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WEBJET GROUP LIMITED Annual Report 2025

May 20, 2025

66065_rns_2025-05-20_76d69f2f-2ccd-412e-bf49-dea4cf6b9f76.pdf

Annual Report

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Appendix 4E Preliminary Final Report

Name of entity Webjet Group Limited (WJL)

ABN reference 85 679 116 762

1. Reporting period

1.
Reporting period
Previous
Current period corresponding period
Financialyear ended 31 March 2025 31 March 2024

On 17 September 2024, Webjet Limited shareholder approval was obtained to demerge Webjet Group Limited (the “ Company ”) and its controlled entities (“ Webjet Group ”) from Web Travel Group Limited (ASX:WEB) (“ Web Travel Group ”, previously known as “Webjet Limited”). The Demerger was implemented on 30 September 2024.

The Company was incorporated on 15 July 2024 and received relief from the Australian Securities and Investments Commission (ASIC) under section 340 of the Corporations Act 2001 (the ‘Act’), exempting it from complying with Part 2M.3 of the Act for the technical first year period from 15 July 2024 to 14 July 2025. Accordingly, the Company has adopted a financial year ended 31 March 2025.

Webjet Group has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. The historical financial performance and financial position of Webjet Group are combined and

presented as though Webjet Group had always existed in its current form, using the historical cost basis of the assets and liabilities from the original entity (i.e. the company previously referred to as Webjet Limited). Consequently, the comparative numbers are only representative in nature.

Principal activities

Webjet Group is a digitally led travel business focused on delivering innovative, customer-centric travel solutions through its established businesses, Webjet OTA, Cars and Motorhomes (formerly GoSee) and technology company Trip Ninja. The principal activities of Webjet Group include the online sale and distribution of travel products including flights, hotels, holiday packages, car and motorhome rentals, and travel insurance.

In addition, Webjet Group is executing strategic initiatives to expand its addressable market, enhance the end-to-end travel experience, and unlock new sources of value through investments in technology, loyalty, brand, and adjacent travel services.

Webjet Group Limited Appendix 4E – Preliminary Final Report 2025

1

2. Results for announcement to the market

2.
Results for announcement to the market
% change to
previous
Key information corresponding
period
31 March
2025
% $ m
Total revenue from ordinary activities(i) down (7%) to 139.7
EBITDA(ii) down (46%) to 21.3
Net proft after tax up nm to 5.1
Net proft for the period attributable to members up nm to 5.0
Underlying Operations(iii)
Underlying Revenue(iv) down (3%) to 139.7
Underlying EBITDA(v) up 1% to 39.4
Underlyingnetproft after tax(v) up 18% to 20.9

(i) Total revenue from ordinary activities excludes interest income. Statutory Total revenue for 31 March 2024 includes a $6.0 million revenue adjustment not applicable to the Underlying Operations of Webjet Group.

(ii) EBITDA represents earnings before interest, tax, depreciation, amortisation and impairment.

(iii) Webjet Group defines “Underlying Operations” as its core financial performance, adjusted for non-operating expenses, non-recurring items, non-cash items such as impairments and share-based payments, and other pre-demerger items not reflective of its underlying financial performance. These adjustments are made to provide a clearer and more consistent view of Webjet Group’s ongoing financial performance. Underlying Operations (which are not the statutory results) are non-IFRS measures and not subject to audit procedures.

(iv) Underlying revenue excludes interest income and reflects total revenue applicable to the Underlying Operations of Webjet Group.

(v) Underlying EBITDA and underlying net profit after tax are adjusted to exclude share-based payments expense, non-operating expenses and impairment.

Underlying Revenue reconciliation 31 March
2025
31 March
2024
$ m $ m
Total revenue from ordinary activities 139.7 149.7
Revenue(vi) (6.0)
Total adjustments to revenue (6.0)
Underlying Revenue 139.7 143.7

(vi) Statutory Total revenue for 31 March 2024 includes a $6.0 million revenue adjustment not applicable to the Underlying Operations of Webjet Group.

Underlying EBITDA reconciliation 31 March
2025
31 March
2024
$ m $ m
EBITDA 21.3 39.8
Share-based payments expense(vii) 4.0 4.6
Non-operating expenses(viii) 14.1
Total adjustments to revenue (6.0)
Non-recurring items(ix) 3.3
Corporate overheads(x) (2.6)
Total adjustments to EBITDA 18.1 (0.7)
Underlying EBITDA 39.4 39.1

(vii) Share-based payments expense is excluded in Underlying Operations to provide a better understanding of financial performance. The current period expense reflects acceleration of Webjet Limited FY23 and FY24 performance rights as a result of the demerger and Webjet Group FY25 performance rights. (viii) Non-operating expenses in the current period relate to costs associated with ACCC proceedings, the demerger and restructuring and are excluded in Underlying Operations to provide a clearer and more consistent view of Webjet Group’s ongoing financial performance.

