CVC LIMITED — Share Issue/Capital Change 2018

May 29, 2018

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

CVC Limited

ABN

ABN 34 002 700 361

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf 1$ ⁺Class of ⁺securities issued or to be issued

Redeemable, convertible notes (Notes)

Number of ⁺securities issued or $\overline{2}$ to be issued (if known) or maximum number which may be issued

Up to 609,617 Notes

$\bullet$

3	Principal terms of the + securities (e.g. if options, exercise price and expiry date; if partly paid the +securities. amount outstanding and due dates for if +convertible payment; securities, the conversion price and dates for conversion)	Conversion price: \$3.40 per Note Conversion dates: A Holder may from time to time elect to convert some or all of their Notes (provided that the Face Value of the Notes is at least the lesser of \$5,000 or the balance of the Holder's holding of Notes) into Ordinary Shares by issue of a Conversion Notice. To validly elect to convert the Notes, the Conversion Notice must be issued: at any time, but in any event more than ۰ 10 Business Days before an Interest Payment Date; and where an Early Redemption Notice has ۰ been issued by CVC, at least 5 Business Days prior to the Redemption Date detailed in that Early Redemption Notice.
4	Do the + securities rank equally in all respects from the issue date with an existing + class of quoted securities? If the additional + securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do ۰ not rank equally, other than in relation to the next dividend. distribution oг interest payment	Not applicable
5	Issue price or consideration	A\$100.00 per Note

$+$ See chapter 19 for defined terms.

6	Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)	The funds raised from the issue of the Notes will be used to continue to build on the Company's diversified and actively managed portfolio of assets. The deployment of the funds raised from the issue of the Notes will be consistent with the Company's investment strategy.
6a	Is the entity an + eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b - 6h in relation to the + securities the subject of this Appendix 3B, and comply with section 6i	No
6b	The date the security holder resolution under rule 7.1A was passed	Not applicable
6с	Number of + securities issued without security holder approval under rule 7.1	Not applicable
6d	Number of + securities issued with security holder approval under rule 7.1A	Not applicable
6e	Number of + securities issued with security holder approval under rule 7.3, another or specific security holder approval (specify date of meeting)	Not applicable
6f	Number of + securities issued under an exception in rule 7.2	Not applicable
6g	If + securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the *issue date and both values. Include the source of the VWAP calculation.	Not applicable

• 6h If *securities were issued under rule $7.1A$ for non-cash consideration, state date on which valuation of consideration was released to ASX Market Announcements
• 6i Calculate the entity's remaining issue capacity under rule 7.1 and rule 7.1A - complete Annexure 1 and release to ASX Market Announcements
• $\overline{7}$ ⁺Issue dates

Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

• 8 Number and ⁺class of ⁺securities quoted on A9 (including the ⁺securities section 2 if applicable)
• Number and ⁺class of all 9 *securities not quoted on ASX (including the ⁺securities in section 2 if applicable)

increased capital (interests)

Dividend policy (in the case of a trust, distribution policy) on the

Not applicable

⁺Class

Nil

Part 2 - Pro rata issue

Is security holder approval | Not applicable $\mathbf{u}$ required?

Number

Nil

09,017 าบเธะ

	Number	+ Class
all in	119,532,788	Fully paid ordinary shares
	600 617	Notes

+ See chapter 19 for defined terms.

10

04/03/2013

Not applicable

Not applicable

22 June 2018

• Is the issue renounceable or non- $12.$ renounceable?
• Ratio in which the ⁺securities will 13 be offered
• ⁺Class of ⁺securities to which the $14$ offer relates
• *Record date to determine 15 entitlements
• Will holdings on different 16 registers (or subregisters) be aggregated calculating $for$ entitlements?
• Policy for deciding entitlements 17 in relation to fractions
• Names of countries in which the 18 entity has security holders who will not be sent new offer documents

Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.

• Closing date for receipt of 19 acceptances or renunciations
• Names of any underwriters 20
• Amount of any underwriting fee 21 or commission
• Names of any brokers to the issue $22$
• Fee or commission payable to the $23$ broker to the issue
• Amount of any handling fee $24$ payable to brokers who lodge acceptances or renunciations on behalf of security holders

• If the issue is contingent on $25$ security holders' approval, the date of the meeting

• $26$ form and offer documents will be sent to persons entitled

• If the entity has issued options, $27$ and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
• $28$ Date rights trading will begin (if applicable)
• Date rights trading will end (if 29 applicable)
• How do security holders sell their 30 entitlements in full through a broker?
• How do security holders sell part $31$ of their entitlements through a broker and accept for the balance?
• How do security holders dispose $32$ of their entitlements (except by sale through a broker)?
• ⁺Issue date 33

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• Type of ⁺securities 34 (tick one)
• $(a)$

$(b)$

*Securities described in Part 1

All other ⁺securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Date entitlement and acceptance

⁺ See chapter 19 for defined terms.

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• If the 'securities are 'equity securities, the names of the 20 largest holders of the additional ⁺securities, and the number and percentage of additional ⁺securities held by those holders
• 36

35

If the 'securities are 'equity securities, a distribution schedule of the additional *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ 10,001 - 100,000

37

A copy of any trust deed for the additional ⁺securities

Entities that have ticked box 34(b)

100,001 and over

• Number of ⁺securities for which 38 ⁺quotation is sought
• ⁺Class of ⁺securities for which 39 quotation is sought
• Do the ⁺securities rank equally in 40 all respects from the ⁺issue date with an existing ⁺class of quoted *securities?

If the additional ⁺securities do not rank equally, please state:

• $\bullet$ the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) $\alpha$ interest payment
• the extent to which they do not $\bullet$ rank equally, other than in relation to the next dividend, distribution $\overline{or}$ interest payment

Reason for request for quotation 41 now

$!$ Example: In the case of restricted securities, end of restriction period

${\bf (if \ \ is sued \ \ upon \ \ conversion \ \ of}$ another ${\bf ``security, \ clearly \ identity}$ that other ⁺security)

Number and ⁺class of all $42$ ⁺securities quoted on ASX (including the ⁺securities in clause $38)$

Number	+ Class
I
ζ È

⁺ See chapter 19 for defined terms.

Quotation agreement

• *Ouotation of our additional *securities is in ASX's absolute discretion. ASX $\mathbf{1}$ may quote the *securities on any conditions it decides.
• We warrant the following to ASX. $\overline{2}$
• The issue of the 'securities to be quoted complies with the law and is not for an illegal purpose.
• There is no reason why those *securities should not be granted +quotation.
• An offer of the 'securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any 'securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the *securities be quoted.
• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
• We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{3}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ information or document is not available now, we will give it to ASX before *quotation of the *securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

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Print name:

⁺ See chapter 19 for defined terms.