Digitalx : Share Purchase Plan Letter

9 December 2016

Dear Shareholder,

On 28 November 2016, DigitalX Ltd (ACN 009 575 035) (DCC or the Company) announced that it had received commitments to raise approximately $1.622 million under a placement through the issue of 32,440,000 Shares at $0.05 per Share (Placement) together with an intention to undertake a share purchase plan to raise up to another $1 million at the same price and on the same terms as the Placement. Director Leigh Travers has committed, subject to shareholder approval, to participate in the Placement up to

$25,000. The Placement was substantially completed on 8 December 2016.

DCC is now pleased to provide details of its Share Purchase Plan (Plan). Under the Plan, DCC is giving Eligible Shareholders the opportunity to purchase up to $15,000 worth of fully paid ordinary shares in the Company at the same price as the Placement, being $0.05, irrespective of the size of their shareholding, without incurring brokerage or transaction costs.

The offer under the Plan (Offer) will raise up to $1 million on the terms and conditions (Terms and Conditions) contained in this letter (Announcement). In conjunction with the Placement, this will provide the Company with additional funds of approximately $2.62 million (assuming Shareholders approve the participation in the Placement of the above- mentioned Director). The Company is in the process of negotiating with various parties to underwrite the Offer and will make any disclosure regarding the underwriting if and when able.

The right to participate under the Plan is optional and is available exclusively to shareholders who were registered as holders of Shares on the Record Date of 25 November 2016 and whose registered address is in Australia or New Zealand (Eligible Shareholders).

The Plan entitles Eligible Shareholders, irrespective of the size of their shareholding, to purchase up to $15,000 worth of Shares priced at a discount of 17.31% to the volume weighted average market price (VWAP) for the Shares over the last 5 days on which sales in the shares were recorded before the day on which the issue was announced (Price). This Price is the same price as Shares were offered to sophisticated and professional investors under the Placement.

The VWAP of Shares traded on the ASX during the 5 trading days immediately prior to the announcement date of the Offer was $0.06.

Whilst DCC intends to raise $1 million, DCC may accept additional applications subject to shareholder demand. However, the maximum number of Shares to be issued is limited by the Australian Securities Exchange (ASX) Listing Rules to a maximum of 66,443,965 Shares, being 30% of DCC's share capital.

DCC may, in its absolute discretion, undertake a scaleback so that not more than 30% of that number of Shares already on issue, are issued under the Plan. Scaleback decisions are made by the Board and are final.

An outline of the Plan is set out in this letter and the enclosed Terms and Conditions. An application form for the Plan (Application Form) and reply paid envelope are included in this package.

As set out in the announcement on 28 November 2016, the Company intends to seek the approval of Shareholders for the issue of Options, exercisable at $0.08 on or before the date that is 12 months from issue to participants in the Placement.

The Company also intends to seek approval to enable Eligible Shareholders who participate in the SPP to also receive Options on the same terms as those Options being issued under the Placement.

The issue of these Options will occur after the closing of the SPP and only after Shareholder approval is received for the issue of those Options.

Details of DCC's current activities are set out in the announcements made by DCC to the ASX and are available from the ASX, or DCC's website at www.digitalx.com.

The funds raised under the Plan (and the Placement) will be used to:

• continue the Company's marketing activities through its partner network and targeted online channels;

• continue the integration of AirPocket with the Company's partnered money transfer partners; and

• meet the Company's general working capital requirements.

  How much can you invest?

  Eligible Shareholders may each apply for a maximum of $15,000 worth of Shares under the Plan.

  Subscription and Application Procedure

  If you would like to participate in the Offer, you can either:

• complete the enclosed Application Form and send it together with your payment by cheque made payable to "DigitalX Ltd" and drawn in Australian currency for the correct amount, to the Company's share registry at:

  Computershare Investor Services Pty Limited GPO Box 505

  Melbourne VIC 3001

  to be received by the share registry no later than 4.00pm (Western Standard Time) on the Closing Date of 23 December 2016. No late applications will be accepted; or

• make a BPAY®1 payment from your cheque or savings account by using the Biller Code and Reference Number shown on your Application Form which is required to identify your holding. If you have multiple holdings you will have multiple BPAY Reference Numbers. To ensure you receive your Shares under the Offer in respect of that holding you must use the specific Biller Code and Reference Number shown on each personalised Application Form when paying for any Shares that you may wish to apply for in respect of that holding.

