Total Brain : Notification regarding unquoted securities - TTB

Announcement Summary

Entity name

TOTAL BRAIN LIMITED

Date of this announcement Monday April 11, 2022

The +securities the subject of this notification are:Other

Total number of +securities to be issued/transferredASX +securityTotal number of +securities to be

code	Security description	issued/transferred	Issue date
New class - code	Convertible notes	1,278,485	08/04/2022
to be confirmed

Refer to next page for full details of the announcementPart 1 - Entity and announcement details

1.1 Name of entity TOTAL BRAIN LIMITED

We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.

1.2 Registered number type ACN

1.3 ASX issuer code TTB

1.4 The announcement isNew announcement

1.5 Date of this announcement 11/4/2022

Registration number 094069682

Part 2 - Issue details

2.1 The +securities the subject of this notification are:

Other

Please specify

Unquoted convertible notes announced in Appendix 3B on 5 April 2022

2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:does not have an existing ASX security code ("new class")

Part 3C - number and type of +securities the subject of this notification (new class) where issue has not previously been notified to ASX in an Appendix 3B

New +securities

ASX +security code

New class - code to be confirmed

+Security descriptionConvertible notes

+Security type

ISIN code

+Convertible debt securities

Date the +securities the subject of this notification were issued 8/4/2022

Will all the +securities issued in this class rank equally in all respects from their issue date?

Yes

Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under listing rule 6.1?

No

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being issued.https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02507035-2A1367035?access_token=83ff96335c2d45a094df02a206a39ff4

+Convertible debt securities Details

Type of +security Convertible note or bond

+Security currency	Face value	Interest rate type
AUD - Australian Dollar	AUD 1.00000000	Fixed rate

Frequency of coupon/interest payments per year

No coupon/interest payments

s128F of the Income Tax Assessment Act status applicable to the +security s128F exemption status unknown

Is the +security perpetual (i.e. no maturity)?

No

Maturity date

8/10/2023

Select other feature(s) applicable to the +security

Convertible

In what currency was the cash consideration being	What was the issue price per +security?
paid?
AUD - Australian Dollar	AUD 1.00000000
Purpose of the issue
To fund the retirement of debt
Notification of Issue, Conversion or Payment up of Unquoted	5 / 7
Equity Securities

Is there a first trigger date on which a right of conversion, redemption, call or put can be exercised (whichever is first)?

No

Details of the existing class of +security that will be issued if the securities are converted, transformed or exchanged

Other

Description

TTB Ordinary Fully Paid

Any other information the entity wishes to provide about the +securities the subject of this notification

Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B

Unquoted convertible notes announced in Appendix 3B on 5 April 2022

Issue details

Number of +securities

1,278,485

Were the +securities issued for a cash consideration?

Yes