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Page 1: ACN: 609 134 269 INVESTMENT OPPORTUNITY TEC. Ltd Pre-IPO.pdf · 2019. 12. 30. · NXT TEC.Ltd ACN: 609 134 269 41 Mordaunt Circuit Canning Vale WA 6155 E info@nxt-tec.com W nxt-tec.com

INVESTMENTOPPORTUNITY

ACN: 609 134 269

Page 2: ACN: 609 134 269 INVESTMENT OPPORTUNITY TEC. Ltd Pre-IPO.pdf · 2019. 12. 30. · NXT TEC.Ltd ACN: 609 134 269 41 Mordaunt Circuit Canning Vale WA 6155 E info@nxt-tec.com W nxt-tec.com

NXT TEC.LtdACN: 609 134 269

41 Mordaunt Circuit

Canning Vale WA 6155E [email protected]

W nxt-tec.com

NATASHA DI CIANO Chairman & Managing Director

T +61 8 9481 6919

M +61 402 334 392

E [email protected]

Private & Confidential

Disclaimer

Important information: The information in this document was prepared by the Company. To the extent permitted by law, no liability is accepted for loss or damage as a result of reliance on this information. The investment information or general advice provided in this document does not take into account any person’s personal objectives, financial situation or needs. Anyone receiving this document should therefore consider the appropriateness of the information or advice having regard to their personal objective, financial situation and needs. This document is only being provided to investors who fall within s708 of the Corporations Act. The distribution of this document outside Australia may be restricted by law and persons who come into possession of this document should seek advice on and observe any of these restrictions.

Private & Confidential

P R E - I P O

NXT TEC. Ltd (NXT) is a rapidly growing company that focuses on the development and delivery of innovative building technologies which are based on protected intellectual property and offer a powerful and flexible construction system with global application. The technologies are developed at the Company’s state-of-the-art, multidisciplinary research and development facility (NXT R&D Facility) in Western Australia. NXT’s system re-designs, re-engineers and simplifies the construction process, utilising materials that are environmentally-friendly and recyclable, allowing construction projects to be completed faster, more cost-effectively and at higher levels of quality than conventional construction.

NXT is currently seeking to raise A$5m Pre - IPO equity in advance of its planned listing on the London Stock Exchange (AIM).

Investment Highlights

Current Capital Structure and Recent Fundraising

• NXT currently has 76,852,713 ordinary shares in issue

• Fund raisings since early 2018 have resulted in over A$3m being raised through the issuance of shares with the most recent funding completed at 50 cents per share

• NXT has also signed a 2 year convertible note with a strategic partner for North Asia. NXT has drawn A$2m under the note, which has a conversion price of 35 cents per share. NXT is currently working closely with the strategic partner to develop NXT in key markets in North Asia

Investment Opportunity

• NXT is currently offering a limited number of investors the opportunity to subscribe for shares at a price of 85 cents per share to raise up to A$5m

• This is being structured as a pre-IPO round and is expected to be the last round of funding by the company prior to the IPO in London planned in the coming months

• The use of proceeds from the pre-IPO round will be for development of the NXT™ iQ digital software platform, international expansion, ongoing IP protection and management, and working capital purposes including the costs associated with the preparation for the IPO

• The commencement of NXT’s current projects in Australia and the first overseas projects can be expected to provide for a substantial uplift in valuation prior to the IPO

Business Overview

P R E - I P ONXT TEC. Ltd (“NXT”) is a rapidly growing company that focuses on the development and delivery of innovative building technologies which are based onprotected intellectual property and offer a powerful and flexible construction system with global application. The technologies are developed at theCompany’s state-of-the-art, multidisciplinary research and development facility (“NXT R&D Facility”) in Western Australia, and NXT’s system re-designs,re-engineers and simplifies the construction process, utilising materials that are environmentally-friendly and recyclable, allowing construction projects tobe completed faster, more cost-effectively and at higher levels of quality than conventional construction.

