CLUEY LTD — Capital/Financing Update 2021

Sep 23, 2021

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ASX Announcement

24 September 2021

Share Purchase Plan Results

As announced to ASX on 30 August 2021, Cluey conducted an offer of new shares (“SPP Shares”) by way of an underwritten Share Purchase Plan to raise an amount capped at $2 million from existing shareholders with a registered address in Australia or New Zealand (as at 7pm Sydney time) on 27 August 2021, and who are not in the United States or acting for the account or benefit of a person in the United States (“SPP”) (“Eligible Shareholders”).

The SPP Terms and Conditions were distributed to Eligible Shareholders on 8 September 2021, the same day that the SPP opened. The SPP was closed early on 17 September 2021 as applications received significantly exceeded the $2 million cap.

Total applications amounting to $4.5 million were received prior to the closure of the SPP. In these circumstances, the Board of Cluey has determined that all Eligible Shareholders will receive 45% of accepted application amounts, subject to a minimum of $1,000. Refunds of the surplus amounts are expected to be processed by Cluey’s share registry on Monday 4 October 2021. Refunds will be paid by EFT to those Shareholders that have recorded their bank account details with the share registry and by cheque for those Shareholders that have not. Bank details can be updated online at https://investor.automic.com.au/#/home.

The timetable for the SPP is now as follows:

Event		Indicative Date
Record date for the SPP		7pm (Sydney) on Friday, 27 August 2021
Offer booklet for SPP sent to Shareholders		Wednesday, 8 September	2021
SPP opened		Wednesday, 8 September 2021
SPP closed		Friday, 17 September 2021
Announcement of outcome of SPP		Friday, 24 September 2021
Issue of new Shares under the SPP		Friday, 1 October 2021
Quotation of new Shares issued under the SPP1		Monday, 4 October 2021
Holding statements sent to SPP participants		Tuesday, 5 October	2021

ENDS

Authorised for release to the ASX by Greg Fordred, CFO & Company Secretary.

1 Shares issued under the SPP will be quoted on ASX on a normal (ie "T+2") settlement basis.

Cluey Ltd ABN: 65 644 675 909 L8 / 51 Pitt Street Sydney NSW 2000

For enquiries please contact:

Investors

Investors
Mark Rohald	Greg Fordred
Chief Executive Officer	Company Secretary
Investor.relations@clueylearning.com	Investor.relations@clueylearning.com

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. Cluey has a highly experienced management team and Board with a track record of building successful education businesses and is supported by an Independent Advisory Board comprising four eminent independent education sector thought leaders.

Cluey key facts:

• Cluey provides support for students in years 2-12 in Mathematics and English and years 1112 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

• Cluey is headquartered in Sydney, Australia and is relocating to new offices at Suite 2, Level 2, 117 Clarence Street, Sydney in October 2021. At the end of June 2021, Cluey had 118.4 full-time equivalent staff and 1,114 qualified tutors.

Cluey has been recognised in the prestigious HolonIQ inaugural list of most innovative Edtech companies in Australia. Cluey was also the winner of the 2021 Technology Scale-up Edtech of the Year Award.

Cluey Ltd