ATTURRA LIMITED — M&A Activity 2023

Nov 26, 2023

ASX ANNOUNCEMENT

27 November 2023

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Level 28 108 St Georges Terrace PERTH WA 6000 ABN 98 103 348 947 ASX CNW

Scheme becomes effective

Cirrus Networks Holdings Limited (ASX: CNW) ( Cirrus ) refers to the proposed acquisition of Cirrus by Atturra Holdings Pty Ltd by way of scheme of arrangement ( Scheme ), as announced to ASX on 11 and 15 September 2023.

Cirrus confirms that a copy of the Orders made by the Supreme Court of New South Wales ( Court ) approving the Scheme has been lodged with the Australian Securities and Investments Commission ( ASIC ). A copy of the Orders made by the Court as lodged with ASIC is attached to this announcement.

It’s expected that Cirrus’s shares will be suspended from trading on the ASX with effect from close of trading today, 27 November 2023.

The remaining key dates expected for the implementation of the Scheme are set out below:

Event	Date
Record Date for determining entitlements to Scheme Consideration	7:00pm Sydney Time, Monday 4 December 2023
Implementation Date andprovision of Scheme Consideration	Monday11 December 2023

The above timeline is indicative only and the states times and dates are subject to change. Cirrus will announce any changes to the ASX.

Further information

If you have any questions in relation to the Scheme or the Scheme Booklet, please call the Shareholder Information Line on 1300 288 664 (within Australia) or +61 2 9698 5414 (outside Australia) between 8.30am and 5.30pm (AEDT) Monday to Friday.

The Board of Directors at Cirrus has authorized the release of this announcement.

Contact for further information	Contact for further information
Chris McLaughlin Managing Director	Matt Green Chief Financial Officer		08 6180 4222 investor@cirrusnetworks.com.au cirrusnetworks.com.au

Form 43 UCPR 36.11

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D0001V2N94
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Issued: 24 November 2023 1:32 PM

JUDGMENT/ORDER

COURT DETAILS Court Supreme Court of NSW Division Equity List Corporations List Registry Supreme Court Sydney Case number 2023/00314480 TITLE OF PROCEEDINGS First Plaintiff CIRRUS NETWORKS HOLDINGS LIMITED ACN 103348947 First DATE OF JUDGMENT/ORDER Date made or given 24 November 2023 Date entered 24 November 2023

TERMS OF JUDGMENT/ORDER

Second Scheme hearing:

ORDERS:

(1) Pursuant to s 411(4)(b) and (6) of the Corporations Act 2001 (Cth) (the Act), the scheme of arrangement (Scheme) between the plaintiff and holders of fully paid ordinary shares in the capital of the plaintiff (other than Atturra Holdings Pty Ltd ACN 132 368 104) the terms of which were set out in Annexure C to the Scheme Booklet marked as Exhibit 1 on 17 October 2023 be approved subject to the following alterations to the Scheme:

(a) the references to “clause 6.4” in the definitions in cl 1 of “Cash Consideration”, “Election” and “Share Consideration” be amended to refer to “clause 6.6”;

(b) the reference in clause 6.6(c) to “clause 6.4(j)” be amended to “clause 6.6(j)”;

(c) the reference in clause 6.6(h) to “clauses 6.4(i) and 6.4(j)” be amended to “clauses 6.6(i) and 6.6(j)”;

(d) the reference in clause 6.6(j) to “clause 6.4(c)” be amended to “clause 6.6(c)”;

(e) in clause 6.7(b), add the words “or clause 6.6” after the words “clause 6.5”;

(f) the reference in clause 6.8(a) to “clause 6.4, 6.5” be amended to “clause 6.4, 6.5, 6.6”; and

(g) the reference in clause 6.11(b) to “clause 6.5” be amended to “clause 6.11”.

(2) Pursuant to s 411(12) of the Act, the plaintiff be exempted from compliance with s 411(11) of the Act in relation to the Scheme.

(3) These orders be entered forthwith.

Representation:

J Williams SC (briefed by Corrs Chambers Westgarth)

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J C Giles SC (briefed by HWL Ebsworth)

SEAL AND SIGNATURE

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Signature Chris D'Aeth
Capacity Principal Registrar
Date 24 November 2023
If this document was issued by means of the Electronic Case Management System (ECM), pursuant to Part 3 of the
Uniform Civil Procedure Rules (UCPR), this document is taken to have been signed if the person’s name is printed where
his or her signature would otherwise appear.

PERSON PROVIDING DOCUMENT FOR SEALING UNDER UCPR 36.12	PERSON PROVIDING DOCUMENT FOR SEALING UNDER UCPR 36.12
Name	CIRRUS NETWORKS HOLDINGS LIMITED, Plaintiff 1
Legal representative	Katrina Sleiman
Legal representative reference
Telephone	0405525538
FURTHER DETAILS ABOUT Plaintiff(s)
First Plaintiff
Name	CIRRUS NETWORKS HOLDINGS LIMITED
	ACN 103348947
Address	Level 28
	108 St Georges Terrace
	PERTH WA 6000
Telephone
Fax
E-mail
Client reference
Legal representative
Name	Katrina Sleiman
Practicing certificate number	45999
Address	Quay Quarter Tower Level 37
	50 Bridge Street
	SYDNEY NSW 2000
DX address
Telephone	0405525538
Fax
Email	katrina.sleiman@corrs.com.au
Electronic service address	katrina.sleiman@corrs.com.au
FURTHER DETAILS ABOUT (s)

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