(ix) Non-recurring items represent amounts in the Statutory Result 31 March 2024 not applicable to the Underlying Operations of Webjet Group.

(x) Corporate overheads in the Underlying Operations 31 March 2024 includes a pro forma adjustment for an additional $2.6 million of corporate costs. These cots include the corporate functions required to support Webjet Group as a standalone listed entity, the cost of maintaining a board of directors, company secretarial costs, ASX listing fees, share registry costs, insurance and other incremental costs.

Webjet Group Limited Appendix 4E – Preliminary Final Report 2025

2

2. Results for announcement to the market (continued)

2.
Results for announcement to the market(continued)
Underlying net proft after tax reconciliation 31 March
2025
31 March
2024
$ m $ m
Net proft/(loss) after tax 5.1 (10.6)
Difference in overseas tax rates 0.1 0.6
Derecognised tax losses (0.2) 3.3
Tax effect of costs associated with ACCC proceedings(xi) 3.3
Total adjustments to EBITDA 18.1 (0.7)
Depreciation and amortisation(xii) (3.9)
Impairment expense 28.3
Net interest and fnance costs(xiii) (1.3)
Associated tax effect of underlyingadjustments(at 30%) (5.5) 2.0
Underlying netproft after tax 20.9 17.7

(xi) Costs associated with ACCC proceedings are non-deductible for tax purposes.

(xii) Depreciation and amortisation in the Underlying Operations 31 March 2024 includes a pro forma adjustment for an additional $3.9 million amortisation expense. (xiii) Net interest and finance costs in the Underlying Operations 31 March 2024 includes a pro forma adjustment for an additional $1.3 million interest expense applicable to the Underlying Operations of Webjet Group pre-demerger.

3. Dividends

3.
Dividends
Franked amount
Payment Amount per security
Period date per share at 30% tax
Final 31 March 2025 n/a nil nil
Interim 30 September 2024 n/a nil nil

4. NTA backing

4.
NTA backing
Previous
Current corresponding
period period
Cents Cents
Net tangible assets backing per ordinary share(xiv) 18.5 (9.6)

(xiv) Net tangible assets per ordinary share calculation includes right-of-use assets.

5. Details of associates

Taguchi Marketing Pty Ltd

6. Financial statements

For additional Appendix 4E disclosures, refer to the Directors’ Report, audited Financial Report for the year ended 31 March 2025 and the ASX Release lodged with the Australia Securities Exchange on 21 May 2025.

This preliminary final report is based on the attached Financial Report which has been audited by Webjet Group’s auditors, Deloitte Touche Tohmatsu. A copy of Deloitte’s unqualified audit report can be found on page 86.

Webjet Group Limited Appendix 4E – Preliminary Final Report 2025

3

Annual Report 2025

02 04 06 08 10 12 14 16 18

20 22 26 35 36 52 91 92 93

Webjet Group is a leading digital consumer travel business.

We are strategically positioned to invest in growth and drive accelerated top line expansion.

01

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Overview
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Our Vision

To become the first choice for Australasians to book travel.

Our Mission

To make travel planning easier, bringing more joy to every journey.

fy25 performance

Webjet Group

Bookings TTV Revenue Underlying Net Cash[(ii)] EBITDA[(i)] 1.5 $1.5 $139.7 $39.4 $118.1 million billion million million million As at 31 March 2025

Webjet OTA Cars & Motorhomes Cars & Motorhomes (formerly GoSee)
Bookings TTV Revenue EBITDA Bookings TTV Revenue EBITDA
1.3 $1.3 $119.9 $51.6 278 $191 $19.5 $1.6
million billion million million thousand million million million

(i) Underlying EBITDA reflects the core financial performance of Webjet Group, adjusting for the impact of any one-off or non-recurring items, and non-cash items such as impairments and share-based payments.

(ii) Net cash excludes restricted cash.

