Appendix 2A
This appendix is available as an online form
Only use this form if the online version is not available +Rule 2.8, 3.10.3A to 3.10.3D
+ See chapter 19 for defined terms
5 June 2021 Page 1
Appendix 2A
Application for quotation of +securities
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.
If you are an entity incorporated outside Australia and you are seeking quotation of a new class of
+securities other than CDIs, you will need to obtain and provide an International Securities
Identification Number (ISIN) for that class. Further information on the requirement for the notification of
an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-
Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in
specific notes for certain questions. The balance of the information, where applicable, must be
provided as soon as reasonably practicable by the entity.
Part 1 – Entity and announcement details
Question
no
Question Answer
1.1 *Name of entity
We (the entity here named) apply for
+quotation of the following +securities and
agree to the matters set out in
Appendix 2A of the ASX Listing Rules.
1
EROAD Limited
1.2 *Registration type and number
Please supply your ABN, ARSN, ARBN, ACN or
another registration type and number (if you supply
another registration type, please specify both the type
of registration and the registration number).
ARBN 643 840 519
1.3 *ASX issuer code ERD
1.4 *This announcement is
Tick whichever is applicable.
☒ A new announcement
☐ An update/amendment to a previous
announcement
☐ A cancellation of a previous
announcement
1.4a *Reason for update
Answer this question if your response to Q 1.4 is an
update/amendment to previous announcement.
Not applicable
1.4b
*Date of previous announcement to this
update
Answer this question if your response to Q 1.4 is an
update/amendment to previous announcement.
Not applicable
1.4c *Reason for cancellation
Answer this question if your response to Q 1.4 is “A
cancellation of a previous announcement”
Not applicable
1
Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue
will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If you are in any doubt as to the
application of, or the entity’s capacity to give, this warranty, please see ASIC Regulatory Guide 173 Disclosure for on-sale of
securities and other financial products and consult your legal adviser.
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 2
1.4d
*Date of previous announcement to this
cancellation
Answer this question if your response to Q 1.4 is “A
cancellation of a previous announcement”
Not applicable
1.5 *Date of this announcement 15 September 2023
Part 2 – Type of issue
Question
No.
Question Answer
2.1 *The +securities to be quoted are:
Select whichever item is applicable.
If you wish to apply for quotation of different types of
issues of securities, please complete a separate
Appendix 2A for each type of issue.
☒ +Securities issued as part of a
transaction or transactions previously
announced to the market in an
Appendix 3B
☐ +Securities issued under a +dividend or
distribution plan
☐ +Securities issued, transferred or re-
classified as a result of options being
exercised or other +convertible
securities being converted
☐ Unquoted partly paid +securities that
have been fully paid up and are now to
become quoted fully paid +securities
Note: there is no need to apply for quotation of
the fully paid securities if the partly paid securities
were already quoted
☐ +Restricted securities where the escrow
period has expired or is about to expire
☐ +Securities previously issued under an
+employee incentive scheme where the
restrictions on transfer have ceased or
are about to cease
☐ +Securities issued under an +employee
incentive scheme that are not subject to
a restriction on transfer or that are to be
quoted notwithstanding there is a
restriction on transfer
☐ Other [please specify]
If you have selected ‘other’ please explain the
circumstances of the issue here:
2.1a
*Have the +securities to be quoted been
issued yet?
No
2.1a.1 *What was their date of issue?
Answer this question if your response to Q2.1a is
“Yes”.
Not applicable
2.1a.2 *What is their proposed date of issue?
Answer this question if your response to Q2.1a is “No”.
18 September 2023
2.2a.1
*Date of Appendix 3B notifying the market
of the proposed issue of +securities for
which quotation is now being sought
Answer this question if your response to Q2.1 is
“Securities issued as part of a transaction or
transactions previously announced to the market in an
Appendix 3B”
7 September 2023
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 3
2.2a.2
*Are there any further issues of +securities
yet to take place to complete the
transaction(s) referred to in the
Appendix 3B?
Answer this question if your response to Q2.1 is
“Securities issued as part of a transaction or
transactions previously announced to the market in an
Appendix 3B”.
Yes
2.2a.2.1
*Please provide details of the further issues
of +securities yet to take place to complete
the transaction(s) referred to in the
Appendix 3B
Answer this question if your response to Q2.1 is
“Securities issued as part of a transaction or
transactions previously announced to the market in an
Appendix 3B” and your response to Q2.2a.2 is “Yes”.
