NEXTDC LIMITED — Share Issue/Capital Change 2026

Apr 19, 2026

Appendix 3B - Proposed issue of securities

Announcement Summary

Entity name
NEXTDC LIMITED

Announcement Type
New announcement

Date of this announcement
20/4/2026

The Proposed issue is:
An accelerated offer

Total number of +securities proposed to be issued for an accelerated offer

ASX +security code	+Security description	Maximum Number of +securities to be issued
NXT	ORDINARY FULLY PAID	118,676,034

Trading resumes on an ex-entitlement basis (ex date)
22/4/2026

+Record date
22/4/2026

Offer closing date for retail +security holders
11/5/2026

Issue date for retail +security holders
18/5/2026

Refer to next page for full details of the announcement

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

Part 1 - Entity and announcement details

1.1 Name of +Entity

NEXTDC LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX an Appendix 2A online form notifying ASX of their issue and applying for their quotation).

1.2 Registered Number Type

ACN

Registration Number

143582521

1.3 ASX issuer code

NXT

1.4 The announcement is

New announcement

1.5 Date of this announcement

20/4/2026

1.6 The Proposed issue is:

An accelerated offer

1.6b The proposed accelerated offer is

Accelerated non-renounceable entitlement offer (commonly known as a JUMBO or ANREO)

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can proceed on an unconditional basis?
No

Part 3B - Offer details

+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities proposed to be issued

ASX +security code and description

NXT : ORDINARY FULLY PAID

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)?
Existing class

Will the proposed issue of this +security include an offer of attaching +securities?
No

If the entity has quoted company options, do the terms entitle option holders to participate on exercise?
No

Details of +securities proposed to be issued

ASX +security code and description

NXT : ORDINARY FULLY PAID

ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs issued over them)

ISIN Code for the entitlement or right to participate in the offer (if Issuer is foreign company and +securities do not have +CDIs issued over them)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)

Has the offer ratio been determined?
Yes

The quantity of additional +securities to be issued
For a given quantity of +securities held
5
27

What will be done with fractional entitlements?
Maximum number of +securities proposed to be issued (subject to

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

rounding)

Fractions rounded up to the next whole number
118,676,034

Offer price details for retail security holders

Has the offer price for the retail offer been determined?
Yes

In what currency will the offer be made?
What is the offer price per +security for the retail offer?
AUD - Australian Dollar
AUD 12.70000

Offer price details for institutional security holders

Has the offer price for the institutional offer been determined?
Yes

In what currency will the offer be made?
What is the offer price per +security for the institutional offer?
AUD - Australian Dollar
AUD 12.70000

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)?
Yes

Describe the limits on over-subscription

Eligible retail shareholders who take up their full entitlement may also apply for additional New Shares at the Offer Price (defined below) for up to a maximum of 100% of their existing entitlement. Additional New Shares will only be available where there is a shortfall between applications from eligible retail shareholders in respect of their entitlement and the number of New Shares proposed to be issues under the new entitlement offer. See also scale back arrangements.

Will a scale back be applied if the offer is over-subscribed?
Yes

Describe the scale back arrangements

NEXTDC and Joint Lead Managers (defined below) retain the flexibility to scale back applications for additional New Shares at their discretion. In the event of a scale back any excess application money will be refunded following allotment. No interest will be paid on any application money received and refunded.

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class?
Yes

Part 3D - Timetable

3D.1a First day of trading halt
20/4/202626

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

3D.1b Announcement date of accelerated offer
20/4/2026

3D.2 Trading resumes on an ex-entitlement basis (ex date)
22/4/2026

3D.5 Date offer will be made to eligible institutional +security holders
20/4/2026

3D.6 Application closing date for institutional +security holders
21/4/2026

3D.8 Announcement of results of institutional offer
(The announcement should be made before the resumption of trading following the trading halt)
22/4/2026

3D.9 +Record date
22/4/2026

3D.10a Settlement date of new +securities issued under institutional entitlement offer
29/4/2026

3D.10b +Issue date for institutional +security holders
30/4/2026

3D.10c Normal trading of new +securities issued under institutional entitlement offer
30/4/2026

3D.11 Date on which offer documents will be sent to retail +security holders entitled to participate in the +pro rata issue
27/4/2026

3D.12 Offer closing date for retail +security holders
11/5/2026

3D.13 Last day to extend retail offer close date

3D.19 +Issue date for retail +security holders and last day for entity to announce results of retail offer
18/5/2026

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer?
Yes

3E.1a Who is the lead manager/broker?
Barrenjoey Markets Pty Limited (ABN 66 636 976 059) ("Barrenjoey"), Royal Bank of Canada (trading as RBC Capital Markets) (ABN 86 076 940 880) ("RBC"), and UBS Securities Australia Limited (ABN 62 008 586 481) ("UBS") (together, the "Joint Lead Managers")

3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
There is a management fee payable of 0.30% of the proceeds of the Entitlement Offer.

3E.2 Is the proposed offer to be underwritten?
Yes

3E.2a Who are the underwriter(s)?
Barrenjoey, RBC and UBS.

3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)?
The Entitlement Offer is fully underwritten.

3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)?
There is an underwriting fee payable of 1.15% of the proceeds of the Entitlement Offer. There is also an incentive fee of up to 0.15% of the proceeds of the Entitlement Offer payable at NEXTDC's absolute discretion.

3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated
Please refer to the Summary of the Underwriting Agreement provided in Appendix C of NEXTDC's Investor Presentation titled 'Record Contracted Utilization and A$2.2bn Capital Plan (pages 49-52) released on the ASX 20 April 2026 ('Investor Presentation')

3E.2e Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed offer?
No

3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission?
No

3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Standard share registry, external advisers and ASX administrative fees.

Part 3F - Further Information

3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
Please refer to the Announcements released by NEXTD on the ASX on 20 April 2026.

3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue?
No

3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful?
No

3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue
Refer to pages 54 - 58 of the Investor Presentation released by NEXTDC tp ASX on 20 April 2026 in respect of the Institutional Entitlement Offer. The Retail Entitlement Offer will be extended to eligible retail shareholders in Australia and New Zealand.

3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities

Appendix 3B - Proposed issue of securities

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Appendix 3B - Proposed issue of securities

Yes

3F.5a Please provide further details of the offer to eligible beneficiaries

Nominees, trustees and custodians with registered addresses in the eligible jurisdictions, irrespective of whether they participate under the Institutional Entitlement Offer, may be able to participate in the Retail Entitlement Offer in respect of some or all of the beneficiaries on whose behalf they hold NEXTDC shares, provided that the applicable beneficiary would satisfy the criteria for an 'Eligible Retail Shareholder' other than the requirement of being the registered holder of the relevant NEXTDC shares on the Record Date. The Retail Entitlement Offer is not available to shareholders that are in the United States or who are, or are acting for the account or benefit of a person in the United States.

3F.6 URL on the entity's website where investors can download information about the proposed issue

https://www.nextdc.com/investor-centre

3F.7 Any other information the entity wishes to provide about the proposed issue

N/A

3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)?

No

3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:

The publication of a cleansing notice under section 708A(5), 708AA(2)(f), 1012DA(5) or 1012DAA(2)(f)

Appendix 3B - Proposed issue of securities