TEMPLE & WEBSTER GROUP LTD — Capital/Financing Update 2020

Jun 30, 2020

Proposed issue of securities

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Announcement Summary

Entity name

TEMPLE & WEBSTER GROUP LTD

Announcement Type

New announcement

Date of this announcement

Wednesday July 1, 2020

The Proposed issue is:

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A placement or other type of issue

Total number of +securities proposed to be issued for a placement or other type of issue

		Maximum Number of
ASX +Security Code	+Security Description	+securities to be issued
TPW	ORDINARY FULLY PAID	7,017,544

Proposed +issue date Wednesday July 8, 2020

Refer to next page for full details of the announcement

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Part 1 - Entity and announcement details

1.1 Name of +Entity

TEMPLE & WEBSTER GROUP LTD

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.

1.2 Registered Number Type

ABN

Registration Number

69608595660

1.3 ASX issuer code

TPW

1.4 The announcement is

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New announcement

1.5 Date of this announcement

Wednesday July 1, 2020

1.6 The Proposed issue is:

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A placement or other type of issue

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Part 7 - Details of proposed placement or other issue

Part 7A - Conditions

7A.1 - Are any of the following approvals required for the placement or other type of issue? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity

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No

Part 7B - Issue details

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

Details of +securities proposed to be issued

ASX +Security Code and Description

TPW : ORDINARY FULLY PAID

Maximum Number of +securities proposed to be issued

7,017,544

Purpose of the issue

Proceeds of the Placement will be used to provide Temple & Webster with the financial flexibility to pursue strategic growth initiatives including initiatives to enhance the Company¿s technology, product and service offering

Offer price details for retail security holders

In what currency is the cash What is the issue price per consideration being paid? +security? AUD - Australian Dollar AUD 5.70000

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

Oversubscription & Scale back details May a scale back be applied to this event? No

Part 7C - Timetable

7C.1 Proposed +issue date Wednesday July 8, 2020

Part 7D - Listing Rule requirements

7D.1 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? No 7D.1b Are any of the +securities proposed to be issued without +security holder approval using the entity's 15% placement capacity under listing rule 7.1? Yes

7D.1b ( i ) How many +securities are proposed to be issued without security holder approval using the entity's 15% placement capacity under listing rule 7.1? 7,017,544

7D.1c Are any of the +securities proposed to be issued without +security holder approval using the entity's additional 10% placement capacity under listing rule 7.1A (if applicable)? No

7D.2 Is a party referred to in listing rule 10.11.1 participating in the proposed issue? No

7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules? No

7D.4 Will any of the +securities to be issued be subject to +voluntary escrow? No

Part 7E - Fees and expenses

7E.1 Will there be a lead manager or broker to the proposed issue? Yes

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7E.1a Who is the lead manager/broker?

Canaccord Genuity (Australia) Limited ACN 075 071 466

7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?

1.25% of the Offer Proceeds

7E.2 Is the proposed issue to be underwritten? Yes

7E.2a Who are the underwriter(s)?

Canaccord Genuity (Australia) Limited ACN 075 071 466

7E.2b What is the extent of the underwriting (ie the amount or proportion of the proposed issue that is underwritten)?

The Placement is fully underwriten: refer to the Placement Agreement Summary in the Investor Presentation lodged with ASX on 1 July 2020

7E.2c What fee, commission or other consideration is payable to them for acting as underwriter(s)?

2.5% of the Offer Proceeds

7E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated.

Refer to the Placement Agreement Summary in the Investor Presentation lodged with ASX on 1 July 2020

7E.3 Is a party referred to in listing rule 10.11 underwriting or sub-underwriting the proposed issue? No

7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue

Other fees and costs in connection with the Placement include standard share registry fees, settlement fees, legal fees and other external advisers' fees

Part 7F - Further Information

7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds? No

7F.2 Any other information the entity wishes to provide about the proposed issue

Nil

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