LATITUDE GROUP HOLDINGS LIMITED — Proxy Solicitation & Information Statement 2026

Apr 20, 2026

LATITUDE

Latitude Group Holdings Limited
ACN 604 747 391
Level 18, 130 Lonsdale St.
Melbourne VIC 3000
latitudefinancial.com

21 April 2026

ASX ANNOUNCEMENT

Supplementary information for shareholders in connection with the Annual General Meeting

Latitude Group Holdings Limited (Latitude) released its Notice of Annual General Meeting to the ASX on 23 March 2026 (Notice).

Item 4 in the Notice seeks shareholder approval of the issue of Capital Notes 2 for the purposes of ASX Listing Rule 7.4, so that the issue of the Capital Notes 2 does not reduce Latitude's placement capacity under ASX Listing Rule 7.1.

This announcement contains supplementary information relevant to Item 4. The supplementary information is attached and should be read in conjunction with the Notice. The supplementary information is required because Latitude did not provide ASX with a draft of the Notice under ASX Listing Rule 15.1.4.

Other important information

Please note that:

(a) votes or proxies already submitted for the Annual General Meeting will not be impacted by the supplementary information outlined in this announcement;

(b) LFS has confirmed to ASX that the resolution will be legally valid notwithstanding the late disclosure of the supplementary information; and

(c) neither this announcement nor the outcome of the vote on item 4 in the Notice will have any impact on the Capital Notes 2 offer or applications received under that offer. Capital Notes 2 will be issued to successful applicants on 28 April 2026 and further details will be provided on that date.

Approved for release to the ASX by the Company Secretary.

---

Attachment - Supplementary information

The terms of the Capital Notes 2 (Terms) are set out in Appendix A of the Capital Notes 2 prospectus that was released on the ASX on 1 April 2026 (Prospectus). The Prospectus replaced the original Capital Notes 2 prospectus released on the ASX on 24 March 2026.

Capitalised terms below that are not otherwise defined have the meaning given to them in the Prospectus.

As outlined in the Notice, the Capital Notes 2 are equity securities for the purposes of the ASX Listing Rules because they are convertible into Latitude ordinary shares in certain circumstances.

Specifically, the Terms provide that:

(a) Holders of the Capital Notes 2 have no right to request conversion of the Capital Notes 2;

(b) Latitude has the right, but not an obligation, to:

(i) convert or redeem all or some Capital Notes 2 on the Optional Exchange Date of 28 April 2031 (or any Distribution Payment Date following the Optional Exchange Date); or

(ii) convert or redeem all (but not some only) Capital Notes 2 on an Exchange Date following the occurrence of a Tax Event, an Accounting Event or a Regulatory Event;

(c) if the Capital Notes 2 are not converted or redeemed on the Optional Exchange Date, then the Margin will be increased by 3% per annum;

(d) each Capital Note 2 that is converted will convert into the Conversion Number of Latitude ordinary shares; and

(e) the Conversion Number will be calculated by Latitude in accordance with the following formula:

$$
\text{Conversion Number} = \frac{\text{Nominal Amount}}{97.5\% \times VWAP}
$$

where the Nominal Amount means the Face Value of the Capital Note 2 to be Converted as set out in the Exchange Notice, together with, unless Latitude has elected to pay such amounts in cash, the amount of the Distribution scheduled to be paid on the Exchange Date together with any Unpaid Distribution Amount in respect of that Capital Note 2 (calculated to (and including) the Exchange Date) and VWAP (expressed in dollars and cents) means the VWAP during the VWAP Period.

For example, if the Distribution scheduled to be paid on the relevant Exchange Date was $1.4675 and the VWAP was:

(1) $0.95, the Conversion Number would be 109.5466 and a total of 153,365,240 Latitude ordinary shares would be issued on conversion;¹

(2) $1.90, the Conversion Number would be 54.7733 and a total of 76,682,620 Latitude ordinary shares would be issued on conversion; and

(3) $0.48, the Conversion Number would be 216.8109 and a total of 303,535,260 Latitude ordinary shares would be issued on conversion.

¹ The total number of Latitude ordinary shares to be issued on conversion in each example is an indicative number calculated by multiplying the relevant Conversion Number by 1,400,000 (being the maximum number of Capital Notes 2 to be issued).