Announcement PDF Appendix 3B - Proposed issue of securities Appendix 3B - Proposed issue of securities 1 / 7 Announcement Summary Entity name AVA RISK GROUP LIMITED Announcement Type New announcement Date of this announcement 5/1/2026 The Proposed issue is: Total number of +securities proposed to be issued for a placement or other type of issue ASX +security code +Security description Maximum Number of +securities to be issued New class-code to be confirmed Convertible notes; convertible at $0.1234; 48 (+12 option) month maturity 2,980,000 New class-code to be confirmed Warrants exercisable at A$0.1234 (1 FPO per warrant), expiring 5 years after issue 19,314,000 Proposed +issue date 2/2/2026 Refer to next page for full details of the announcement A placement or other type of issue Appendix 3B - Proposed issue of securities Appendix 3B - Proposed issue of securities 2 / 7 Part 1 - Entity and announcement details 1.1 Name of +Entity AVA RISK GROUP 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 ACN Registration Number 064089318 1.3 ASX issuer code AVA 1.4 The announcement is 1.5 Date of this announcement 5/1/2026 1.6 The Proposed issue is: A placement or other type of issue New announcement Appendix 3B - Proposed issue of securities Appendix 3B - Proposed issue of securities 3 / 7 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? 7A.1a Conditions Approval/Condition Other (please specify in comment section) Date for determination 31/1/2026 Is the date estimated or actual? ** Approval received/condition met? Comments Subject to achievement of Financial Close under binding agreement with Hale Capital announced to ASX on 31/12/25. 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)? Will the proposed issue of this +security include an offer of attaching +securities? Details of +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Convertible notes; convertible at $0.1234; 48 (+12 option) month maturity +Security type +Convertible debt securities Number of +securities proposed to be issued 2,980,000 No No No New class Estimated Yes Appendix 3B - Proposed issue of securities Appendix 3B - Proposed issue of securities 4 / 7 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? In what currency is the cash consideration being paid? AUD - Australian Dollar What is the issue price per +security? AUD 1.00000 Will all the +securities issued in this class rank equally in all respects from their issue date? +Convertible debt securities details These securities are: Convertible Type of security Convertible note or bond +Security currency AUD - Australian Dollar Face value AUD 1.0000 Interest rate type Floating rate Frequency of coupon/interest payments per year Quarterly First interest payment date 1/7/2026 Interest rate per annum 10.00000 % Is the interest rate per annum estimated at this time? Does the interest rate include a reference rate, base rate or market rate (e.g. BBSW or CPI)? What is the reference rate, base rate or market rate? BBSW mid-rate Does the interest rate include a margin above the reference rate, base rate or market rate? What is the margin rate above the reference rate, base rate or market rate (expressed as a percent per annum) 6.00000 % Is the margin estimated at this time? s128F of the Income Tax Assessment Act status applicable to the +security Not s128F exempt Is the +security perpetual (ie. no maturity date)? Maturity date 31/1/2030 No Yes Yes No Yes Yes Appendix 3B - Proposed issue of securities Appendix 3B - Proposed issue of securities 5 / 7 Select other features applicable to the +security Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)? If yes, what is the first trigger date 31/1/2027 Details of the type of +security that will be issued if the securities are converted, transformed or exchanged AVA : ORDINARY FULLY PAID Number of +securities that will be issued if the +securities are converted, transformed or exchanged (including, if applicable, any interest) 24,149,108 Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. https://www.asx.com.au/asx/v2/statistics/displayAnnouncement.do?display=pdf&idsId=03046442 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)? Will the proposed issue of this +security include an offer of attaching +securities? Details of +securities proposed to be issued ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them) Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Warrants exercisable at A$0.1234 (1 FPO per warrant), expiring 5 years after issue +Security type Other Number of +securities proposed to be issued 19,314,000 Offer price details Are the +securities proposed to be issued being issued for a cash consideration? No No No New class Yes Secured Secured Extendable Extendable Cumulative No Appendix 3B - Proposed issue of securities Appendix 3B - Proposed issue of securities 6 / 7 Please describe the consideration being provided for the +securities Nil consideration pursuant to binding agreements with Hale Capital for Convertible Loan Note and Warrants issue. Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities 0.001000 Will all the +securities issued in this class rank equally in all respects from their issue date? Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement. https://www.asx.com.au/asx/v2/statistics/displayAnnouncement.do?display=pdf&idsId=03046442 Part 7C - Timetable 7C.1 Proposed +issue date 2/2/2026 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? 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? 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? 43,463,108 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)? 7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue? 7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? 7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? Part 7E - Fees and expenses 7E.1 Will there be a lead manager or broker to the proposed issue? 7E.2 Is the proposed issue to be underwritten? No No No No No Yes No Yes No Appendix 3B - Proposed issue of securities Appendix 3B - Proposed issue of securities 7 / 7 7E.2 Is the proposed issue to be underwritten? 7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue Agent monitoring fee of A$17,500 per annum, payable to the initial noteholders, in respect of Convertible Notes Part 7F - Further Information 7F.01 The purpose(s) for which the entity is issuing the securities To secure a strategic investment in the Company by Hale Capital Management to accelerate US expansion. 7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? 7F.2 Any other information the entity wishes to provide about the proposed issue No No