INSIGNIA FINANCIAL LTD — M&A Activity 2025

Jan 16, 2025

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ASX Release – 17 January 2025

Insignia Financial Receives revised Indicative Non-Binding Proposal from CC Capital

On the morning of 17 January 2025, Insignia Financial Ltd (ASX: IFL) received a revised nonbinding and indicative proposal from CC Capital Partners, LLC to acquire all of the shares in Insignia Financial by way of a scheme of arrangement ( CC Capital Revised Indicative Proposal ) at a price of A$4.60 cash per share (adjusted for any dividends paid or payable after the date of the CC Capital Revised Indicative Proposal).

The CC Capital Revised Indicative Proposal represents:

• a 7% premium to CC Capital’s original non-binding indicative proposal of $4.30 cash per share dated 3 January 2025 ( Initial CC Capital Proposal ) and Bain Capital’s revised nonbinding indicative proposal of $4.30 cash per share dated 11 January 2025 ( Revised Bain Proposal ); plus

• a cash price that is $0.30 per share higher than that proposed by CC Capital in the Initial CC Capital Proposal and Bain Capital in the Revised Bain Proposal respectively.

The CC Capital Revised Indicative Proposal is otherwise subject to the same terms and the same conditions as the Initial CC Capital Proposal (as summarised in Insignia Financial’s announcement of 6 January 2025).

The Board of Insignia Financial, together with its financial and legal advisers, is considering the CC Capital Revised Indicative Proposal. There is no certainty that the CC Capital Revised Indicative Proposal will result in a binding offer or that any transaction will eventuate.

IFL shareholders do not need to take any action at this time. Insignia Financial will continue to keep the market informed in accordance with its continuous disclosure obligations.

Insignia Financial has engaged Citigroup and Gresham Advisory Partners as its financial advisers and King & Wood Mallesons as its legal adviser.

This announcement was approved for release by the Board of Insignia Financial Ltd.

-ENDS-

About Insignia Financial Ltd

With origins dating back to 1846, today Insignia Financial is a leading Australian wealth manager. Insignia Financial provides financial advice, superannuation, wrap platforms and asset management services to members, financial advisers and corporate employers.

Further information about Insignia Financial can be found at www.insigniafinancial.com.au

Insignia Financial Ltd ABN 49 100 103 722 Level 1, 800 Bourke Street, Melbourne Victoria 3000 GPO Box 264 Melbourne Victoria 3001

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Investor Enquiries:

Andrew Ehlich General Manager, Capital Markets Insignia Financial M: +61 407 223 044 E: andrew.ehlich@insigniafinancial.com.au

Media Enquiries:

Francine McMullen General Manager, Corporate Affairs Insignia Financial M: +61 476 806 940 E: francine.mcmullen@insigniafinancial.com.au

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