NXT is currently seeking to raise A$3m Pre - IPO equity in advance of its planned listing on the London Stock Exchange (AIM).

I N V E S T M E N T H I G H L I G H T S

Capital raise A$3M pre-IPO and A$6M IPO

Round $A Raise Stage1 $1.5M Pre-IPO2 $1.5M Pre-IPO3 $6.0M IPO

Share swap at UK List Co at £1

A$3M Pre-IPOExisting shares on issuePre - IPO share issue of $1.5M @20cPre - IPO share issue of $1.5M @35cTotal shares after Pre - IPO rounds

A$6M IPOValuation Pre - IPO @50cIPO $6m capital raise @ 50cTotal shares after capital raising rounds AUDValuation at IPO in AUD

Share Swap UK List CoTotal shares on issue £1 (AUD 0.3448: £1)Valuation at IPO @ £1

KeyInvestment

Terms

BusinessOverview

UNIQUE PROPRIETARY TECHNOLOGIESSET TO DISRUPT THE GLOBALCONSTRUCTION INDUSTRY

• 100% MANUFACTURED OFFSITE,100% ASSEMBLED ONSITE

• HIGH QUALITY PRODUCTDELIVERED QUICKER, CHEAPER

• ALL MATERIALS ARE INDUSTRYSTANDARD AND WIDELYAVAILABLE

• SUSTAINABLE BUILDINGSOLUTION WITH REDUCEDENVIRONMENTAL FOOTPRINT

NXT™ have developed a suite of integrated technologies including theNXT™ Building System – a unique, foundation-floor-wall-ceilingCOMPLETE building assembly system which is fully integrated andscalable.

• Twelve inter-related and interdependent proprietary componentsdesigned to easily connect with NXT™ ’s unique mechanicalconnection and structural systems.

• Designed for large scale multi-level residential, commercial andindustrial projects.

• Similar concept to Lego/Ikea/ Meccano the building components aremanufactured and supplied in a form which require “simple assembly’using proprietary joining mechanisms vs “construction”

• NXT™ Building System and products protected by extensiveinternational patent pending, trademark and design registrations.Includes Europe, UK, USA, China, Japan, Australia, New Zealand,Hong Kong, Malaysia and Singapore.

• Utilising the NXT™ Building System construction of the 10 level, 120 room Wyndham Lux Hotel will commence inearly 2018.

K E Y F I N A N C I A L S• Current pipeline of Australian projects would provide NXT™ with revenues in excess of A$150 million over next 3 years generating substantial EBITDA.

• A number of international projects already under discussion and not included in above numbers.

• Conservative estimates of NXT Flatpack product, NXT SpacedeckTM product and NXT Piling and NXT Precast Footing technology sales forecasts to

generate A$100M during the same period.

DisclaimerImportant information: The information in this document was prepared by the Company. To the extent permitted by law, no liability is accepted for loss ordamage as a result of reliance on this information.The investment information or general advice provided in this document does not take into account anyperson’s personal objectives, financial situation or needs. Anyone receiving this document should therefore consider the appropriateness of theinformation or advice having regard to their personal objective, financial situation and needs. This document is only being provided to investors who fallwithin s708 of the Corporations Act. The distribution of this document outside Australia may be restricted by law and persons who come into possessionof this document should seek advice on and observe any of these restrictions.

