Interim Funding and Recapitalisation

5 November 2018 INTERIM FUNDING AND RECAPITALISATION The Directors of Promisia Integrative Limited (PIL) wish to advise on progress on current funding of the company and the proposed recapitalisation of the company as foreshadowed in the announcement of 5 October 2018. Interim Funding As a result of the Medsafe Alert on 15 February 2018 there has been a significant decrease in the level of sales of the company's product Arthrem. While sales have recovered they are not at the level necessary for the company to trade at breakeven. Accordingly the company requires ongoing financial support to continue to operate while a recovery strategy is developed and implemented. On 5 October 2018 PIL advised that it had received interim funding (cash advances) from the Brankin Trust, an Associated Person of Mr Brankin, a director of the Company and its largest shareholder. As at 5 October 2018 the level of the cash advances from the Brankin Trust were $360,000. The Brankin Trust has agreed to increase current cash advances by $440,000 to a total of $800,000. In normal circumstances, where advances from a related party exceed 10% of the company's Average Market Capitalisation, as in this case, prior shareholder approval would be required to receive advances from a related party (Listing Rule 9.2.1). There is not time to prepare and circulate the required documentation and hold a meeting of shareholders as this process will take several weeks and the company requires more immediate financial support. Accordingly, the Company has applied to NZX for a waiver from NZX Listing Rule 9.2.1 to receive the additional $440,000 as the level of advances, both current and proposed up to a limit of $800,000, will exceed 10% of the Average Market Capitalisation of PIL under Rule 9.2.2(c). These advances are interest free with no immediate repayment requirement and are secured by a General Security Agreement (GSA). The level of security provided by the GSA is $1,500,000 and includes the loan previously held by Mr Garry Wells and Wells Investments Ltd. The company had agreed previously to issue a GSA in favour of Mr Wells and Wells Investments Ltd for this loan but it was never implemented. A proposal to repay these cash advances will be put to shareholders at the earliest opportunity as part of the proposed recapitalisation. Proposed Recapitalisation The directors will set out a proposal to shareholders in the next few weeks for a significant Rights Offer to existing shareholders to raise additional equity. It is proposed that this issue will be underwritten to an agreed level by the Brankin Trust and that the loan will be reduced by the value of any equity securities issued to the Trust as a result of the underwriting. Shareholder approval for this underwriting agreement will be required under NZX Listing Rules 9.2.1(a) and 9.2.2(e) and the necessary documentation is being prepared. A meeting of shareholders to consider these matters will be held in late November or early December 2018. A more detailed announcement on the terms of the proposed cash issue and underwriting agreement will be announced in due course. For further information please contact: Mr Stephen Underwood, Chairman, 027 499 3387 Mr Rene de Wit, Chief Executive, 021 271 000 End CA:00326386 For:PIL Type:GENERAL Time:2018-11-06 09:51:21