Please provide details of the proposed dates and
number of securities for the further issues. This may
be the case, for example, if the Appendix 3B related to
an accelerated pro rata offer with an institutional
component being quoted on one date and a retail
component being quoted on a later date.
Further issue of ordinary shares under the
retail component of the accelerated
renounceable rights issue, which is
expected to occur on 29 September 2023.
EROAD expects that approximately 29.7
million ordinary shares will be issued under
the retail component of the accelerated
renounceable entitlement offer (subject to
rounding and final reconciliation of
shareholder entitlements).
2.2b.1
Date of Appendix 3A.1 lodged with ASX in
relation to the underlying +dividend or
distribution
Answer this question if your response to Q2.1 is
“Securities issued under a dividend or distribution
plan”.
Not applicable
2.2c.1
Please state the number and type of
options that were exercised or other
+convertible securities that were converted
(including their ASX security code)
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
Not applicable
2.2c.2
And the date the options were exercised or
other +convertible securities were
converted
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
Note: If this occurred over a range of dates, enter the
first date and last date of the period in which the
options were exercised or convertible securities were
converted.
Not applicable
2.2c.3
Is this all of the options or other
+convertible securities on issue of that type
(ie have all of those options now been
exercised or have all of those convertible
securities now been converted)?
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
Not applicable
2.2c.4
The right of the holder of the options or
other +convertible securities to receive the
+underlying securities is being satisfied by:
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
Not applicable
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 4
2.2c.5
The underlying securities being received by
the holder are:
Answer this question if your response to Q2.1 is
“Securities issued, transferred or re-classified as a
result of options being exercised or other convertible
securities being converted”.
Not applicable
2.2c.6
Were the options being exercised or other
+convertible securities being converted
issued under an +employee incentive
scheme?
Answer this question if your response to Q2.1 is “Securities
issued, transferred or re-classified as a result of options
being exercised or other convertible securities being
converted”.
Not applicable
2.2c.7
*Are any of the options being exercised or
other +convertible securities being
converted held by +key management
personnel (KMP) or an +associate?
Answer this question if your response to Q2.1 is “Securities
issued, transferred or re-classified as a result of options
being exercised or other convertible securities being
converted” and your response to Q2.2c.6 is “Yes”.
Not applicable
2.2c.7.a
*Provide details of the KMP or +associates who are exercising options or converting
convertible securities.
Answer this question if your response to Q2.1 is “Securities issued, transferred or re-classified as a result of
options being exercised or other convertible securities being converted”, your response to Q2.2c.6 is “Yes” and
your response to Q2.2c.7 is “Yes”. Repeat the detail in the table below for each KMP involved. If the options or
other convertible securities are held by the KMP, repeat the name of the KMP or insert “Same” in “Name of
registered holder”. If the options or other convertible securities are held by an associate of a KMP, insert the
name of the associate in “Name of registered holder”.
Not applicable
Name of KMP
[200 characters]
Name of registered holder
[200 characters]
Number of options
being exercised or
other +convertible
securities being
converted
[16 characters]
2.2d.1
Please state the number and type of
unquoted partly paid +securities (including
their ASX security code) that have been
fully paid up and that are now to become
quoted on ASX
Answer this question if your response to Q2.1 is “Partly
paid securities that have been fully paid up and are
now to become quoted fully paid securities”.
Not applicable
2.2d.2 And the date the
+
securities were fully paid
up
Answer this question if your response to Q2.1 is “Partly
paid securities that have been fully paid up and are
now to become quoted fully paid securities”.
Note: If this occurred over a range of dates, enter the
date the last of the securities was fully paid up.
Not applicable
2.2d.3
Is this all of the partly paid +securities on
issue of that type (ie have all of those partly
paid securities now been fully paid up)?
Answer this question if your response to Q2.1 is
“Unquoted partly paid securities that have been fully
paid up and are now to become quoted fully paid
securities”.
Not applicable
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 5
2.2e.1
Please state the number and type of
+restricted securities (including their ASX
security code) where the escrow period has
expired or is about to expire
Answer this question if your response to Q2.1 is
“Restricted securities where the escrow period has
expired or is about to expire”.
Not applicable
2.2e.2
And the date the escrow restrictions have
ceased or will cease
Answer this question if your response to Q2.1 is
“Restricted securities where the escrow period has
expired or is about to expire”.
Note: If this occurred over a range of dates, enter the
date the last of the escrow restrictions has ceased or
will cease.
