SDI LIMITED — M&A Activity 2026

May 21, 2026

SDI

ASX Announcement

22 May 2026

Dispatch of Scheme Booklet

SDI Limited (ASX:SDI) (SDI) refers to its announcement released to the ASX on 18 May 2026 which:

• attached a copy of the scheme booklet (Scheme Booklet) in relation to the proposed acquisition by InnoXvest Dental Pty. Ltd, a wholly owned subsidiary of Beijing Guoci Kebo Technology Co., Ltd (Beijing Guoci), which is an entity controlled by Shenzhen Stock Exchange listed Shandong Sinocera Functional Material Co. Ltd (Sinocera), of 100% of the issued share capital of SDI by way of a scheme of arrangement (Scheme) for A$1.40 per SDI share in cash (Scheme Consideration); and
• confirmed that the Scheme Booklet had been registered with the Australian Securities and Investments Commission (ASIC),

(the Scheme Booklet Announcement).

SDI is pleased to confirm that the Scheme Booklet has been dispatched to SDI shareholders in the manner described in the Scheme Booklet Announcement.

The Scheme Booklet contains information about the Scheme, the Independent Expert's Report and the notice convening the meeting of SDI shareholders to consider and vote on the Scheme (Scheme Meeting). A copy of the Scheme Booklet is available for viewing and downloading at https://www.sdi.com.au/au/company/investor-information/.

Details of the Scheme Meeting

The Scheme Meeting to approve the Scheme will be held as a virtual meeting on Monday, 22 June 2026 commencing at 11:00am (Sydney time) at https://meetings.openbriefing.com/SDI26.

SDI shareholders are encouraged to vote by attending the Scheme Meeting online or by attorney or corporate representative, or alternatively, by completing and ensuring that the proxy appointment in the proxy form is received by 11:00am (Sydney time) on Saturday, 20 June 2026.

Further information in relation to how to participate and vote at the Scheme Meeting is set out in Section 3 and Annexure 5 of the Scheme Booklet.

SDI Directors' recommendation and voting intention

The SDI Board unanimously recommends that SDI shareholders vote in favour of the Scheme, in the absence of a Superior Proposal and subject to the Independent Expert concluding (and continuing to conclude) that the Scheme is in the best interests of SDI shareholders.

Subject to those qualifications, each SDI Director has confirmed that they intend to vote all of the SDI shares they hold or control in favour of the Scheme.

Jeffery Cheetham (Chairman of SDI) and Currango Pastoral Company Pty. Ltd., SDI's largest shareholder and an entity controlled by Jeffery Cheetham, have confirmed their intention to vote,

---

or cause to be voted, all SDI shares held or controlled by them (representing, in aggregate, approximately 45.3% of the issued share capital in SDI) in favour of the Scheme, in the absence of a Superior Proposal and subject to the Independent Expert concluding (and continuing to conclude) that the Scheme is in the best interests of SDI shareholders.

Further information

If you require further information or have questions in relation to the Scheme or the Scheme Booklet, please visit the website at https://www.sdi.com.au/au/company/investor-information/ or contact the SDI Shareholder Information Line on 1300 761 372 (within Australia) or +61 1300 761 372 (outside Australia), Monday to Friday between 9:00am and 5:00pm (Sydney time) (excluding public holidays).

Unless otherwise indicated, capitalised terms used in this announcement have the meaning given to them in the Scheme Booklet dated 18 May 2026.

This announcement has been authorised by the Board of Directors of SDI Limited.

Investor contact:

Adrian Mulcahy

Adrian.mulcahy@automicgroup.com.au

P: +61 438 630 422

About SDI

SDI Limited (ASX:SDI) is a leading Australian manufacturer and global distributor of specialist dental materials. With a strong focus on innovation and excellence, SDI develops, produces, and markets restorative dental products including amalgams, composites, adhesives, cements, and tooth whitening systems. All SDI products are proudly manufactured in Victoria, Australia, and distributed in over 100 countries worldwide.

Founded in 1972 and publicly listed in 1985, SDI has built a reputation for pioneering advancements in minimal intervention dentistry and approach that integrates prevention, remineralisation, and conservative treatment. SDI also continues to invest in research and development to bring new solutions to market, supporting better oral health outcomes globally. To learn more about SDI, please visit www.sdi.com.au/au/.

About Sinocera and Beijing Guoci

Sinocera is a leading China-based advanced materials company specialising in the development and production of functional ceramic materials. With a strong global footprint and a commitment to innovation, Sinocera serves a broad range of industries including electronics, automotive, and healthcare.

Beijing Guoci is the holding company of the majority of Sinocera's domestic and international dental businesses.

InnoXvest Dental Pty. Ltd is an Australian proprietary company that was incorporated for the purposes of acquiring the SDI shares under the Scheme.