02 Webjet Group Limited Annual Report 2025

Webjet OTA

The #1 Online Travel Agency in Australia and New Zealand

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Flights Hotels Holiday Packages Travel Insurance Hire Cars Activities
Unique 730,000+ Unlock hotel Powered by 400+ global car rental Wide range
Mix’n’Match hotels worldwide savings with flight CoverMore suppliers & 50,000+ of ‘on trip’
matrix bookings pickup locations experiences
brand with significant Highly trusted Reaching5 million+ Award-winning service Leading OTA in Australia and Oceania
followship people each month (World Travel Awards 2024)
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Cars & Motorhomes

Global specialist in online car and motorhome rentals

Product 1.2k+ suppliers Pickup locations 27k+ 129+ Affiliates

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Our investment in technology

Trip Ninja

Complex travel itinerary automation for travel intermediaries

Delivering UX + Revenue benefits for Webjet OTA

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New York
London
L.A.
Paris
Melbourne
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03

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Chair’s
Message
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Dear Shareholders

It is my great pleasure to present the first annual report of Webjet Group Limited to shareholders. The Company was established in July 2024 as a wholly owned subsidiary of Webjet Limited (now Web Travel Group Limited). Following approval of the demerger by Webjet Limited shareholders in September 2024, Webjet Group became a separate listed entity in its own right on 1 October 2024.

The rationale for establishing the Company as a separate entity was to create an independent and simplified business to consumer ( B2C ) online travel business with the freedom to pursue its strategic priorities and growth agenda. It was also to invigorate the B2C business units by providing them with a capital structure and financial resources necessary to better exploit their unique characteristics.

The demerger also facilitated the creation of a management team focused solely on the B2C business units (without the distraction of managing the much larger business to business ( B2B ) hotel business).

While Webjet Group has been a separate company for six months only of the FY25 financial year, considerable activity has taken place in that time. This is despite the backdrop of a difficult travel environment.

Domestic travel, for example, has been impacted by cost-of-living pressures which continue to affect a broad cross section of the Australian and New Zealand travelling public.

The Company was further challenged by Rex Airlines entering into voluntary administration during the year given Webjet OTA’s position as a key distribution partner for the airline.

Despite these significant headwinds, the new management team headed by our Group CEO and Managing Director, Katrina Barry, has been able to deliver an EBITDA result commensurate with the prior year. For the Group, FY25 Bookings were 1.5 million, 7% lower than FY24, TTV was $1.5 billion (down 6%), Revenue was $139.7 million (down 3%) and underlying EBITDA was $39.4 million (up 1%).

04 Webjet Group Limited Annual Report 2025

With no expectation of any immediate improvement in trading conditions, the Board and management team have worked hard to design, approve and begin implementing a FY30 Strategic Plan for the Company. The environment within which our B2C businesses operate has changed in many ways over the years. Companies not willing to shape or adapt to these changes will face ever-increasing challenges. Webjet Group’s Board and management team, recognising the challenges for a business largely focussed on domestic flights, have driven the search for new growth avenues and opportunities. If the Company is to broaden its addressable markets and deliver significant growth by FY30, it needs to start now!

In March 2025 we announced our strategy to double TTV by FY30. There are no easy wins. While some changes will bear fruit quickly (for example the restructuring and cost out initiatives in the Airport Rentals (Cars) and Motorhome Republic businesses), it will take time to build momentum in other key initiatives. It will also require investment in people and processes. However, given reasonable economic conditions, the Board and management team are confident of and excited about achieving the growth needed to deliver on the strategic intent.

Capital management

With the immediate cash resources available to the Company, capital management is an issue frequently discussed within the Company. Having in recent times been through the shutdown of travel (locally and globally) due to the Covid pandemic, the Board is very conscious of its need to maintain sufficient cash resources to guard against any repeat of that scenario. It is also aware that having significant cash resources materially benefits the Company in the current volatile environment, be it to fund specific growth opportunities (whether organic and/or inorganic) or to take advantage of any other opportunities that may present themselves.

Subject to funding any such growth opportunities and taking appropriate account of the Company’s circumstances at the relevant future time, the Board has resolved to adopt a dividend policy that will reward shareholders by the distribution of between 40% and 60% of underlying Net Profit After Tax (NPAT) as annual dividends and/or capital returns. Given the Company should by then have sufficient franking credits, it is the Company’s present intention to declare an interim dividend for FY26 in November 2025. The Board also plans to move ahead with other capital management initiatives.