Private & Confidential

$A Share offer20 cents35 cents50 cents

Shares69,100,0007,500,0004,285,714

80,885,714

Shares

12,000,00092,885,714

Shares26,936,669

Closing Date31 January 201828 February 2018

By 2nd quarter 2018

$

$1,500,000$1,500,000

$$40,442,857$6,000,000

$46,442,857

£

£26,936,857

NXT TEC.LtdACN: 609 134 269

82 King Street

PerthWA 6000

E [email protected]

W nxttecltd.com

NATASHA DI CIANOManaging Director

T +61 8 9481 6919

M +61 402 334 392

E [email protected]

Unique proprietary technologies set to revolutionise the global construction industry

• 100% manufactured offsite, 100% assembled onsite

• High quality product delivered faster and more cost effective

• All materials are industry standard and widely available

• Sustainable building solution with reduced environmental footprint

• Full compliance with australian building standards

• Local manufacturing and Just In Time (JIT) delivery

• Integrated NXT™ iQ software platform streamlines design, ordering, manufacturing, logistics and assembly

NXT has developed a suite of integrated technologies including the NXT™ Building System – a unique, foundation-floor-wall-ceiling complete building assembly system which is fully integrated and scalable

• Twelve inter-related and interdependent proprietary components designed to easily connect with NXT’s unique mechanical connection and structural systems

• Designed for large scale multi-level residential, commercial and industrial projects

• Similar concept to Lego/Ikea/Meccano the building components are manufactured and supplied in a form which require “simple assembly“ using proprietary joining mechanisms vs “construction”

• NXT™ Building System and products protected by extensive international patent pending, trademark and design registrations. Includes Europe, UK, USA, China, Japan, Australia, New Zealand, Hong Kong, Malaysia and Singapore

• Contains building materials that are sustainable by reducing energy consumption: - floor deck uses 25% less concrete than a conventional flooring product

- internal and external panel walls have integrated insulation

- system’s structural elements use materials that are reusable and recyclable

Page 3: ACN: 609 134 269 INVESTMENT OPPORTUNITY TEC. Ltd Pre-IPO.pdf · 2019. 12. 30. · NXT TEC.Ltd ACN: 609 134 269 41 Mordaunt Circuit Canning Vale WA 6155 E info@nxt-tec.com W nxt-tec.com

NXT TEC.LtdACN: 609 134 269

41 Mordaunt Circuit

Canning Vale WA 6155E [email protected]

W nxt-tec.com

NATASHA DI CIANO Chairman & Managing Director

T +61 8 9481 6919

M +61 402 334 392

E [email protected]

Private & Confidential

Disclaimer

Important information: The information in this document was prepared by the Company. To the extent permitted by law, no liability is accepted for loss or damage as a result of reliance on this information. The investment information or general advice provided in this document does not take into account any person’s personal objectives, financial situation or needs. Anyone receiving this document should therefore consider the appropriateness of the information or advice having regard to their personal objective, financial situation and needs. This document is only being provided to investors who fall within s708 of the Corporations Act. The distribution of this document outside Australia may be restricted by law and persons who come into possession of this document should seek advice on and observe any of these restrictions.

Private & Confidential

E N V I R O N M E N T A L P R O D U C T D E C L A R A T I O N

• NXT has completed a Life Cycle Analysis (LCA), quantifying the environmental impacts over the whole life cycle “from cradle to grave” of the Wyndham LUX Perth Hotel building and the NXT™ Technologies it contains

• Wyndham LUX Perth Hotel (building) has received an Environmental Product Declaration (EPD) – an international certification meeting ISO14040:2006, ISO14044:2006, ISO14025:2006, EN15804:2013, EN15978:2011 international standards

• It is the world’s first hotel and the first building in the southern hemisphere to receive an EPD

• Enables architects, engineers and builders to achieve environmental targets for building projects utilising the NXT™ Building System

I N D U S T R Y O V E R V I E W / T A R G E T M A R K E T

• Global construction industry is forecast to grow from US$9.5 trillion in 2015 to US$17.5 trillion by 2030, representing ~4% growth per annum. Majority of the growth is expected to come from emerging Asia

• Estimated by 2030 construction to account for 14.7% of global GDP (12.4% in 2014)

• Population growth forecast at 2.4 billion over next 20 years

• Urban populations in developing cities growing at more than 3 million per week

• NXT’s focus is the global building/construction sector, including business, government and NGO’s, with a focus on large scale, multi-residential and commercial construction projects

