Paragon Care : Appendix 3B (APR2019)

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

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

Paragon Care Limited

ABN

76 064 551 426

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

2Number of +securities issued or to be issued (if known) or maximum number which may be issued

3Principal 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)

(a)Performance rights

(b)Fully paid ordinary shares

(a)633,886

(b)758,553

(a)Unlisted performance rights (Rights) convertible into fully paid ordinary shares (Shares) issued subject to the terms of the Paragon Care Employee Incentive Plan (EIP) and various service and performance conditions.

(b)Shares rank equally in all respects with existing ordinary shares.

4Do 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

(a)No, the Rights will not be quoted. Shares to be issued upon conversion of the Rights will rank equally with all other shares on issue.

(b)Yes, the Shares rank equally in all respects with existing ordinary shares.

5Issue price or consideration

6Purpose of the issue

(If issued as consideration for the acquisition of assets, clearly identify those assets)

(a)Nil

(b)$0.4331 (43.31 cents) per Share

(a)The Rights have been granted to the eligible employees of the Company pursuant to the EIP as approved by

Shareholders at the Company's 2018

Annual General Meeting held on 20 November 2018.

(b)Dividend Reinvestment Plan.

6a

6b

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

The date the security holder resolution under rule 7.1A was passed

Yes

20 November 2018

6c	Number of +securities issued	Nil
	without security holder approval
	under rule 7.1

+ See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

6d	Number	of	+securities	issued	Nil
	with security		holder approval
	under rule 7.1A
6e			+securities
	Number	of		issued	Nil
	with security		holder approval
	under rule 7.3, or another
	specific security holder approval
	(specify date of meeting)

6f

6g

Number of +securities issued under an exception in rule 7.2

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.

(a)633,886 Rights

(b)758,553 Shares

N/A

6h	If +securities were issued under					N/A
	rule	7.1A	for	non-cash
	consideration, state			date	on
	which		valuation		of
	consideration		was released		to
	ASX Market Announcements
6i	Calculate the entity's remaining
						Refer Annexure 1
	issue capacity under rule 7.1 and
	rule 7.1A - complete Annexure 1
	and release to ASX Market
	Announcements
7	+Issue dates
						26 April 2019

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.

					Number	+Class
8	Number	and +class	of	all	337,885,292	Fully Paid Ordinary
	+securities	quoted	on	ASX		Shares
	(including the +securities in
	section 2 if applicable)

9Number and +class of all +securities not quoted on ASX (including the +securities in section 2 if applicable)

Number	+Class
862,005	Performance Rights

10	Dividend policy (in the case of a	No change to dividend policy
	trust, distribution policy) on the
	increased capital (interests)

Part 2 - Pro rata issue

Questions 11 to 33 - Not Applicable

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

34Type of +securities (tick one)

(a)		+Securities described in Part 1
(b)		All other +securities
		Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid,
		employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible
		securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Questions 35 to 37 - Not Applicable

Entities that have ticked box 34(b)

Questions 38 to 42 - Not Applicable

+ See chapter 19 for defined terms.

Appendix 3B Page 4

04/03/2013

Quotation agreement

1	+Quotation of our additional +securities is in ASX's absolute discretion. ASX
	may quote the +securities on any conditions it decides.

2We warrant the following to ASX.

•The issue of the +securities to be quoted complies with the law and is not for an illegal purpose.

•There is no reason why those +securities should not be granted +quotation.

•An offer of the +securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

•Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any +securities to be quoted and that no-one has any right to return any +securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the +securities be quoted.

•If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the +securities be quoted.

3We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

4We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here:	............................................................ Date: 26 April 2019
	Company Secretary
Print name:	Melanie Leydin
	== == == == ==

+ See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 5