Governance

I am delighted by the progress made in the first six months by the management team. With the addition of Katrina Barry as Managing Director, the management team has ‘hit the ground running’. Post demerger, the Company is fortunate to have largely retained the executive teams within its B2C businesses and they have enthusiastically embraced the new strategy. In addition, while small in number, the Board has a solid blend of knowledge and industry experience which has placed it on a good footing to meet the existing challenges of the B2C businesses and support the Managing Director’s plans to build those businesses. Shortly after the demerger, we welcomed Ellen Comerford to the Board. The intention is to add one or two new Directors in coming months to expand the Board’s skills and expertise.

Sustainability

We recognise sustainability is important to our stakeholders. We are continuing to deliver sustainability reporting under the new company structure, building on the work done prior to the demerger. We have reset Webjet Group’s emissions baseline to reflect the new company structure as a first step towards preparing for the new mandatory climate related financial reporting.

Thanks

I would like to take this opportunity to thank Katrina Barry and Layton Shannos, our Managing Director and Chief Financial Officer respectively, and the entire Webjet Group executive team for their efforts in steering the Company through the demerger process, establishing themselves as a new team, setting the standards within the Company and starting delivery on the growth strategy to FY30. I would also like to thank the Board for their hard work supporting the team. And I also want to acknowledge and sincerely thank all Webjet Group staff for their enthusiasm and energy as we embark on this exciting new chapter.

Finally, I would like to thank all our shareholders for joining us on this journey. We have only just begun. Progress towards our FY30 Strategic Plan will never be a straight line. No doubt there will be hurdles to be jumped, challenges to be faced and changes to be made. But we are optimistic and excited about the journey and where we can take this Company.

Yours sincerely

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Don Clarke Chair, Webjet Group Limited

05

Group CEO and Managing Director’s Review

Dear Shareholders

The past year has been one of transformation and resilience for Webjet Group. Despite a challenging environment, we made bold moves to position us for long-term growth. We listed the business, restructured our New Zealand operations and successfully completed our demerger, allowing us to refocus on our strategy.

A thorough review of the travel industry revealed untapped opportunities, which led to the development of a robust strategy for significant growth through FY30. As we build the team to capture these new avenues, in our first standalone full year reporting period since the demerger, we’ve delivered solid results in line with FY24 and strengthened our cash position in a tough macro-economic environment.

Webjet OTA

Over the past year, the travel industry has faced a mixed environment, with economic pressures—particularly the rising cost of living—impacting consumer behaviour and contributing to a more challenging domestic travel landscape. Webjet’s OTA business, historically driven by domestic bookings, felt the effects of this shift. However, the stronger growth opportunity lay in international travel, where demand remained robust and continues to build. With international supply growing as capacity entered the market, demand was further stimulated and created additional opportunities.

As a result, we actively expanded our presence in the international flights market, positioning Webjet OTA to capture this momentum and drive long-term growth.

Webjet OTA remains one of the most profitable online travel agents globally, consistently achieving an Underlying EBITDA margin above 40%. Despite challenges in the domestic market, our revenue optimisation initiatives – including growing international flight bookings, launching attractive member-only offers, and selling higher margin air and non-air ancillaries – have proven effective in offsetting subdued bookings and diversifying revenue streams. Taking an industry leadership role in the ongoing roll-out of NDC (New Distribution Capability) with international airlines also provided us with a competitive edge, offering differentiated content and pricing advantages. Our AI-driven Trip Ninja technology, applied across multi-stop trip searches, continued to optimise conversion rates and enhance margins, ensuring we remain at the forefront of innovation and profitability in the travel industry.

06 Webjet Group Limited Annual Report 2025

Cars & Motorhomes

In our Cars & Motorhomes division — comprising the consumer brands of Airport Rentals and Motorhome Republic — our immediate priority was improving profitability. Following a strategic review in 1H25, we identified clear opportunities to streamline the business by simplifying and automating operations, and sharpening our customer focus, which has resulted in lower costs and more efficient execution. These actions are laying the groundwork for a stronger performance in the year ahead, and we are well positioned to drive profitable bookings and TTV growth into FY26.

Trip Ninja

As part of its ongoing product development, Trip Ninja has introduced a new intelligence and analytics platform designed to identify untapped opportunities in flight retailing. Over the past year, Trip Ninja also rebuilt its sales and marketing strategy and signed three new customers, bringing its third-party customers to six.

Our continued investment in Trip Ninja is delivering strong value to Webjet OTA. Its proprietary technology is now fully integrated across all multi-stop searches, optimising itineraries to improve customer value and drive higher revenue per search. As part of the next phase, we’re preparing to roll out Trip Ninja technology across long-haul international return searches, unlocking unique content and further enhancing our competitive advantage.

