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GTN LIMITED Capital/Financing Update 2016

Dec 22, 2016

65025_rns_2016-12-22_544ce519-1f08-4859-9651-3be3ae0b0d63.pdf

Capital/Financing Update

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NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

23 December 2016

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GTN Limited successfully completes Retail Entitlement Offer

GTN Limited ( GTN ) is pleased to announce the successful completion of the retail component of its accelerated non-renounceable pro rata entitlement offer announced on 5 December 2016 ( Retail Entitlement Offer ).

The Retail Entitlement Offer closed at 5.00pm (Sydney time) on Tuesday, 20 December 2016 and raised a total of $2.3 million at $2.90 per New Share. This follows the successful completion of the Institutional Entitlement Offer on 5 December 2016, which raised approximately $57.8 million.

Approximately 438,281 New Shares that were not taken up by Eligible Retail Shareholders in the Retail Entitlement Offer will be allocated to the underwriter in accordance with the terms of the underwriting agreement.

New Shares under the Retail Entitlement Offer will be issued on Friday, 30 December 2016 and will trade on the ASX on a normal settlement basis on Tuesday, 3 January 2017. Holding statements will be despatched on Tuesday, 3 January 2017.

Shareholder enquiries

Retail shareholders who have any questions about the Retail Entitlement Offer should consult with their broker, legal, financial or other professional adviser.

For general investor enquiries please contact [email protected].

Important Notice and Disclaimer

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

None of the information in this announcement constitutes an offer to sell, or the solicitation of an offer to buy, any securities in the United States. This announcement (or any part of it), may not be released or distributed directly or indirectly, to persons in the United States. Any securities described in this announcement have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “US Securities Act”) or the securities laws of any state or other jurisdiction of the United States. Accordingly, the securities may not be offered or sold directly or indirectly in the United States unless they have been registered under the US Securities Act (which GTN has no obligation to do or

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

procure) or are offered and sold in a transaction exempt from, or not subject to, the registration of the US Securities Act and any other applicable United States state securities laws.

Forward looking statements

This announcement may contain certain forward-looking statements. Forward-looking statements can generally be identified by the use of forward-looking words such as “may”, “should”, “will”, “expect, “intend”, “plan”, “estimate”, “anticipate”, “believe”, “continue", “objectives”, “outlook”, “guidance” or other similar words, and include statements in this announcement regarding certain plans, strategies and objectives of management of GTN and expected financial performance, the conduct and outcome of the entitlement offer and the use of proceeds. These forward-looking statements contained in this announcement involve known and unknown risks, uncertainties and other factors which are subject to change without notice, and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct. Forward-looking statements are provided as a general guide only and there can be no assurance that actual outcomes will not differ materially from these statements. In particular, such forward-looking statements are subject to significant uncertainties and contingencies, many of which are outside the control of GTN. A number of important factors could cause actual results or performance to differ materially from the forward looking statements. Investors should consider the forward looking statements contained in this announcement in light of those disclosures.

Neither GTN, nor any other person, gives any representation, warranty, assurance nor will guarantee that the occurrence of the events expressed or implied in any forward-looking statement will actually occur. GTN disclaims any responsibility for the accuracy or completeness of any forward-looking statements whether as a result of new information, future events or results or otherwise. GTN disclaims any responsibility to update or revise any forward-looking statement to reflect any change in GTN’s financial condition, status or affairs or any change in events, conditions or circumstances on which a statement is based, except as required by law.

The lead manager of the entitlement offer has not authorised, permitted or caused the issue or lodgement, submission, dispatch or provision of this announcement and there is no statement in this announcement which is based on any statement made by it or by any of its affiliates, officers or employees. To the maximum extent permitted by law, each of the lead manager, each of its respective affiliates, officers, employees and advisers expressly disclaim all liabilities in respect of, and make no representations regarding, and take no responsibility for, any part of this announcement other than references to their name and make no representation or warranty as to the currency, accuracy, reliability or completeness of this announcement.

Determination of eligibility of investors for the purposes of the entitlement offer is determined by reference to a number of matters, including legal and regulatory requirements, logistical and registry constraints and the discretion of GTN and the lead manager. Each of GTN, the lead manager and their respective advisers, affiliates, related bodies corporate, directors, officers, partners, employees and agents disclaim any duty or liability (including for negligence) in respect of that determination and the exercise or otherwise of that discretion, to the maximum extent permitted by law.