Mayne Pharma : Appendix 2A and Notice under ASX Listing Rule 3.10A

13 May 2021

The Manager

Company Notices Section

ASX Limited

Rialto Towers

Level 45, 525 Collins Street

MELBOURNE VIC 3000

Dear Sir/Madam

Mayne Pharma Group Limited

Issue of New Shares and Notice under ASX Listing Rule 3.10A

We wish to advise that Mayne Pharma has issued 85,772,626 fully paid ordinary shares to Estetra SRL (a subsidiary of Mithra Pharmaceuticals, SA) (Mithra) as outlined in the attached Appendix 2A. This follows US Food and Drug Administration (FDA) regulatory approval of NEXTSTELLIS® (E4/DRSP) oral contraceptive. These newly issued shares will be subject to a 12-month voluntary escrow from the date of issue. Mithra now owns 9.6% of Mayne Pharma's ordinary shares.

ASX Listing Rule 3.10A

Mayne Pharma advises that pursuant to ASX Listing Rule 3.10A, the following securities which were subject to voluntary escrow will be released from the holding lock on the following date:

Number of Securities	Description	Release date
83,100,000	Fully paid ordinary shares	21 May 2021

These shares are already quoted on the ASX and were issued to Mithra as part of the upfront consideration payable for the exclusive license and supply agreement with Mithra to commercialise NEXTSTELLIS in the US.

This announcement has been authorised for release by the Chairman of Mayne Pharma.

Yours faithfully,

Mayne Pharma Group Limited

Laura Loftus

Company Secretary

This appendix is not available as an online form
Please fill in and submit as a PDF announcement	+Rule 2.7

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	Question	Answer
no
1.1	*Name of entity	Mayne Pharma Group Limited
	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
1.2	*Registration type and number	ABN - 76 115 832 963
	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).
1.3	*ASX issuer code	MYX
1.4	*This announcement is	☒ A new announcement
	Tick whichever is applicable.	☐ An update/amendment to a previous
			announcement
			☐ A cancellation of a previous
			announcement
1.4a	*Reason for update	N/a
	Mandatory only if "Update" ticked in Q1.4 above. A
	reason must be provided for an update.
1.4b	*Date of previous announcement to this	N/a
	update
	Mandatory only if "Update" ticked in Q1.4 above.
1.4c	*Reason for cancellation	N/a
	Mandatory only if "Cancellation" ticked in Q1.4 above.
1.4d	*Date of previous announcement to this	N/a
	cancellation
	Mandatory only if "Cancellation" ticked in Q1.4 above.

• 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 the securities to be quoted have been issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see ASIC Regulatory Guide 189 Disclosure relief for rights issues). If in doubt, please consult your legal adviser.

+ See chapter 19 for defined terms	Page 1
31 January 2020

	This appendix is not available as an online form	Appendix 2A
	Please fill in and submit as a PDF announcement	Application for quotation of +securities
	1.5	*Date of this announcement	13 May 2021

Part 2 - Type of issue

Question Question

No.

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.

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 "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B"

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 "Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B".

Answer

• Being issued as part of a transaction or transactions previously announced to the market in an Appendix 3B
• Being issued under a +dividend or distribution plan
• Being issued as a result of options being exercised or other +convertible securities being converted
• Unquoted partly paid +securities that have been paid up and are now quoted fully paid +securities
• +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
  N/a

N/a

+ See chapter 19 for defined terms	Page 2
31 January 2020

	This appendix is not available as an online form	Appendix 2A
	Please fill in and submit as a PDF announcement	Application for quotation of +securities
	2.2a.2.1	*Please provide details of the further issues	N/a
		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 "Being
		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.
	2.2b.1	*Date of Appendix 3A.1 lodged with ASX in	N/a
		relation to the underlying +dividend or
		distribution
		Answer this question if your response to Q2.1 is "Being
		issued under a dividend or distribution plan".
	2.2b.2	*Does the +dividend or distribution plan	N/a
		meet the requirement of listing rule 7.2
		exception 4 that it does not impose a limit
		on participation?
		Answer this question if your response to Q2.1 is "Being
		issued under a dividend or distribution plan".
		Note: Exception 4 only applies where security holders
		are able to elect to receive all of their dividend or
		distribution as securities. For example, Exception 4
		would not apply in the following circumstances: 1) The
		entity has specified a dollar limit on the level of
		participation e.g. security holders can only participate
		to a maximum value of $x in respect of their
		entitlement, or 2) The entity has specified a maximum
		number of securities that can participate in the plan
		e.g. security holders can only receive securities in lieu
		of dividend payable for x number of securities.
	2.2c.1	Please state the number and type of	N/a
		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 "Being
		issued as a result of options being exercised or other
		convertible securities being converted".
	2.2c.2	And the date the options were exercised or	N/a
		other +convertible securities were
		converted
		Answer this question if your response to Q2.1 is "Being
		issued as a result of options being exercised or other
		convertible securities being converted".
		Note: If this occurred over a range of dates, enter the
		date the last of the options was exercised or
		convertible securities was converted.
	2.2d.1	Please state the number and type of partly	N/a
		paid +securities (including their ASX
		security code) that were fully paid up
		Answer this question if your response to Q2.1 is
		"Unquoted partly paid securities that have been paid
		up and are now quoted fully paid securities".

+ See chapter 19 for defined terms	Page 3
31 January 2020

	This appendix is not available as an online form	Appendix 2A
	Please fill in and submit as a PDF announcement	Application for quotation of +securities
	2.2d.2	And the date the +securities were fully paid	N/a
		up
		Answer this question if your response to Q2.1 is
		"Unquoted partly paid securities that have been paid
		up and are now 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.
	2.2e.1	Please state the number and type of	N/a
		+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".
	2.2e.2	And the date the escrow restrictions have	N/a
		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.
	2.2f.1	Please state the number and type of	N/a
		+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".
	2.2f.2	And the date the restrictions on transfer	N/a
		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.
	2.2g.1	Please state the number and type of	N/a
		+securities (including their ASX security
		code) 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
		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".

+ See chapter 19 for defined terms	Page 4
31 January 2020