Carly Holdings Limited - COMPLETION OF TRANCHE 2 PLACEMENT

Carly Holdings Limited (ASX:CL8) is pleased to advise that further to the ASX announcement of 9 June 2023, the Company has today completed Tranche 2 of the Placement raising $0.35 million.

Participants in Tranche 2 of the Placement were sophisticated investors and Carly directors Chris Noone and Stephen Abolakian.

The Company issued 14,000,000 fully paid ordinary shares (Shares) at an issue price of $0.025 per share and 7,000,000 quoted options exercisable at $0.06 per option, with an expiry date of 31 October 2024 (CL8O Options) pursuant to Tranche 2 of the Placement. Additionally, the Company has issued 10,000,000 CL8O Options to a nominee of Peak Asset Management who acted as Corporate Advisor to the Placement. Appendix 2A notices applying for quotation of the Shares and Options (together the Securities) have been lodged separately. Shareholder approval was received for the issue of Securities at the extraordinary general meeting held on 26 July 2023.

Secondary Trading Notice Pursuant to Paragraph 708A(5)(e) of the Corporations Act

2001 ('Act')

The Act restricts the on-sale of securities issued without disclosure, unless the sale is exempt

under section 708 or 708A of the Act. By giving this notice, a sale of the Securities noted

above will fall within the exemption in section 708A(5) of the Act.

The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that: the Company issued the Securities without disclosure to investors under Part 6D.2 of the Act; (b) as at the date of this Notice, the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, and section 674 of the Act and as at the date of this Notice, there is no information: i. that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules and II. that investors and their professional advisers would reasonably require for the purposes of making an informed assessment of: a. the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or b. the rights and liabilities attaching to the relevant Securities.

Contact:

Julia Maguire

Tel: [phone]

Email: [e-mail]

About Carly Holdings Limited

Carly Holdings Limited (ASX:CL8) investors.carly.co/ is listed on the Australian Securities Exchange. It is Australia's leading listed company focused on providing innovative mobility solutions for consumers and the automotive industry. Carly Holdings operates www.Carly.co, Australia's first flexible car subscription service.

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