OPENLEARNING LIMITED — Capital/Financing Update 2019

Dec 9, 2019

Market Announcement

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10 December 2019

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OpenLearning Limited (ASX: OLL) – Admission and Commencement of Official Quotation

Description

OpenLearning Limited (‘OLL’) was admitted to the Official List of ASX Limited (‘ASX’) today, Tuesday, 10 December 2019.

Official quotation of OLL’s ordinary fully paid shares and quoted options will commence at 12:30 PM AEDT on Thursday, 12 December 2019.

OLL raised $8,000,000 pursuant to the offer under its replacement prospectus dated 12 November 2019 (‘Replacement Prospectus’) as amended by a supplementary prospectus dated 5 December 2019 by the issue of 40,000,000 shares at an issue price of $0.20 per share.

Quotation information

Quoted Securities:	86,527,706 fully paid ordinary shares
ASX Code:	OLL
Time:	12:30 PM AEDT
Date:	Thursday, 12 December 2019
ASX Trade Abbreviation:	OpenLearn
ISIN:	AU0000065401
Home Branch:	Perth
Industry Classification:	Pending
Registered Office:	Address: Level 2, 235 Commonwealth Street, Surry Hills, NSW 2010
	Phone: +61 3 9191 0135
	Email: investors@openlearning.com
Company Secretary:	Justyn Stedwell
Share Registry:	Automic Pty Ltd
	Address: Level 5, 126 Phillip Street, Sydney NSW 2000
	Phone: 1300 288 664
	Email: hello@automicgroup.com.au
Balance Date:	31 December
CHESS:	Participating. CHESS and Issuer Sponsored.
Place of Incorporation:	New South Wales
Dividend Policy:	See section 11.2(c) of the Replacement Prospectus
Activities:	Online learning platform
Lead Manager:	Canaccord Genuity Patersons Limited

Market Announcement 1/4 ASX Customer Service Centre 131 279 | asx.com.au

10 December 2019 ASX Limited

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Underwriter:	NA
ASX Restricted Securities:	23,103,054 fully paid ordinary shares classified by ASX as restricted
	securities and to be held in escrow until 12 December 2021, being 24
	months from the date of commencement of Official Quotation.
	500,000 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 10 April 2020, being 12 months from the
	date of issue.
	250,000 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 16 April 2020, being 12 months from the
	date of issue.
	916,666 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 24 April 2020, being 12 months from the
	date of issue.
	83,333 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 26 April 2020, being 12 months from the
	date of issue.
	100,000 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 30 April 2020, being 12 months from the
	date of issue.
	216,666 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 1 May 2020, being 12 months from the date
	of issue.
	216,666 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 2 May 2020, being 12 months from the date
	of issue.
	50,000 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 7 May 2020, being 12 months from the date
	of issue.
	59,500 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 18 July 2020, being 12 months from the date
	of issue.
	209,909 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 24 July 2020, being 12 months from the date
	of issue.
	416,667 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 25 July 2020, being 12 months from the date
	of issue.
	22,353 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 26 July 2020, being 12 months from the date
	of issue.
	200,000 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 2 August 2020, being 12 months from the
	date of issue.
	66,666 fully paid ordinary shares classified by ASX as restricted securities
	and to be held in escrow until 5 August 2020, being 12 months from the
	date of issue.

Market Announcement 2/4

10 December 2019

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116,666 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 6 August 2020, being 12 months from the date of issue.

366,664 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 22 August 2020, being 12 months from the date of issue.

16,666 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 24 August 2020, being 12 months from the date of issue.

116,666 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 25 August 2020, being 12 months from the date of issue.

1,291,662 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 26 August 2020, being 12 months from the date of issue.

266,665 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 27 August 2020, being 12 months from the date of issue.

83,333 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 28 August 2020, being 12 months from the date of issue.

2,416,663 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 29 August 2020, being 12 months from the date of issue.

666,666 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 30 August 2020, being 12 months from the date of issue.

133,333 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 31 August 2020, being 12 months from the date of issue.

166,666 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 3 September 2020, being 12 months from the date of issue.

383,332 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 4 September 2020, being 12 months from the date of issue.

166,666 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 5 September 2020, being 12 months from the date of issue.

133,333 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 9 September 2020, being 12 months from the date of issue.

1,666,666 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 24 October 2020, being 12 months from the date of issue.

Market Announcement 3/4

10 December 2019

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18,735,808 fully paid ordinary shares classified by ASX as restricted securities and to be held in escrow until 9 December 2020, being 12 months from the date of issue.

2,583,089 options exercisable at $0.20 on or before 9 December 2021, classified by ASX as restricted securities and to be held in escrow until 12 December 2021, being 24 months from the date of commencement of Official Quotation.

5,000,000 options exercisable at $0.30 on or before 9 December 2022, classified by ASX as restricted securities and to be held in escrow until 12 December 2021, being 24 months from the date of commencement of Official Quotation.

2,793,333 options exercisable at $0.20 on or before 9 December 2022, classified by ASX as restricted securities and to be held in escrow until 12 December 2021, being 24 months from the date of commencement of Official Quotation.

28,250,218 options exercisable at $0.20 on or before 9 December 2021, classified by ASX as restricted securities and to be held in escrow until 9 December 2020, being 12 months from the date of issue.

2,750,000 performances rights classified by ASX as restricted securities and to be held in escrow until 12 December 2021, being 24 months from the date of commencement of Official Quotation

Other Securities Not Quoted:

Nil

What do I need to do and by when?

Please refer to OLL’s Replacement Prospectus.

Need more information?

For further information, please call +61 3 9191 0135.

Disclaimer

Please refer to the following disclaimer.

Issued by

Madeleine Green

Senior Adviser, Listings Compliance (Perth)

Market Announcement 4/4

10 December 2019