EXPERIENCE CO LIMITED — Capital/Financing Update 2015

Oct 11, 2015

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12 OCTOBER 2015

SKYDIVE THE BEACH GROUP LIMITED (ACN 167 320 470)

(ASX: SKB)

ASX ANNOUNCEMENT

CLEANSING NOTICE PURSUANT TO SECTION 708AA(2)(f) OF THE CORPORATIONS ACT 2001

This notice is given by Skydive the Beach Group Limited ( SKB or "the Company" ) under section 708AA(2)(f) of the Corporations Act 2001 (Cth) (“ Corporations Act ”) as modified by Australian Securities and Investments Commission (“ ASIC ”) Class Order [08/35] (" Class Order ").

Today the Company announced a fully underwritten accelerated pro rata non renounceable entitlement offer (" Entitlement Offer ") to raise $19,581,980 before costs. Under the Entitlement Offer, shareholders will be entitled to acquire 2 new ordinary shares (" New Shares ") for every 9 held at 7.00pm ( Sydney time) on the record date of Thursday, 15 October 2015 at an issue price of $0.30 per New Share.

Based on the Company’s capital structure, the maximum number of securities that may be issued under the Entitlement Offer is approximately 65,273,267 New Shares. The Entitlement Offer comprises an institutional component, being the Institutional Offer, and a retail component being the Retail Entitlement Offer. The Institutional Offer will raise approximately $18.4 million from institutional and sophisticated investors in the Company for the issue of 61.4 million New Shares. The Retail Entitlement Offer component of the Entitlement Offer will raise approximately $1.2 million for the issue of 3.9 million New Shares to eligible shareholders.

The Company hereby gives notice under section 708AA(2)(f) of the Corporations Act that:

• (a) the Company will offer the New Shares under the Entitlement Offer without disclosure under Part 6D.2 of the Act, as modified by the ASIC Class Order (CO 08/35);

• (b) this notice is being given under section 708AA(2)(f) of the Act as modified by the ASIC Class Order (CO 08/35);

• (c) as a disclosing entity, SKB is subject to regular reporting and continuous disclosure obligations;

• (c) as at the date of this notice, SKB has complied with:

  • (i) the provisions of Chapter 2M of the Corporations Act as they apply to the Company; and

  • (ii) section 674 of the Corporations Act;

• (d) as at the date of this notice, there is no excluded information of the type referred to in sections 708AA(8) and 708AA(9) of the Act as modified by the ASIC Class Order (CO 08/35) that is required to be set out in this notice; and

• (e) the issue of the New Shares under the Entitlement Offer will not have any material effect or consequence on the control of the Company:

  - i. If all eligible shareholders take up their Entitlement in full under the Entitlement Offer, the Entitlement Offer will have no effect on the control of the Company; 
  
  - ii. the proportional interests in the Company of those eligible shareholders who do not take up their Entitlement under the Entitlement Offer will be 
  

www.skydive.com.au info@skydive.com.au T: 1300 663 634 F: 1300 338 803

Skydive the Beach Group Limited ABN 56 167 320 470 PO Box 5361 Wollongong NSW 2500

L E A V E Y O U R W O R L D B E H I N D

diluted by those other eligible shareholders who take up some, all or more than their Entitlement;

iii. the proportional interests in the Company of shareholders who are not eligible shareholders will be diluted because those shareholders are not entitled to participate in the Entitlement Offer.

Based on the holdings of shareholders as set out in the Company’s share register at the date of the Retail Offer Booklet, no shareholder following the take up of their Entitlement should increase their shareholding to more than 20% of the Company’s issued capital.

Further details regarding the Entitlement Offer are set out in the Retail Offer Booklet lodged to be lodged with ASX on 19 October 2015.

CONTACT

ANTHONY RITTER

COMPANY SECRETARY

T 1300 663 634

E COMPANYSECRETARY@SKYDIVE.COM.AU

ABOUT SKYDIVE THE BEACH GROUP (ASX:SKB)

Skydive the Beach is an Australian based company operating skydiving experiences to the public since its establishment in 1999 by founder and CEO Anthony Boucaut. The company operates 16 drop zones across 4 states and has grown to become the largest tandem skydive operation the Southern Hemisphere, forecasting over 112,000 skydives in FY2016. The company offers a complete range of skydiving services to the public, agents and media including tandem skydiving, night skydiving, and helicopter jumps as well as courses and skills development courses. The company utilise more than 300 staff and contractors and owns a fleet of 21 aircraft throughout Australia. Since inception, the company has experienced considerable growth with an average CAGR of tandems of 35% and delivering $26.3m revenues and $6.0m EBITDA in FY2015.

For further information www.skydive.com.au