If you inadvertently use the same Reference Number for more than one of your applications, you will be deemed to have applied only for that application to which that Reference Number applies and any excess amount will be refunded. If you make your payment using BPAY® you do not need to return your Application Form. New Zealand holders will not be able to make a payment using BPAY®. Payments made by BPAY® received after 4.00pm (Western Standard Time) on 23 December 2016 will not be accepted. Applicants should be aware that their own financial institution may implement earlier cut off times with regards to electronic payment, and should therefore take this into consideration when making payment. You may also have your own limit on the amount that can be paid via BPAY. It is your responsibility to check that the amount you wish to pay via BPAY does not exceed your limit.

Applicants should not forward cash and direct bank transfers are not permitted.

Eligible Shareholders may participate by selecting only one of the following offers to purchase Shares under the Plan:

Once an application has been made it cannot be revoked. All valid applications shall be deemed accepted if received before the Closing Date of 23 December 2016. If the exact amount of money is not tendered with your application, DCC reserves the right to either:

1. return your Application Form and/or payment and not allot any Shares to you; or

2. allot to you the number of Shares that would have been allotted had you applied for the highest designated amount that is less than the amount of your payment and refund the excess application money to you by cheque as soon as possible, without interest.

The maximum investment any shareholder may apply for will remain $15,000 even if a shareholder receives more than one Offer (whether in respect of a joint holding or because the shareholder has more than one holding under a separate account). It is the responsibility of the applicant to ensure that the aggregate of the application price paid for the Shares the subject of the application and any other shares and interests in the class

1 ® Registered to BPAY Pty Ltd, ABN 69 079 137 518

applied for by you under the Plan or any similar arrangement in the 12 months prior to the date of submission does not exceed $15,000.

Eligible Shareholders who hold Shares as Custodian or Nominee (Custodian) for one or more persons on the Record Date (Beneficiary) may apply for up to a maximum amount of A$15,000 worth of Shares in respect of each Beneficiary who is resident in Australia or New Zealand, subject to providing a Custodian Certificate to DCC, as described in the Terms and Conditions enclosed with this letter. Please refer to the Terms and Conditions for more details.

On the last trading day immediately prior to the announcement date of the Offer, the closing price of the Shares traded on ASX was $0.06. The market price of Shares in DCC may rise and fall between the date of the Offer and the date that any Shares are issued to you as a result of your application under this Offer.

By making an application under this Offer and applying for Shares under the Plan, each Eligible Shareholder will be acknowledging that although the purchase Price is at a discount, Shares are a speculative investment and the price of Shares on ASX may change between the date of DCC announcing its intention to make an Offer and the date of issue of Shares under that Offer and that the value of the Shares received under the Plan may rise or fall accordingly.

The Board recommends that you obtain your own financial advice in relation to the Offer and consider price movements of Shares in DCC prior to making an application under this Offer.

The offer of Shares under the Plan is made in accordance with ASIC Class Order 09/425 and therefore does not require a prospectus for the purposes of Chapter 6D of the Corporations Act 2001 (Cth).

The Offer cannot be transferred and the Directors of DCC reserve the right in their absolute discretion to reject, or scale back, on an equitable basis, any application. Shares allotted under the Plan will be issued no later than 10 business days after the Closing Date of the Offer. Application for quotation on ASX of the new Shares will be made immediately following the issue of those Shares.

The maximum amount proposed to be raised under the Offer is $1 million. DCC, however, reserves absolute discretion regarding the final amount raised under the Plan, subject to the ASX Listing Rules.

In the event of oversubscription by the Closing Date the Directors may, in their absolute discretion, scale-back applications on an equitable basis. Scale-back for Shares held by Custodians will be applied at the level of the underlying Beneficiary. Directors may also, in their absolute discretion, decide to increase acceptances in the event of oversubscriptions.

If DCC rejects or scales-back an application or purported application, DCC will promptly return to the shareholder the relevant application monies, without interest.