Redflex : Share Issue on Performance Rights Vesting

ASX ANNOUNCEMENT 5 September 2017

Redflex Holdings Limited | ABN 96 069 306 216

Share Issue on Performance Rights Vesting

Pursuant to its Long Term Incentive Plan, the Company has issued 494,560 shares which have vested in accordance with the rules for the plan. In addition, a further 1,082,267 Performance Rights have lapsed.

An Appendix 3B New Issue Announcement is attached.

This share issue has been made without disclosure under the fundraising provisions of Part 6D.2 of the Corporations Act and this notice is being given pursuant to Section 708A(5)(e) of the Corporations Act. As at the date of this notice the Company has complied with its financial reporting and auditing obligations under chapter 2M of the Corporations Act and its continuous disclosure obligations under Section 674 of the Corporations Act.

For further information:

Mark Talbot Group Chief Executive Officer Redflex Holdings Limited [e-mail]

Craig Durham Group General Counsel & Company Secretary Redflex Holdings Limited [e-mail]

Redflex Holdings Limited

31 Market Street (P.O. Box 720), South Melbourne, Victoria, Australia 3205 t: [phone]

e: [e-mail]

www.redflex.com

Appendix 3B

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

New issue announcement, application for quotation of additional securities and agreement

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.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

REDFLEX HOLDINGS LIMITED

ABN

96 069 306 216

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1	+Class of +securities issued or to be issued	Shares
2	Number of +securities issued or to be issued (if known) or maximum number which may be issued	494,560
3	Principal terms of the +securities (e.g. if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)	As per other Shares

+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 1

4	Do the +securities rank equally in all respects from the +issue date with an existing +class of quoted +securities? If the additional +securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment	Yes
5	Issue price or consideration	Nil
6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	Vesting of Performance Rights
6a	Is the entity an +eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b - 6h in relation to the +securities the subject of this Appendix 3B, and comply with section 6i	No
6b	The date the security holder resolution under rule 7.1A was passed	N/A
6c	Number of +securities issued without security holder approval under rule 7.1	N/A
6d	Number of +securities issued with security holder approval under rule 7.1A	N/A

6e	Number of +securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting)	N/A
6f	Number of +securities issued under an exception in rule 7.2	N/A
6g	If +securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation.	N/A
6h	If +securities were issued under rule 7.1A for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements	N/A
6i	Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements	N/A
7	+Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B.	5 September 2017
Number	+Class
8	Number and +class of all +securities quoted on ASX (including the +securities in section 2 if applicable)	111,404,325	Ordinary Shares

+ See chapter 19 for defined terms.

04/03/2013 Appendix 3B Page 3