Not applicable
2.2f.1
Please state the number and type of
+securities (including their ASX security
code) previously issued under the
+employee incentive scheme where the
restrictions on transfer have ceased or are
about to cease
Answer this question if your response to Q2.1 is
“Securities previously issued under an employee
incentive scheme where the restrictions on transfer
have ceased or are about to cease”.
Not applicable
2.2f.2
And the date the restrictions on transfer
have ceased or will cease:
Answer this question if your response to Q2.1 is
“Securities previously issued under an employee
incentive scheme where the restrictions on transfer
have ceased or are about to cease”.
Note: If this occurred over a range of dates, enter the
date the last of the restrictions on transfer has ceased
or will cease.
Not applicable
2.2g.1
Please state the number and type of
+securities (including their ASX security
code) issued under the +employee
incentive scheme that are not subject to a
restriction on transfer or that are to be
quoted notwithstanding there is a restriction
on transfer
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
Not applicable
2.2g.2
*Please attach a document or provide
details of a URL link for a document lodged
with ASX detailing the terms of the
+employee incentive scheme or a summary
of the terms.
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
Not applicable
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 6
2.2g.3
*Are any of these +securities being issued
to +key management personnel (KMP) or
an +associate
Answer this question if your response to Q2.1 is
“Securities issued under an employee incentive
scheme that are not subject to a restriction on transfer
or that are to be quoted notwithstanding there is a
restriction on transfer”.
Not applicable
2.2g.3.a *Provide details of the KMP or +associates being issued +securities.
Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are
not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”
and your response to Q2.2g.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If
the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered
holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of
registered holder”.
Not applicable
Name of KMP
[200 characters]
Name of registered holder
[200 characters]
Number of +securities
[16 characters]
2.2h.1
*Were the +securities issued for a cash
consideration?
Answer this question if your response to Q2.1 is
“Other”.
If the securities are being issued for nil cash
consideration, answer this question “No”.
Not applicable
2.2h.1.a
*In what currency was the cash
consideration paid?
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “Yes”.
For example, if the consideration is being paid in
Australian Dollars, state AUD.
Not applicable
2.2h.1.b *What was the issue price per +security
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “Yes”, and by
reference to the issue currency provided in your
response to Q2.2h.1.a.
Note: you cannot enter a nil amount here. If the
securities are being issued for nil cash consideration,
answer Q2.2h.1 as “No” and complete Q2.2h.1.c.
Not applicable
2.2h.1.c
Please describe the consideration provided
for the +securities
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “No”.
Not applicable
2.2h.1.d
Please provide an estimate (in AUD) of the
value of the consideration provided per
+security for the +securities to be quoted
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2h.1 is “No”.
Not applicable
2.2h.2
*The purpose(s) for which the entity is
issuing the +securities is:
Answer this question if your response to Q2.1 is
“Other”.
You may select one or more of the items in the list.
Not applicable
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 7
2.2h.3
*Please provide any further information
needed to understand the circumstances in
which you are applying to have these
+securities quoted on ASX, including why
the issue of the +securities has not been
previously announced to the market in an
Appendix 3B
You must answer this question if your response to
Q2.1 is “Other”. If there is no other information to
provide, please answer “Not applicable” or “N/A”.
Not applicable
2.2i
*Have these +securities been offered under
a +disclosure document or +PDS?
Answer this question if your response to Q2.1 is
“Other”.
Not applicable
2.2i.1 *Date of +disclosure document or +PDS?
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2i is “Yes”.
Under the Corporations Act, the entity must apply for
quotation of the securities within 7 days of the date of
the disclosure document or PDS.
Not applicable
2.3
*Any on-sale of the +securities to be quoted
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:
Answer this question if your response to Q2.1 is
“Other” and your response to Q2.2i is “No”.
Note: Under Appendix 2A of the Listing Rules, when
the entity applies for quotation of securities, it gives a
warranty that an offer of the securities for sale within
12 months after their issue will not require disclosure
under section 707(3) or 1012C(6) of the Corporations
Act.
If you are in any doubt as to the application of, or the
entity’s capacity to give, this warranty, please see
ASIC Regulatory Guide 173 Disclosure for on-sale of
securities and other financial products and consult
your legal adviser.
Not applicable
2.4 *The +securities to be quoted are:
Tick whichever is applicable
☒ Additional +securities in a class that is
already quoted on ASX ("existing
class")
☐ New +securities in a class that is not yet
quoted on ASX ("new class")
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 8
Part 3A – number and type of +securities to be quoted (existing class or
new class) where issue has previously been notified to ASX in
an Appendix 3B
Answer the questions in this Part if your response to Q2.1 is “Securities issued as part of a transaction or transactions
previously announced to the market in an Appendix 3B”.