FY30 Strategic Plan

Following the successful demerger and our transition to a focused, independent B2C business, Webjet Group is entering a bold new chapter. The market opportunity ahead of us remains highly compelling, and we’re well-positioned to capture it. In March 2025, we announced an ambitious new strategic plan to double total transactional value (TTV) by FY30—setting the stage to propel the business to new heights over the next five years. To ensure our strategy was grounded in insight and opportunity, we undertook a rigorous three-month strategic review, including research involving 3,500 participants and their corresponding 10,000 bookings, to better understand non-customer behaviour and identify areas of untapped growth.

The review confirmed our belief there is significant potential to grow, evolve and deliver even more for Australian and New Zealand consumers. With renewed clarity and increased investment, we’ve already begun work on key growth initiatives: expanding our International Flights market share, broadening our Hotels and Packages offering, developing a tailored Business Travel solution, and refreshing our brand while developing a future Loyalty proposition. In addition, we have established a dedicated transformation capability to drive the execution of our FY30 Strategic Plan, ensuring we stay focused and accountable. With strong financial foundations and a clear vision to become the first choice for customers to book travel, we are ready to accelerate growth, transform the travel experience

and deliver outstanding value for our customers and investors. We are excited for what’s ahead and what we have in store for our customers.

Powered by Technology, Driven by Our People

None of our success would be possible without the passion, expertise and dedication of our people. While we are a tech-enabled business, it’s our team that truly drives our growth – from innovation and customer support, to building partnerships and ensuring platform security.

Our new FY30 Strategic Plan is the biggest transformation the business has undertaken in years, and we’ve made excellent progress thanks to the brilliant team we have in place. I’d like to thank every member of the team for coming on this journey and embracing our new direction with such gusto.

At our core, we are a people-driven organisation. The resilience, creativity, and commitment of our employees have been instrumental in helping us navigate change and pursue our bold vision. I’m deeply thankful for their continued dedication and the vital role they play in driving our success and shaping what’s next.

Thanks

As we step into this exciting new chapter, I’d like to conclude by thanking our shareholders — those who have been with us for a while, and those who are newly joining us on this journey. We have a very exciting and ambitious growth agenda, and we’re grateful for your continued belief in our strategy and our people.

To our valued partners, thank you for standing with us as we round out a difficult period for travel. We truly recognise the benefit of strong, collaborative relationships and are encouraged by the increasing depth of partners we are now engaging with. We also warmly welcome new partners into our network.

A special thank you to our Board. Your guidance, oversight, and confidence in our direction have been essential as we’ve navigated challenges and pursued new opportunities.

Lastly, I’d like to thank our customers. We’re genuinely excited about what we have in store for you and look forward to embarking on the next phase of our journey together.

With a clear strategy, strong foundations, an Underlying EBITDA margin and a passionate team behind us, we’re confident in our ability to unlock new growth and deliver exceptional value in the years ahead. Thank you all for being part of what’s next.

Yours sincerely

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Katrina Barry Group CEO and Managing Director, Webjet Group Limited

07

Operating Review

Webjet Group Limited (the “ Company ”) was incorporated on 15 July 2024 and received relief from the Australian Securities and Investments Commission (ASIC) under section 340 of the Corporations Act 2001 (the ‘Act’), exempting it from complying with Part 2M.3 of the Act for the technical first year period from 15 July 2024 to 14 July 2025. Accordingly, the Company has adopted a financial year ended 31 March 2025.

While the Company has operated as a stand-alone ASX-listed entity since its demerger from Web Travel Group Limited on 30 September 2024, Webjet Group elected to adopt the predecessor accounting method to ensure continuity and comparability in its financial reporting. Webjet Group also elected to present previous corresponding period financial information as if it had

always operated independently. Consequently, the comparative numbers are only representative in nature.

Webjet Group performance

The Statutory Result includes certain items which are one-off in nature. Underlying Operations show Webjet Group’s core financial performance, adjusted for non-operating expenses, non-recurring items, non-cash items such as impairments and share-based payments, and other pre-demerger items not reflective of its underlying financial performance. These adjustments are made to provide a clearer and more consistent view of Webjet Group’s ongoing financial performance. Underlying Operations are non-IFRS measures and not subject to audit procedures.

