporate advisors Ventnor Securities Pty Ltd in consideration for services provided as lead manager with regard to the IPO; and (e) the issue of 2,321,119 consideration Shares to Archer Material s Limited (ACN 123 993 233) as additional consideration calculated based on 5% of the enterprise value of ChemX upon listing pursuant to the Archer Sale Deed . page | 2 08 6374 2070 | info @chemxmaterials.com.au | Level 1, 1 Tully, East Perth WA 6004 2. Capital Structure ChemX’s capital structure as at the date of admission to the Official List is as follows: Shares on issue as at the date of the Prospectus 19,506,875 Shares issued pursuant to the Founders Loan Note Facility 18,000,000 Shares issued pursuant to the Seed Capital Convertible Loan Agreements 8,143,750 Shares issued pursuant to the HiPurA acquisition 2,000,000 Shares issued to the Lead Manager 800,000 Shares issued to Archer under the Archer Sale Deed 2,321,119 Shares issued under the Offer 40,000,000 Total Shares on issue 90,771,744 Unquoted Options 1 on issue as at the date of the Prospectus 2,0 00,000 Unquoted Options 2 issued to the Lead Manager 2, 0 00,000 Total Unlisted Options 1 on issue 4, 0 00,000 1 Exercisable at $0.3 0 and expiring on 1 November 2024 . 2 Exercisable at $0.30 and expiring 3 years from the date of admission of the Company to the Official List. 3. Restricted Securities ChemX confirms that subject to quotation, the following securities will be restricted from trading pursuant to the ASX Listing Rules for the period as set out below: Security Number Restriction Period Fully paid ordinary shares 40, 11 0,618 24 months from quotation Fully paid ordinary shares 150,375 12 months from 27 August 202 1 Fully paid ordinary shares 375,000 12 months from 3 1 August 202 1 Fully paid ordinary shares 3 ,795,000 12 months from 31 December 202 1 Unquoted Options e xercisable at $0.30 and expiring on 1 November 2024 2 , 0 00,000 24 months from quotation Unquoted Options e xercisable at $0.30 and expiring 3 years from the date of admission of the Company to the Official List issued to the Lead Manager 2 , 0 00,000 24 months from quotation page | 3 08 6374 2070 | info @chemxmaterials.com.au | Level 1, 1 Tully, East Perth WA 6004 4. No Impediments ChemX confirms that there are no legal, regulatory, statutory or contractual impediments to the Company entering the Eyre Peninsula tenements and carrying out exploration activities such that the Company will be able to spend its cash in accordance with its commitments for the purposes of ASX Listing Rule 1.3.2(b). 5. Update on Provision Patent and Trademark Application Status HiPurA filed an Australian Provisional Patent (Application No. 2021902044) on 5 July 2021. An Australian trade mark (Application No. 2224735) for HiPurA was filed on 1 November 2021. ChemX confi rms that the status of these applications has not changed since the date of the Prospectus. 6. HiPurA Acquisition – Completion ChemX confirms that it has completed the acquisition of 100% of the issued share capital in HiPurA Pty Ltd from the HiPurA Vendors in accordance with the HiPurA Share Sale Agreement. 7. HiPurA HPA Technology ChemX confirms in relation to HiPurA that: (a) all the works undertaken on the HiPurA HPA Technology before its incorporation into HiPurA were undertaken and funded by Dr Nicholas Welham in his personal capacity until the HiPurA Technology was transferred into HiPu rA on 29 March 2021; and (b) HiPurA has no liabilities or indebtedness, whether contingent or actual as at the date of admission of ChemX to the Official List.
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