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Successful completion of Share Purchase Plan

Sydney, Australia Tuesday, 22 March 2022, Next Science Limited (ASX:NXS) (Next Science or the Company) is pleased to announce the successful completion of the Next Science Share Purchase Plan Offer (SPP) which opened on 4 March 2022 and closed on 18 March 2022.

Next Science received valid SPP applications totalling approximately A$4.8M. As indicated in the Company's ASX announcements and the SPP Offer Booklet, the SPP sought to raise up to A$5M (before costs).

Next Science's Managing Director, Judith Mitchell said, "I am pleased with the level of participation in the Share Purchase Plan and wish to thank our existing shareholders for their continued support. The funds raised from the Placement and SPP provide important working capital needed to fund investment in clinical studies to provide further evidence of the efficacy of XPERIENCETM and to accelerate the growth profile of the business and invest in sales and marketing."

On 24 February 2022, Next Science announced that it had successfully completed a two tranche placement to institutional and sophisticated investors raising A$10M (before costs) (Placement) and that Next Science would offer existing eligible shareholders the opportunity to participate in a Share Purchase Plan (SPP).

As announced on 24 February 2022, the Placement was completed at an issue price of A$0.90 per share and comprises:

  • A$6.0 million raised within Next Science's placement capacity under ASX Listing Rule
    7.1 (Tranche 1); and
  • A$4.0 million commitment from major shareholder, Mr. Lang Walker, with completion conditional upon shareholder approval pursuant to ASX Listing Rule 10.11 as Mr. Walker is the beneficial owner of around 40% of Next Science's issued capital
    (Tranche 2).

The SPP offered eligible shareholders the opportunity to apply for new fully paid ordinary shares in Next Science (SPP Shares) at the lower of:

  1. the issue price under the Placement (A$0.90 per share); and
  2. the price that is a 2% discount to the VWAP of Next Science shares on the ASX over the five trading days up to, and including, the closing date of the SPP (rounded down to the nearest cent).

In accordance with the above, as the price which is a 2% discount to the 5 day VWAP of Next Science shares up to, and including, the closing date of the SPP rounded down to the nearest cent is $0.87, the issue price under the SPP has been set at $0.87.

Next Science has determined applications in accordance with the terms set out in section 7 of the SPP Booklet (copy attached).

Next Science Limited ACN 622 382 549

Suite 1902, Level 19, Tower A, The Zenith, 821 Pacific Highway, Chatswood NSW 2067

www.nextscience.com

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New Shares under the SPP Offer will be issued on, and will commence normal trading on, Tuesday, 29 March 2022. The New Shares will rank equally with existing Next Science fully paid ordinary shares on issue. Despatch of holding statements relating to the New Shares will take place on Thursday, 31 March 2022.

Further information:

Judith Mitchell

Michael Brown

Managing Director, Next Science Limited

Pegasus Advisory

Phone: +61 2 9375 7989

Phone: +61 400 248 080

Email: investorqueries@nextscience.com

Email:mbrown@pegasusadvisory.com.au

Approved and authorised for release by Next Science's Board of Directors.

About Next Science

Next Science is a medical technology company headquartered in Sydney, Australia, with a research and development centre in Florida, USA. Established in 2012, the Company's primary focus is on the development and continued commercialisation of its proprietary Xbio technology to reduce the impact of biofilm based infections in human health. Xbio is a unique, non-toxic technology with proven efficacy in eradicating both biofilm based and free-floating bacteria. Next Science owns 100% of the patent protected intellectual property relating to its Xbio technology. For further information visit: www.nextscience.com.

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Next Science Limited (ACN 622 382 549)

Share Purchase Plan Booklet

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Important Notice and Disclaimer

This Booklet offers Eligible Shareholders the opportunity to purchase up to $30,000 of fully paid, ordinary shares in Next Science Limited (ACN 622 382 549) (Next Science) under a share purchase plan (SPP).

This Booklet does not provide financial advice and has been prepared without taking into account the individual investment objectives, financial situation or needs of any investor. You should read this Booklet in its entirety and seek independent financial and taxation advice before making a decision to participate in the SPP.

The offer of New Shares under the SPP is made in accordance with ASIC Corporations (Share and Interest Purchase Plans) Instrument 2019/547 (ASIC Instrument). The ASIC Instrument grants relief from the requirement for Next Science to provide a prospectus in relation to the SPP. The ASIC instrument limits the maximum amount that a shareholder is able to subscribe for to $30,000 in a 12 month period.

This Booklet is not a product disclosure statement or a prospectus under the Corporations Act.