Webjet Group Limited
Note
Statutory Result Underlying Operations
FY25
FY24
FY25
FY24
Bookings 1,532k
1,642k
1,532k
1,642k
TTV $1,503m
$1,591m
$1,503m
$1,591m
Revenue
1
$139.7m
$149.7m
$139.7m
$143.7m
Expenses ($89.3m)
($90.2m)
($89.3m)
($90.2m)
Corporate overheads
2
($11.0m)
($11.8m)
($11.0m)
($14.4m)
Non-recurringitems
3

($3.3m)

Share-basedpayments expense
4
($4.0m)
($4.6m)

Non-operatingexpenses
5
($14.1m)


EBITDA $21.3m
$39.8m
$39.4m
$39.1m
Depreciation and amortisation
6
($11.3m)
($7.0m)
($11.3m)
($10.9m)
Impairment expense
7

($28.3m)

EBIT $10.0m
$4.5m
$28.1m
$28.2m
Net interest and fnance costs
8
$1.7m
($1.6m)
$1.7m
($2.9m)
EBT $11.7m
$2.9m
$29.8m
$25.3m
Tax expense
9
($6.6m)
($13.5m)
($8.9m)
($7.6m)
NPAT $5.1m
($10.6m)
$20.9m
$17.7m
Revenue/TTV margin 9.3%
9.4%
9.3%
9.0%
EBITDA margin 15.2%
26.6%
28.2%
27.2%
EPS 1.3 cents
(2.7 cents)
5.3 cents
4.5 cents
Effective tax rate 56.4%
465.5%
30.0%
30.0%

Note

  1. Revenue excludes interest income. Revenue in FY24 Statutory Result includes a $6.0 million adjustment not applicable to the Underlying Operations of Webjet Group.

  2. Corporate overheads in FY24 Underlying Operations includes a pro forma adjustment for an additional $2.6 million of corporate costs. These costs include the corporate functions required to support Webjet Group as a standalone listed entity, the cost of maintaining a board of directors, company secretarial costs, ASX listing fees, share registry costs, insurance and other incremental costs.

  3. Non-recurring items represent amounts in FY24 Statutory Result not applicable to the Underlying Operations of Webjet Group.

  4. Share-based payments expense is excluded in Underlying Operations to provide a better understanding of financial performance. The current period expense reflects acceleration of Webjet Limited FY23 and FY24 performance rights as a result of the demerger and Webjet Group FY25 performance rights.

  5. Non-operating expenses in FY25 Statutory Result relate to costs associated with ACCC proceedings, the demerger and restructuring and are excluded in Underlying Operations to provide a clearer and more consistent view of Webjet Group’s ongoing financial performance.

  6. Depreciation and amortisation in FY24 Underlying Operations includes a pro forma adjustment for an additional $3.9 million amortisation expense applicable to Webjet Group.

  7. Impairment expense in FY24 Statutory Result relates to impairment of Cars & Motorhomes goodwill.

  8. Net interest and finance costs in FY24 Underlying Operations includes a pro forma adjustment for an additional $1.3 million interest expense applicable to the Underlying Operations of Webjet Group pre-demerger.

  9. Income tax expense in Underlying Operations includes the associated tax effect of adjustments (at 30%).

08 Webjet Group Limited Annual Report 2025

FY25 results reflect a solid performance in a challenging macro-economic environment

The Australian and New Zealand travel industry continued to face ongoing macro-economic challenges during FY25 including cost-of-living pressures, elevated interest rates and Rex Airlines entering into voluntary administration. Despite these headwinds, travel demand remained relatively resilient, and Webjet Group demonstrated strong operational and financial discipline.

Webjet Group’s results for Underlying Operations for FY25 saw total Bookings down 7% on FY24, with TTV down 6% to $1,503 million. Despite the decline in Bookings and TTV, Underlying Revenue was down by only 3% to $139.7 million, supported by strategic initiatives and a continued focus on improving Revenue/TTV margin, which increased by 30bps to 9.3%. These initiatives, combined with disciplined cost management, contributed to a 1% increase in Underlying EBITDA to $39.4 million. Underlying EBITDA margin also improved by 100bps to 28.2%.

Depreciation and amortisation increased broadly in line with CPI, while net interest and finance costs improved by $4.6 million on an underlying basis, reflecting the cessation of inter-company interest charges following the demerger on 30 September 2024 coupled with interest income earned on Webjet Group’s substantial cash reserves. Together, these factors contributed to an 18% increase in Underlying Net Profit after Tax to $20.9 million.