• NXT has projects under development in Australia including the high profile Wyndham LUX Perth project, Chittering Golf Resort and 48 Estates in Western Australia, 144 Residential Housing project in Queensland and a government backed Precinct project in Victoria

• NXT is advancing its projects overseas where significant commercial and social development opportunities have been identified, with the first showcase in Malaysia. An integrated software platform enables NXT to achieve scale

• NXT has a major opportunity in natural disaster rebuilding due to the lower cost, quicker build times, and stronger/more flexible building

P E R T H T O G E T F I R S T W Y N D H A M L U X

American hospitality giant Wyndham Hotel Group is strengthening its presence in Western Australia, announcing its third Perth hotel, set to open in late 2020, and its first in the city under the company’s Wyndham brand.

The Wyndham LUX hotel will sport 120 rooms on the corner of the Great Eastern Highway and Fitzroy Road within 6km of Perth’s CBD. It will be run by Resort Management by Wyndham. “We’re strategically expanding our flagship Wyndham brand in cities like Perth where there is a low supply, but increasing demand, for upscale accommodations,” said Barry Robinson, president and managing director of Wyndham Hotel Group, South East Asia and Pacific Rim.

Wyndham properties already operate in Sydney, Melbourne, the Gold Coast and Torquay, Victoria with the brand also opening in Fiji, Phuket and Bali. Mr Robinson said Wyndham would continue to seek opportunities to grow in Australia and Asia. International visitors to Perth grew 12.4 per cent in the year ending December 2016. The Wyndham LUX is being developed by NXT TEC. Ltd. “We are delighted to partner with Wyndham Hotel Group on this project,” said NXT TEC. chair Natasha Di Ciano.

Page 4: ACN: 609 134 269 INVESTMENT OPPORTUNITY TEC. Ltd Pre-IPO.pdf · 2019. 12. 30. · NXT TEC.Ltd ACN: 609 134 269 41 Mordaunt Circuit Canning Vale WA 6155 E info@nxt-tec.com W nxt-tec.com

NXT TEC.LtdACN: 609 134 269

41 Mordaunt Circuit

Canning Vale WA 6155E [email protected]

W nxt-tec.com

NATASHA DI CIANO Chairman & Managing Director

T +61 8 9481 6919

M +61 402 334 392

E [email protected]

Private & Confidential

Disclaimer

Important information: The information in this document was prepared by the Company. To the extent permitted by law, no liability is accepted for loss or damage as a result of reliance on this information. The investment information or general advice provided in this document does not take into account any person’s personal objectives, financial situation or needs. Anyone receiving this document should therefore consider the appropriateness of the information or advice having regard to their personal objective, financial situation and needs. This document is only being provided to investors who fall within s708 of the Corporations Act. The distribution of this document outside Australia may be restricted by law and persons who come into possession of this document should seek advice on and observe any of these restrictions.

Private & Confidential

S I E N N A E D E N E S T A T E

NXT is delivering a residential project comprising of 144 houses in Queensland, Australia. Just 12km from Ipswich and less than an hour’s drive from Brisbane, Sienna Eden Estate spans almost 120,000sqm.

The 144 architecturally designed homes will be single and double storey houses catering to the demands of the region and needs of its population. The contemporary homes and landscaping will create a beautiful and upmarket aesthetic within the estate. The houses will utilise NXT™ Building System technology from NXT, which removes the inefficiencies of traditional construction. With high-quality builds at entry-level prices, Sienna Eden Estate is expected to attract buyers seeking an exclusive community and maintain long-term capital growth as a result.

Sienna Eden Estate will lead the market as a high-quality and fast-build development delivering the next generation of housing.

C H I T T E R I N G E C O - R E S O R T & E S T A T E S

Further enhancing the appeal of Chittering, an up-and-coming tourism destination located a short drive north of Perth, Western Australia, the NXT™ Building System is being wholly used to develop a deluxe golf eco-resort and housing estate. Surrounded by rolling hills and native bushland, NXT will deliver limitless luxury that reflects and respects the environment.

