HUB24 LIMITED — M&A Activity 2020

Dec 17, 2020

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ASX Release Date: 18 December 2020

FEDERAL COURT ORDERS CONVENING OF SCHEME MEETINGS AND DESPATCH OF SCHEME BOOKLET

18 December 2020 : Xplore Wealth Ltd (ASX:XPL) ( Xplore ) refers to its announcement on 28 October 2020 that it had entered into a Scheme Implementation Agreement with HUB24 Limited (ASX:HUB) ( HUB24 ) in relation to the proposed acquisition of Xplore by HUB24 by way of scheme of arrangement between Xplore and its shareholders ( Share Scheme ) and a separate concurrent scheme of arrangement between Xplore and its optionholders ( Option Scheme ) (together, the Schemes ).

Scheme Meetings

Xplore is pleased to announce that the Federal Court of Australia has earlier today made orders directing Xplore to convene a meeting of Xplore shareholders ( Share Scheme Meeting ) and Xplore optionholders ( Option Scheme Meeting ) (together the Scheme Meetings ) to consider a vote on the Schemes.

The Share Scheme Meeting will be held as a virtual (online only) meeting on 12 February 2021 at 10.00am (AEDT) and the Option Scheme Meeting will be held as a virtual (online) meeting at 12 February 2021 at 11.00am (AEDT) or at the conclusion or adjournment of the Share Scheme Meeting (whichever time is later).

Scheme Booklet

The Federal Court today also made orders approving the despatch of an explanatory statement containing information about the Schemes, the Independent Expert’s Report, and the notices of meeting for the Share Scheme Meeting and the Option Scheme Meeting (together, the Scheme Booklet ).

The Scheme Booklet is intended to be registered with the Australian Securities and Investments Commission ( ASIC ) and filed with the ASX on Monday, 21 December 2020 and then sent to Xplore shareholders and optionholders before 12 January 2021. Xplore securityholders who have elected to receive communications electronically will be sent the Scheme Booklet and related information by email. Xplore securityholders who have not chosen to receive communications electronically will be sent a letter by mail which will contain instructions on where to access the Scheme Booklet and related information.

Following registration of the Scheme Booklet by ASIC, a further announcement attaching the Scheme Booklet will be made by Xplore.

Authorised by and for enquiries by Investors and Shareholders:

Alex Hutchison Don Sharp Chairman Non-Executive Director 0404 494 973 0419 632 315

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Xplore Wealth Ltd ABN 34 128 316 441 Suite 1, Level 5, 28 Margaret Street, Sydney, NSW, 2000 02 8006 5900 xplorewealth.com.au

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For Media Enquiries:

Amy Boyce

Madden & Assoc. 0449 553 990 amy@madden.com.au

This release contains forward-looking statements and information that are necessarily subject to risks, uncertainties and assumptions. Many factors could cause actual results, performance or achievements of the Company to be materially different from those expressed or implied in this release including, amongst others, changes in general economic and business conditions, regulatory environment, results of advertising and sales activities, competition, and the availability of resources. Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this release. Except as required by law, the Company assumes no obligation to update or correct the information in this release. To the maximum extent permitted by law, the Company and its subsidiaries and officers do not make any representation or warranty as to the likelihood of fulfilment of any forward-looking statements and disclaim responsibility and liability for any forward-looking statements or other information in this release. This release should be read in conjunction with the Company’s other ASX announcements and releases.

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Xplore Wealth Ltd ABN 34 128 316 441 Suite 1, Level 5, 28 Margaret Street, Sydney, NSW, 2000 02 8006 5900 xplorewealth.com.au