Business Unit performance[ (i)]

Webjet OTA

Webjet OTA
Bookings
Average BookingValue
TTV
Revenue
Expenses
EBITDA
FY25
FY24
1,254k
1,342k
$1,046
$1,028
$1,311m
$1,380m
$119.9m
$121.2m
$68.3m
$67.0m
$51.6m
$54.2m
Change
(7%)
+2%
(5%)
(1%)
+2%
(5%)
Revenue/TTV Margin 9.1%
8.8%
+30bps
EBITDA Margin 43.0%
44.7%
(170bps)

Cars & Motorhomes (formerly GoSee)

Bookings
Average BookingValue
TTV
Revenue
FY25
FY24
278k
300k
$688
$703
$191m
$211m
$19.5m
$21.6m
Change
(7%)
(2%)
(9%)
(10%)
Expenses $17.9m
$19.9m
(10%)
EBITDA $1.6m
$1.7m
(6%)
Revenue/TTV Margin 10.2%
10.2%
EBITDA Margin 8.2%
7.9%
+30bps

Technology and Corporate overheads

TripNinja EBITDA
Corporate overheads
FY25
($2.8m)
($11.0m)
FY24
($2.4m)
($14.4m)
Change
(17%)
(24%)

Trip Ninja continued to expand and develop its technology offering during the year. The FY25 result reflects inflationary impacts and higher headcount-related costs. Corporate overheads reflect Webjet Group’s ongoing transition

Liquidity and funding to support growth

Webjet Group maintained a disciplined approach to capital management throughout FY25, underpinned by strong operating cash flows and a robust balance sheet. Webjet Group has prioritised strategic reinvestment to support growth initiatives while preserving financial flexibility.

Webjet Group maintains an exceptionally strong balance sheet, supported by significant cash reserves and access to a $20 million revolving credit facility. As at 31 March 2025, Webjet Group had no borrowings. During FY25, Webjet Group reduced its bank guarantee facilities from $50 million to $25 million – well ahead of the previously disclosed target date of 1 October 2025, highlighting the strength of its financial position and disciplined approach to balance sheet management.

Cash and cash equivalents increased $48.6 million from 31 March 2024, primarily reflecting related party funding cash inflows associated with the demerger process and trading performance in 2H25. Net cash, excluding restricted cash, was $118.1 million at 31 March 2025, up from $57.4 million at 31 March 2024.

Dividend

As pre-heralded at the time of the demerger and in subsequent communications, no dividend has been declared by the Directors for FY25 due to insufficient franking credits.

Webjet OTA FY25 Bookings were down 7% on FY24 reflecting the softening of the domestic flights market with ongoing cost of living challenges reducing demand. Rex Airlines entering into voluntary administration during the year further impacted domestic bookings given the importance of Rex to Webjet OTA’s large leisure customer base. The fall in domestic bookings was largely offset by growth in higher margin international flight bookings and ancillary products which resulted in Revenue being down only 1% on FY24. Higher costs during the year reflecting targeted spend (including promotional activity to support international flights strategy, CPI-linked staff cost increases and higher marketing costs) as well as demerger dissynergies coming through, resulted in EBITDA declining 5% on FY24. Despite this, EBITDA margins remained very strong at 43%.

The Cars & Motorhomes business (formerly GoSee) continues to be challenged. Cars reported lower Booking volumes in line with the softening domestic flights markets in Australia and New Zealand. Motorhomes continue to be impacted by a combination of reduced inbound long-haul tourism and high pricing. Revenue was down 10% on FY24 in line with lower Car bookings and Average Booking Value. The restructuring work started in the second half of FY25 saw Expenses fall 10% compared to FY24, resulting in EBITDA being down only 6%. 2H25 EBITDA was $1.4 million up from $0.2 million in 1H25.

to a standalone business. FY25 Corporate overheads were 24% lower than FY24, primarily due to the absence of short-term incentives and the full impact of demerger dissynergies yet to be realised. FY24 reflects pro forma Corporate overheads as if Webjet Group had always operated independently, consistent with the assumptions outlined in the Demerger Booklet.

FY26 Corporate overheads are expected to be c.$13 million, reflecting new staff to support Webjet Group’s growth strategy, as well as demerger dissynergies.

(i) Based on Underlying Operations.

09

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FY25
in review
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The demerger from Web Travel Group

The demerger of Webjet Group from Web Travel Group Limited (formerly Webjet Limited) was implemented on 30 September 2024 and Webjet Group is now a separately listed company on the Australian Stock Exchange.

The demerger created two ASX listed companies with leadership positions in their respective industries and with their own distinct operating profiles, strategies and growth opportunities.

