SGH LIMITED — Capital/Financing Update 2022

Oct 6, 2022

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7 October 2022

Company Announcements Office Australian Securities Exchange Limited 20 Bridge Street SYDNEY NSW 2000

Pricing of A$250 million exchangeable notes offer

Seven Group Holdings Limited (ASX: SVW) (“ SGH ”) announced it has successfully priced its offer of A$250 million senior exchangeable notes due 2027 (the “ New Notes ”) (the “ Offering ”) referred to in SGH’s announcement of 6 October 2022.

The New Notes will have a fixed coupon of 4.625% per annum and be exchangeable into fully paid ordinary shares (the “ Boral Shares ”) of Boral Limited (ASX: BLD) (“ Boral ”) at an initial exchange price of A$3.77 per Boral Share, which represents a premium of approximately 30% to the closing price of Boral Shares on 6 October 2022. Settlement of the Offering is expected on or about 18 October 2022 (subject to satisfaction of customary conditions precedent).

The offer of New Notes was significantly oversubscribed, with most of the funds subscribed from new money rather than from holders of SGH’s Existing Notes due 2025 electing to sell those back to SGH in the Concurrent Repurchase. Given that context, SGH determined to limit the Concurrent Repurchase to A$114.2m with the surplus funds raised being used to repay existing bank debt.

SGH has also acquired an additional 3% interest in Boral Shares as foreshadowed in the 6 October 2022 announcement under the customary hedging arrangements associated with the New Notes.

This announcement has been authorised to be given to ASX by the CEO & MD of Seven Group Holdings Limited.

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For further information, please contact:

Dan Levy – Head of IR and Comms on +61 2 8777 7106 or at investorrelations@sevengroup.com.au

Seven Group Holdings Limited (ASX: SVW) is a leading Australian diversified operating and investment group with market leading businesses and investments in industrial services, media and energy. In industrial services, WesTrac is the sole authorised Caterpillar dealer in Western Australia, New South Wales and the Australian Capital Territory. WesTrac is one of Caterpillar's top dealers globally (by sales value). SGH owns Coates, Australia’s largest nationwide industrial and general equipment hire business. SGH also has a 72.6% shareholding in Boral (ASX: BLD), an international building products and construction materials group. In energy, SGH has a 30.0% shareholding in Beach Energy (ASX: BPT) and has interests in oil and gas projects in Australia and the United States. In media, SGH has a 38.9% shareholding in Seven West Media (ASX: SWM), one of Australia’s largest multiple platform media companies, including the Seven Network, 7plus and The West Australian.

Disclaimer

Neither this announcement nor any copy hereof may be taken into or distributed in the United States.

This information contained in this announcement is not for distribution, directly or indirectly, in or into the United States. This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The New Notes and any Boral Shares to be transferred and delivered upon exchange of the New Notes have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “ Securities Act ”), and may not be offered or sold in the United States except pursuant to registration or an exemption from the registration requirements of the Securities Act. No public offering of the New Notes or any Boral Shares to be transferred and delivered upon exchange of the New Notes will be made in the United States.

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Seven Group Holdings Limited | ABN 46 142 003 469

Level 30, 175 Liverpool Street, Sydney NSW 2000 | Postal Address: PO Box 745, Darlinghurst NSW 1300 Telephone +61 2 8777 7574