In designing the eco-resort and estate, NXT showcases the possibilities of a prefabricated solution using NXT™ Technologies with luxurious guest villas, restaurants, a marine village, professional golf course, gym, spa and indoor and outdoor activity hubs.

The eco-resort and estates will be a community and leisure destination with superior quality design and efficient assembly, with completion expected to take 50 per cent less time than a similar design executed with traditional building methods.

N X T M A L A Y S I A S H O W C A S E

Located in the esteemed region of Putrajaya, Malaysia, NXT is treading international waters in its latest development of a bungalow to showcase the NXT™ Building System.

The 5-level residential project is set to raise the bar for innovative and efficient building. This showcase features 5 bedrooms with ensuite bathrooms, a basement, theatre room, guest elevator, gymnasium and an open plan living space. The efficient structural design of the building supports a 5-car garage, car lift, roof top pool and spa, and the façade to create a panorama lake view.

This high-profile project showcases the benefits of the NXT™ Building System in a fast-build, superior quality and low environmental impact development. It also demonstrates the adaptability of the NXT™ Building System to withstand varying weather, seismic and soil conditions experienced in different international regions.

Page 5: ACN: 609 134 269 INVESTMENT OPPORTUNITY TEC. Ltd Pre-IPO.pdf · 2019. 12. 30. · NXT TEC.Ltd ACN: 609 134 269 41 Mordaunt Circuit Canning Vale WA 6155 E info@nxt-tec.com W nxt-tec.com

NXT TEC.LtdACN: 609 134 269

41 Mordaunt Circuit

Canning Vale WA 6155E [email protected]

W nxt-tec.com

NATASHA DI CIANO Chairman & Managing Director

T +61 8 9481 6919

M +61 402 334 392

E [email protected]

Private & Confidential

Disclaimer

Important information: The information in this document was prepared by the Company. To the extent permitted by law, no liability is accepted for loss or damage as a result of reliance on this information. The investment information or general advice provided in this document does not take into account any person’s personal objectives, financial situation or needs. Anyone receiving this document should therefore consider the appropriateness of the information or advice having regard to their personal objective, financial situation and needs. This document is only being provided to investors who fall within s708 of the Corporations Act. The distribution of this document outside Australia may be restricted by law and persons who come into possession of this document should seek advice on and observe any of these restrictions.

Private & Confidential

F O U N D E R S

Natasha Di Ciano

Chairman & Managing Director

Natasha Di Ciano has over 20 years of corporate experience in listed and private organisations across the technology, construction, property, marketing and public relations, professional services and education sectors. Throughout her career, Natasha has founded and commercialised several innovative companies and is driven by her motivation to create a valuable impact in the global community. Natasha brings to NXT her passion for sustainable business, continuous improvement, governance, corporate and organisational strategy and connecting people to effect change. Natasha leads NXT with purpose, confidence and conviction to take the NXT™ Technology to the global market and change the future of construction.

Natasha holds a Bachelor of Commerce (Accounting and Business Law), is a Certified Practising Accountant (CPA) and a Member of the Australian Institute of Company Directors (MAICD). With an entrepreneurial spirit, Natasha’s knowledge and understanding of business and people are exemplary. A Business News 40under40 award recipient, Natasha was recognised for her success as a trusted advisor and mentor to professionals and companies to achieve their potential through brand building, talent acquisition and retention.

Mat Lim

Technical Director, Inventor of NXT™ Technology

Mat Lim has more than 27 years of experience in building technology, design, architecture, engineering, manufacturing, master planning and construction management across residential and commercial projects, from affordable housing solutions to high profile multi-million dollar developments across Australia, Asia and Europe. Mat is a visionary who invented the NXT™ Building System, a suite of patented technologies, showcased at the NXT Research & Development Facility, built by Mat. Having also worked in Germany, China and South East Asia, his extensive knowledge and networks have enabled him to successfully engage with suppliers, customers and channel partners.

