4.11 Placement of Shortfall Shares outside of the Top-Up...

4.11 Placement of Shortfall Shares outside of the Top-Up Facility

Any Shortfall Shares from the Entitlement Offer may be issued under the Top-Up Facility as described in Section 4.10.
The Directors reserve the right to issue any remaining Shortfall Shares, following allocation to Eligible Shareholders
under the Top-Up facility, at their discretion to any persons following the close of the Entitlement Offer. Any
placement of Shortfall Shares outside of the Top-Up facility will be made within three months after the close of the
Entitlement Offer. The issue price of any Shortfall Shares placed outside of the Top-Up Facility will not be less than
the Offer price under the entitlement Offer.
Unless otherwise determined by the Directors, if there are any Shortfall Shares, NSX will allocate the Shortfall Shares
according to the following priority:
a) Shortfall Shares may be allocated to any Eligible Shareholders who applied for additional New Shares under
the Top-Up Facility, at the absolute discretion of the Directors.
b) If following the allocation in paragraph a) there remains any Shortfall Shares, to those who apply for Shortfall
Shares following the invitation from NSX.
c) If following the allocation in paragraphs a) and b) there remains any Shortfall Shares, the Directors reserve
the right to issue the remaining Shortfall Shares at their absolute discretion, subject to compliance with the
Corporations Act and ASX Listing Rules.
Shortfall Shares will not be allocated or issued to an applicant if, in the view of the Directors, to do so would increase
the applicants’ voting power in NSX above 19.9% except where the Directors are satisfied that the issue of additional
Shortfall Shares would not contravene section 606(1) of the Corporations Act or otherwise result in a breach of the
ASX Listing Rules, the Corporations Act or any other applicable law but is allowed under the exemptions in 611 of the
Corporations Act.

4.12 Dilution and effect on control
Eligible Shareholders should note that if they do not participate in the Entitlement Offer and the Entitlement Offer is
fully subscribed, their holdings will be diluted to the extent of the number of New Shares taken up under the
entitlement Offer and Top-Up Facility.

NSX have been advised that the ISX Financial EU Ltd which currently owns 23.071% of the Company wishes to at least
preserve their percentage holding and would participate in any Placement, Entitlement, Shortfall or Top-Up facility
which may see their holding go beyond this percentage. This is subject to Corporations Act Section 606(1) and the
exceptions provided by Sections 611(9) and 611(10).