The SPP was announced to the ASX on 24 February 2022 in conjunction with a placement of fully paid ordinary shares to institutional and sophisticated investors. Next Science will use its best endeavours to ensure that SPP participants have a reasonable opportunity to participate equitably in the overall capital raising. Accordingly, any scale-back arrangements for SPP participants will be applied on a pro rata basis based on the number of New Shares above the $2,000 minimum application amount that the Eligible Shareholder has applied for.

The laws of some countries prohibit or make impracticable participation in the SPP by certain overseas Shareholders. Next Science has determined that it is not practical to permit Shareholders who are not resident in Australia or New Zealand to participate in the SPP. Accordingly, Shareholders who are not resident in Australia or New Zealand will not be able to participate in the SPP. The SPP does not constitute an offer of New Shares for sale in any other jurisdictions.

New Zealand

The New Shares are not being offered or sold to the public within New Zealand other than to existing Shareholders with registered addresses in New Zealand to whom the offer of New Shares is being made in reliance on the Financial Markets Conduct (Incidental Offers) Exemption Notice 2021.

This Booklet has not been registered, filed with or approved by any New Zealand regulatory authority under the Financial Markets Conducts Act 2013. This Booklet is not a product disclosure statement under New Zealand law and is not required to, and may not, contain all the information that a product disclosure statement under New Zealand law is required to contain.

United States

This Booklet may not be released or distributed in the United States. The New Shares have not been, and will not be, registered under the US Securities Act of 1933 (US Securities Act) or the securities laws of any state or other jurisdiction of the United States. The New Shares may not be offered, sold or otherwise transferred in the United States except in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the applicable securities laws of any state or other jurisdiction in the United States.

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CHAIRMAN'S LETTER

4 March 2022

Dear Next Science Shareholder

On behalf of the Board of Directors of Next Science, I am pleased to offer Eligible Shareholders an opportunity to participate in Next Science's share purchase plan (SPP), which was announced to the ASX on 24 February 2022 in conjunction with a placement of fully paid ordinary shares to institutional investors (Placement).

Under the SPP, Eligible Shareholders have the opportunity to subscribe for up to $30,000 of fully paid, ordinary shares in Next Science (New Shares) at an issue price of the lower of $0.90 per New Share (being the same price paid by institutional and sophisticated investors in the Placement) or the price that is a 2% discount to the volume weighted average price of Shares on the ASX over the five trading days up to, and including, the closing date of the SPP (SPP Issue Price), without incurring any brokerage costs or other transactions costs.

The issue price of New Shares under the Placement of $0.90 per New Share represents a discount of 12.6% to the last closing price of Shares on the ASX on 22 February 2022 (being $1.03 per Share) and a 15.5% discount to the volume weighted average price of Shares traded during the five ASX trading days prior to 22 February 2022.

Use of proceeds

As announced to the ASX on 24 February 2022, Next Science successfully raised $6 million under the Placement. Next Science's largest shareholder, Mr Lang Walker, has also provided a firm commitment to subscribe for $4 million Shares at an issue price of $0.90 per Share. The allocation of Shares to Mr Walker is conditional on shareholder approval which will be sought at an annual general meeting expected to be held on 27 May 2022. Proceeds from the Placement and the SPP will be used to provide working capital to: accelerate the growth profile of the business and invest in sales and marketing; invest in clinical studies to provide further evidence of the efficacy of XPERIENCETM; and strengthen the balance sheet and provide working capital flexibility.

Further details on the Placement are set out in the announcement released to the Company's ASX platform on 24 February 2022.

Details of the offer under the SPP

The SPP is not underwritten and the total amount to be raised under the SPP is subject to a cap of $5 million. Next Science will scale-back applications in its absolute discretion should total demand under the SPP exceed $5 million. Next Science will use its best endeavours to ensure that SPP participants have a reasonable opportunity to participate equitably in the overall capital raising. Accordingly, any scale-back arrangements for SPP participants will be applied on a pro rata basis to all participants based on the number of New Shares that the Eligible Shareholder has applied for above the $2,000 minimum application amount. In the event of a scale-back, you may be allocated New Shares to a value which is less than the parcel which you applied for and the difference will be refunded to you without interest.

The New Shares issued under the SPP will rank equally with existing Next Science shares quoted on the ASX. Participation in the SPP is optional and is open to Eligible Shareholders, being holders of fully paid ordinary Next Science shares as at 7:00pm (AEDT) on 23 February 2022 with a registered address in Australia or New Zealand and who meet certain other conditions set out in this Booklet.

Your right to participate in the SPP is not transferrable.

How to apply

If you are an Eligible Shareholder and wish to participate in the SPP, you may apply to purchase New Shares with a minimum application amount of $2,000 and any additional New Shares in increments of $1,000, with a maximum application amount of $30,000.

You can apply for New Shares by completing your application online and making payment directly by BPAY.

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Next Science Ltd. published this content on 21 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 March 2022 23:39:07 UTC.