OPENLEARNING LIMITED

OLL
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OpenLearning : Proposed issue of securities - OLL

11/25/2021 | 05:50pm

Proposed issue of securities

Announcement Summary

For personal use only

Entity name

OPENLEARNING LIMITED

Announcement Type

New announcement

Date of this announcement

26/11/2021

The Proposed issue is:

A standard pro rata issue (including non-renounceable or renounceable)

Total number of +securities proposed to be issued for a standard pro rata issue (including non-renounceable or renounceable)

Maximum Number of

ASX +security code

+Security description

+securities to be issued

OLL

ORDINARY FULLY PAID

32,893,053

Ex date

2/12/2021

+Record date

3/12/2021

Offer closing date

17/12/2021

Issue date

21/12/2021

Refer to next page for full details of the announcement

Proposed issue of securities

1 / 6

Proposed issue of securities

Part 1 - Entity and announcement details

For personal use only

1.1 Name of +Entity

OPENLEARNING 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

ACN

635890390

1.3

ASX issuer code

OLL

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

26/11/2021

1.6 The Proposed issue is:

A standard +pro rata issue (non-renounceable or renounceable)

1.6a The proposed standard +pro rata issue is: + Non-renounceable

Proposed issue of securities

2 / 6

Proposed issue of securities

Part 3 - Details of proposed entitlement offer issue

only

Part 3A - Conditions

3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can

proceed on an unconditional basis?

use

No

Part 3B - Offer details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities

personal

proposed to be issued

ASX +security code and description

OLL : ORDINARY FULLY PAID

Is the proposed security a 'New

Will the proposed issue of this

If the entity has quoted company

class' (+securities in a class that is

+security include an offer of

options, do the terms entitle option

not yet quoted or recorded by ASX)

attaching +securities?

holders to participate on exercise?

or an 'Existing class' (additional

No

No

securities in a class that is already

quoted or recorded by ASX)?

Existing class

D tails of +securities proposed to be issued

ASX +security code and description

OLL : ORDINARY FULLY PAID

For

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

ISIN Code for the entitlement or right to participate in a non-renounceable

issue (if Issuer is foreign company and +securities are non CDIs)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)

The quantity of additional +securities to be issued

For a given quantity of +securities held

1

6

Proposed issue of securities

3 / 6

Proposed issue of securities

What will be done with fractional entitlements?

Maximum number of +securities proposed to be issued (subject to rounding)

only

Fractions rounded up to the next

32,893,053

whole number

Offer price details for retail security holders

In what currency will the offer be

What is the offer price per +security

made?

for the retail offer?

AUD - Australian Dollar

AUD 0.09300

use

Oversubscription & Scale back details

personal

Will individual +security holders be permitted to apply for more than their

entitlement (i.e. to over-subscribe)?

Yes

Yes

Describe the limits on over-subscription

Eligible Shareholders who wish to subscribe for Securities above their Entitlement are invited to apply for Shortfall

Securities under the Shortfall Offer. The Company reserves the right to issue an Eligible Shareholder a lesser number of

Shortfall Securities than applied for or no Shortfall Securities at all. All decisions regarding the allocation of Shortfall

Securities will be made by the Directors and will be final and binding on all applicants under the Shortfall Offer.

Will a scale back be applied if the offer is over-subscribed?

Yes

Describe the scale back arrangements

If the number of Shortfall Securities applied for by Eligible Shareholders exceeds the total Shortfall, the Shortfall Securities

will be allocated among applying Eligible Shareholders proportionate to their existing holdings.

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

the existing issued +securities in that class?

For

Part 3C - Timetable

3C.1 +Record date 3/12/2021

Proposed issue of securities

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Proposed issue of securities

3C.2 Ex date 2/12/2021

3C.4 Record date 3/12/2021

only

3C.5 Date on which offer documents will be sent to +security holders

entitled to participate in the +pro rata issue

6/12/2021

3C.6 Offer closing date

17/12/2021

use

3C.7 Last day to extend the offer closing date

14/12/2021

3C.9 Trading in new +securities commences on a deferred settlement basis

20/12/2021

3C.11 +Issue date and last day for entity to announce results of +pro rata

issue

personal

21/12/2021

3C.12 Date trading starts on a normal T+2 basis

22/12/2021

3C.13 First settlement date of trades conducted on a +deferred settlement

basis and on a normal T+2 basis

24/12/2021

Pa t 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer?

No

For

3E.2 Is the proposed offer to be underwritten?

No

3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a

handling fee or commission? No

3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

Proposed issue of securities

5 / 6

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OpenLearning Ltd. published this content on 25 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 November 2021 22:49:02 UTC.

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