Question
No.
Question Answer
3A.1 *ASX security code & description
ERD – Ordinary fully paid foreign exempt
NZX
3A.2 *Number of +securities to be quoted 41,737,218 shares, being:
• 16,571,429 shares to be issued under
the Institutional Placement announced
on 7 September 2023.
• 25,165,789 shares to be issued under
the Institutional Offer and Institutional
Bookbuild announced on 7 September
2023.
3A.3
Any other information the entity wishes to
provide about the +securities to be quoted
Not applicable
3A.4
*Provide a distribution schedule for the new +securities according to the categories set out
in the left hand column – including the number of recipients and the total percentage of the
new +securities held by the recipients in each category. Not applicable
Number of +securities held Number of holders
Total percentage of
+securities held
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not
have to answer this question), your response to Q2.4 is “new class” and the securities to be quoted have already
been issued.
Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to
ASX a list of the 20 largest recipients of the new securities, and the number and percentage of the new securities
received by each of those recipients, and a distribution schedule for the securities when they are issued.
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 9
Part 3B – number and type of +securities to be quoted (existing class)
where issue has not previously been notified to ASX in an
Appendix 3B
Answer the questions in this Part if your response to Q2.1 is anything other than “Securities issued as part of a transaction or
transactions previously announced to the market in an Appendix 3B” and your response to Q2.4 is “existing class”. If your
response to Q2.1 is “Securities issued, transferred or re-classified as a result of options being exercised or other convertible
securities being converted”, the questions in this part relate to the securities being issued, transferred or reclassified as a result
of the exercise of the options or the conversion of the convertible securities. If your response to Q2.1 is “Unquoted partly paid
securities that have been fully paid up and are now to become quoted fully paid securities”, the questions in this part relate to
the fully paid securities arising from that payment up. Otherwise, the questions in this part relate to the securities issued by the
entity which are to be quoted on ASX and which are described in the response to Q2.1.
Part not applicable (deleted)
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 10
Part 3C – number and type of +securities to be quoted (new class)
where issue has not previously been notified to ASX in an
Appendix 3B
Answer the questions in this Part if your response to Q2.1 is anything other than “Securities issued as part of a transaction or
transactions previously announced to the market in an Appendix 3B” and your response to Q2.4 is “new class”. If your response
to Q2.1 is “Securities issued, transferred or re-classified as a result of options being exercised or other convertible securities
being converted”, the questions in this part relate to the securities being issued, transferred or reclassified as a result of the
exercise of the options or the conversion of the convertible securities. If your response to Q2.1 is “Unquoted partly paid
securities that have been fully paid up and are now to become quoted fully paid securities”, the questions in this part relate to
the fully paid securities arising from that payment up. Otherwise, the questions in this part relate to the securities issued by the
entity which are to be quoted on ASX and which are described in the response to Q2.1.
Part not applicable (deleted)
Part 4 – Issued capital following quotation
Following the quotation of the +securities the subject of this application, the issued capital of the entity
will comprise:
Note: the figures provided in the tables in sections 4.1 and 4.2 below are used to calculate the total market capitalisation of the
entity published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by
the entity.
If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 4.1 and
include in the table in section 4.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX).
Restricted securities should only be included in the table in section 4.1 if you are applying to have them quoted because the
escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 4.2.
4.1
*Quoted +securities (total number of each +class of +securities quoted on ASX following
the +quotation of the +securities the subject of this application)
ASX security code and description Total number of +securities on issue
ERD – Ordinary fully paid foreign exempt NZX
154,876,764
4.2
*Unquoted +securities (total number of each +class of +securities issued but not quoted
on ASX):
ASX security code and description Total number of +securities on issue
ERDAA: Performance share rights
2,764,417
Part 5 – Other Listing Rule requirements
The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt
Listings do not need to complete this Part) and your response to Q2.1 is:
- “Securities issued under a dividend/distribution plan”;
- “Securities issued under an employee incentive scheme that are not subject to a restriction on transfer or that are to be
quoted notwithstanding there is a restriction on transfer”; or
- “Other”.
Note that if your response to Q2.1 is “Securities issued as part of a transaction or transactions previously announced to the
market in an Appendix 3B”, it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.
Part not applicable (deleted)
This appendix is available as an online form Appendix 2A
Application for quotation of +securities
+ See chapter 19 for defined terms
5 June 2021 Page 11
Introduced 01/12/19; amended 31/01/20; 05/06/21
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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