Proposed issue of securities

Announcement Summary

For personal use only

Entity name

AUSSIE BROADBAND LIMITED

Announcement Type

New announcement

Date of this announcement 3/3/2022

The Proposed issue is:

A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

Maximum Number of

ASX +security code

+Security description

+securities to be issued

ABB

ORDINARY FULLY PAID

14,725,010

Proposed +issue date

15/3/2022

Refer to next page for full details of the announcement

Proposed issue of securities

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Proposed issue of securities

Part 1 - Entity and announcement details

For personal use only

1.1 Name of +Entity

AUSSIE BROADBAND LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2

Registered Number Type

Registration Number

ABN

29132090192

1.3

ASX issuer code

ABB

  1. The announcement is New announcement
  2. Date of this announcement

3/3/2022

1.6 The Proposed issue is:

A placement or other type of issue

Proposed issue of securities

2 / 6

Proposed issue of securities

Part 7 - Details of proposed placement or other issue

only

Part 7A - Conditions

7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other

type of issue can proceed on an unconditional basis?

Yes

use

7A.1a Conditions

Approval/Condition

Date for determination

Is the date estimated or

** Approval

+Security holder approval

24/2/2022

actual?

received/condition met?

Actual

Yes

Comments

The new ABB shares the subject of this Appendix 3B are being issued pursuant to a scheme of arrangement

personal

under Part 5.1 of the Corporations Act between Over the Wire Holdings Limited (OTW) and OTW shareholders

(Scheme), under which all of the fully paid ordinary shares in OTW (OTW Shares) will be transferred to ABB. No ABB

shareholder approval is required in

connection with the proposed issue of the new ABB Shares. OTW shareholders approved the Scheme on 24 February

2022.

Approval/Condition

Date for determination

Is the date estimated or

** Approval

Court approval

3/3/2022

actual?

received/condition met?

Actual

Yes

Comments

Court approval of the Scheme was obtained on 3 March 2022.

Approval/Condition

Date for determination

Is the date estimated or

** Approval

Lodgement of court order

4/3/2022

actual?

received/condition met?

Estimated

with +ASIC

No

Comments

Lodgement with ASIC of the Court order is expected to occur on Friday, 4 March 2022.

Approval/Condition

Date for determination

Is the date estimated or

** Approval

Other (please specify in

3/3/2022

actual?

received/condition met?

Forcomment section)

Actual

Yes

Comments

Various other conditions precedent to the Scheme, all of which have now been satisfied or waived (other than lodgement of the Court order with ASIC as noted above)

Proposed issue of securities

3 / 6

Proposed issue of securities

Part 7B - Issue details

only

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?

Existing class

Will the proposed issue of this +security include an offer of attaching +securities?

No

Details of +securities proposed to be issued

use

ASX +security code and description

ABB : ORDINARY FULLY PAID

Number of +securities proposed to be issued

personal

14,725,010

Offer price details

Are the +securities proposed to be issued being issued for a cash

consideration?

No

Please describe the consideration being provided for the +securities

The new ABB shares are to be issued as partial consideration for the acquisition of OTW pursuant to the Scheme.

Please provide an estimate of the AUD equivalent of the consideration being provided for the +securities

73,625,050.000000

Will these +securities rank equally in all respects from their issue date with

the existing issued +securities in that class?

Yes

For

Part 7C - Timetable

7C.1 Proposed +issue date 15/3/2022

Proposed issue of securities

4 / 6

Proposed issue of securities

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the entire issue under listing rule 7.1?

No

only

7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15%

placement capacity under listing rule 7.1?

No

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's

additional 10% placement capacity under listing rule 7.1A (if applicable)?

No

7D.2 Is a party referred to in listing rule 10.11 participating in the proposed issue?

use

Yes

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?

No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?

No

P rt 7E - Fees and expenses

personal

7E.1 Will there be a lead manager or broker to the proposed issue?

No

7E.2 Is the proposed issue to be underwritten?

No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Fees and costs incurred by ABB in connection with the Scheme include financial and legal adviser fees and

share registry fees

Part 7F - Further Information

For

7F.01 The purpose(s) for which the entity is issuing the securities

The purpose for which the new ABB shares are to be issued is to partially pay for the scheme consideration for the

acquisition of OTW via a scheme of arrangement, as described in the response to 7B above.

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?

Proposed issue of securities

5 / 6

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Aussie Broadband Ltd. published this content on 03 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 03 March 2022 02:59:02 UTC.