CLUEY LTD — Capital/Financing Update 2020

Dec 8, 2020

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ASX Announcement

Tuesday, 8 December 2020

Cluey to list on ASX following successful IPO and provides trading update

• Leading online tutoring and learning support company completes its IPO with strong support from institutional and retail investors

• IPO proceeds of $30 million will be used to fund Cluey’s growth strategy including investment in marketing, product development and operations

• Student sessions are growing strongly with Q1 FY2021 sessions up 338% on Q1 FY2020. October and November 2020 continue to reflect strong momentum with sessions up 261% compared to the prior corresponding period in FY2020

• Management reaffirms FY2021 forecasts

• Appointment of Louise McElvogue as an independent, non-executive director, bringing the Board to a total of five Directors with an independent majority.

Shares in Cluey (ASX: CLU), Australia’s leading online tutoring and learning support company, will commence trading on a normal settlement basis on the ASX at 11.00am (AEDT) on Wednesday 9 December following the successful completion of its Initial Public Offering (IPO) raising of $30 million at an offer price of $1.20 per share.

The IPO was well supported by reinvestment from existing shareholders and a range of new institutional and retail investors, with applications exceeding the offer size multiple times. The proceeds will be used to fund the company’s growth strategy - predominantly to grow Cluey’s student enrolments as well as to explore further product, channel, market growth opportunities and potential strategic acquisitions.

At IPO, Cluey will have a total enterprise value of approximately A$100.7 million with a market capitalisation of approximately $143.5 million.

Chief Executive Officer, Mark Rohald, said: “Our listing is a significant milestone for our company. We’re excited about delivering our next phase of growth and we welcome our new investors on this journey.

“We continue to see strong growth in the demand for our services and are accelerating the recruitment of additional customer acquisition personnel ahead of the start of the new academic year in Q3 FY2021, our peak enrolment period.

“A range of new initiatives are on track to be delivered in Q3 FY2021, including small group tutoring for secondary school students, and we remain confident of achieving the FY2021 financial forecasts set out in our prospectus.”

As an innovative Edtech company, Cluey integrates personal tutoring with its scalable technology platforms and utilises data and learning analytics to support the delivery of quality learning to thousands of Australian students. Since launching in July 2018, Cluey has delivered over 192,000 learning sessions and is growing strongly, having delivered 52,700 sessions in Q1 FY2021, up 338% on the same quarter in FY2020 and up 41% compared to

the fourth quarter of FY2020. October and November 2020 have continued the strong growth momentum with 38,000 sessions, up 261% compared to the same period last year.

Cluey also welcomes the recently announced government initiatives aimed at addressing educationally disadvantaged students in schools. Mr Rohald said that Cluey is in discussions with the relevant departments and is well placed to assist in supporting these initiatives, if required, particularly in regional and rural areas. Benefits which may arise from these initiatives would be incremental to the FY2021 financial forecasts set out in the prospectus.

Chairman Robert Gavshon AM said that, on behalf of the Board, he is excited about Cluey’s growth prospects given the accelerating adoption of out-of-school learning support in Australia and globally.

“The global education technology market is expected to grow at a 16% compound annual growth rate between 2019 and 2025 – growth of 2.5 times[1] . Coupled with Cluey’s integrated technology and data platforms, proprietary content and scalable business model, this presents an attractive opportunity for Cluey as a leading supplier of technology-enabled educational outcomes for students.”

The growth in education support in Australia represents a considerable opportunity for Cluey, where 40% of the ~4 million Australian school students have used or consider using tutoring services, and where over 90% use or consider using some form of educational support resources outside the classroom, including learning applications and test preparation materials[2] .

No shares were sold by existing shareholders as part of the offer. Existing shareholders including institutional and founding shareholders Chairman Mr Gavshon, Executive Director and CEO Mr Rohald and CFO Mr Fordred, have retained approximately 79% interest in the company and reinvested in the IPO alongside new investors. Over 82% of existing shares on issue will be subject to various escrow arrangements post listing.

Board appointment

Mr Gavshon also announced the appointment of Louise McElvogue as an independent nonexecutive Director to the Board, with immediate effect. Ms McElvogue’s appointment brings the total number of Directors on the Board to five with a majority of independent Directors, including independent, non-executive Directors, Professor Ian Young and Mr Michael Stibbard.

Interim reporting

Cluey will report its first interim results following its listing in respect of the half year ending 31 December 2020 in February 2021.

1 HolonIQ research 2 Based on company research

Cluey key facts:

• Cluey provides support for students in years 2-12 in Mathematics and English and years 11-12 in Chemistry, as well as test preparation for NAPLAN and Literacy and Numeracy Test for Initial Teacher Education

• Through regular live online tutoring sessions, Cluey’s learning model is underpinned by personalised and tailored programs, content mapped to the national and state curricula, targeted tutor feedback and comprehensive reporting to students and parents

• Cluey’s platform captures > 100,000 data points in every learning session to deliver valuable data-driven insights in teaching and learning using proprietary analytics

• Strong student and customer feedback with 91% of students rating their session experience positively and 82% of parents agreeing that their child’s grades have improved since using Cluey

• Cluey is headquartered in Sydney, Australia. At the end of November 2020, Cluey had >80 full time equivalent staff and 790 qualified tutors.

ENDS

Authorised for release to the ASX by the Board of Cluey Limited.

For enquiries please contact:

Investors

Mark Rohald Greg Fordred CEO Company Secretary investor.relations@clueylearning.com investor.relations@clueylearning.com

Media

Jim Kelly Linda Assatoury +61 412 549 083 +61 402 283 769 jim@domestiqueconsulting.com.au linda@domestiqueconsulting.com.au

ABOUT CLUEY

Cluey is an innovative, ASX-listed Edtech company that combines education, technology and data to deliver quality education outcomes and an enhanced experience for students. With a tested and proven business model and technology platform, strong growth in customers and high satisfaction scores, Cluey is looking to further scale and grow, as well as potentially explore international expansion. Cluey has a highly experienced management team and Board with a track record of building successful education businesses and is supported by an Independent Education Advisory Board comprising five eminent independent education sector thought leaders.

Cluey has been recognised in the prestigious HolonIQ inaugural list of most innovative Edtech companies in Australia.