Mat, who holds a Bachelor of Architecture from University of Western Australia, brings his global vision to NXT, where he approaches international construction problems with simplicity. He identifies weaknesses in the construction sector and in creating the NXT™ Building System, Mat invented a solution to fix the industry’s flaws and proved its potential to work on a large, international scale. This has been recognised by the Australian Government, which awarded NXT with an Accelerating Commercialisation grant to expand the capabilities of the technology to the global market.

N X T ™ M I N E S I T E V I L L A G E

The NXT™ Mine Site Village is a stylish, modern and environmentally sustainable solution for remote sites requiring high-quality, cyclone-resistant structures with superior living features.

Locally manufactured and designed for maximum liveability in remote locations, NXT™ Mine Site Village provides an attractive home away from home for regional workers. Each remote solution incorporates unique infrastructure design to create aesthetically pleasing and sustainable employee villages with convenient amenities that encourage community building and active lifestyles that other temporary accommodations simply cannot achieve.

NXT™ Mine Site Village is well suited for temporary and rapid deployments projects, delivered to site ready to assemble.

Each 25sqm studio is able to be assembled in 48 hours and, once completed, offers its resident their own sleeping, living, laundry, kitchen and bathroom space. All studios offer a private veranda to encourage socialisation and provide a relaxing, welcoming space for all residents to enjoy their environment.

N X T ™ F L A T P A C K

NXT™ Flatpack is a rapid deployment solution for DIY residential, commercial or accommodation projects.

It’s contemporary living for the modern, growing world. It’s enhanced liveability with NXT’s superior efficiency.

The product is delivered, ready to assemble safely with common hardware, as a system of prefabricated materials. All materials are available in three sizes and can be joined together to increase the building size and height, providing flexibility of scale for your project.

Page 6: ACN: 609 134 269 INVESTMENT OPPORTUNITY TEC. Ltd Pre-IPO.pdf · 2019. 12. 30. · NXT TEC.Ltd ACN: 609 134 269 41 Mordaunt Circuit Canning Vale WA 6155 E info@nxt-tec.com W nxt-tec.com

- Private and Confidential -

ACN 609 134 269

Print full name (given name then surname) or Company name (include ACN or ABN).

A APPLICANT

B JOINT APPLICANT NO. 2OR ACCOUNT DESIGNATION

C ADDRESS

D EMAIL ADDRESS

OCCUPATION

E CONTACT NAME

TELEPHONE WORK

TELEPHONE HOME

F CHESS HIN DATE(IF APPLICABLE) / / 201

G I/WE APPLY FOR

NO. OF SHARES

A$(APPLICATION MONEY)

CHEQUE DETAILSH DRAWER BANK BRANCH

AMOUNT $

Bank: National Australia Bank Account Name: NXT TEC Ltd BSB: 086 006 Account Number: 649 986 409 Branch: 100 St Georges Terrace, Perth WA 6000 Swift Code: NATAAU3303M

The Applicant irrevocably direct NXT to release the Application Money to NXT or as NXT may direct upon receipt of a holding statement from NXT’s share registry evidencing the issue of the Shares to the Applicant.

Should the Applicant be unsuccessful in subscribing for any Shares or be issued a lesser number than applied for, the Applicant irrevocably direct NXT to refund the Application Money (to the extent that the Applicant is unsuccessful in subscribing for Shares) to the Applicant or as the Applicant may direct.

A P P L I C A T I O N F O R M

ATTACH YOUR CHEQUE, BANK DRAFT, OR EVIDENCE OF PAYMENT HERE. CHEQUES SHOULD BE MADE PAYABLE TO:

“NXT TEC. Ltd” ACCOUNT DETAILS FOR PAYMENTS DIRECT INTO NXT TEC. LTD BANK ACCOUNT:

A