Webjet Group represents a unique opportunity to invest in an iconic brand with excellent fundamentals

The demerger provides Webjet Group investors with a unique opportunity to invest in an iconic consumer brand and travel marketplaces with excellent fundamentals. Webjet Group now has a dedicated leadership team, a dedicated board, a dedicated balance sheet and a singularly focused team. We can now focus our capital on our unique assets to enhance our growth opportunities.

Our FY25 strategic priorities

Webjet Group Limited (ASX:WJL) operates the B2C businesses that were part of Web Travel Group.

FY25 has been focused on enhancing the leadership position of our online travel marketplaces in Australia and New Zealand. Our strategic focus areas have been around driving greater customer acquisition, optimising revenue, growing our international market share, particularly for flight bookings, and continuing to drive operational excellence.

Our FY30 Strategic Plan

Web Travel Group Limited (ASX:WEB) operates the WebBeds B2B business.

With each company having its own highly focused leadership team, they are now better placed to pursue their own strategy priorities and make more targeted capital allocation decisions.

Webjet Group’s leadership team is focused on delivering long term growth for shareholders. Following the demerger, the team undertook a strategic deep dive to assess the Company’s current situation, momentum and outlook to identify avenues where we can deliver significant growth by FY30 through greater investment and focus. We now have a robust and detailed 5-year plan to double TTV by FY30. Further details of our FY30 Strategic Plan are set out on pages 18-19.

10 Webjet Group Limited Annual Report 2025

Our foundations are strong

Webjet Group represents a unique opportunity to invest in an iconic brand with excellent fundamentals

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#1 #2 #3 #4 #5 Industry Demonstrated Strong industry Scalable Highly leadership and technology fundamentals and business with experienced iconic brand expertise and attractive growth a strong leadership heritage innovation opportunities balance sheet team

Webjet is the We have a long #1 OTA in Australia history of innovation and New Zealand – and taking unique a highly trusted brand content from disparate reaching more than sources and delivering 5 million customers it to customers in an a month. easy-to-use format.

The B2C travel market continues to grow and Webjet Group is well placed to benefit from the expected growth in travel bookings.

We have a long history of consistent earnings with a strong balance sheet to deliver growth.

We have a dedicated Board and management team to deliver growth.

FY25 saw a number of key outcomes in line with our strategic priorities

Customer Acquisition

  • Webjet OTA brand research complete and refresh underway.

  • Airport Rentals and Motorhome Republic brands refreshed.

  • Signed 25 new affiliates to extend Airport Rentals and Motorhome Republic reach

  • Webjet OTA launched on TikTok.

  • New marketing technology platform selected and migration underway.

  • Trip Ninja signed three new travel intermediary customers.

Revenue Optimisation

  • Launched Webjet OTA Member Only Offers in Australia and New Zealand.

  • Enhanced First Party Data capabilities underway to enable greater segmentation and personalisation.

  • Increasing sale of higher margin ancillaries on Webjet OTA.

International Share Growth

Operational Excellence

  • Transformation plan for Customer Operations well advanced and delivering benefits through AI powered assistance.

  • International bookings on Webjet OTA increasing .

  • Trip Ninja technology advanced and delivering applied across all multi benefits through AI stop trip searches and soon powered assistance. to go live on return long • In-house frontline Call haul international flight Centre established in searches. Manila for Webjet OTA,

  • • Continued rollout of NDC delivering materially better international airlines. customer metrics at lower cost per contact.

  • Continued rollout of NDC international airlines.

  • New Voice of Customer (VOC) tech partner appointed, delivering actionable insights based on consumer feedback.

  • Cars & Motorhomes operational review delivering cost savings.

11

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Webjet
OTA
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FY25 saw a material increase in Revenue per Booking. This is now well above pre pandemic levels driven by a focus on revenue optimisation initiatives and selling more higher margin products such as international flight bookings and ancillary products.

During the year we launched our first member only campaigns across both Australia and New Zealand. During these limited campaigns, Webjet members are able to take advantage of significant savings on flights and package bookings.

#1 OTA in Australia and New Zealand since 2010

12 Webjet Group Limited Annual Report 2025

Webjet OTA

International flight bookings continue to grow

  • International flight market dynamics are ideally suited to our mix-and-match offering given the significant diversity of carriers and new entrants looking to expand their distribution.

  • Our continued roll-out of NDC for international airlines is providing differentiated content and pricing advantages.

  • AI driven Trip Ninja technology is currently applied across all multi stop flight searches and continues to optimise conversions and increase margins. The latest version of the FareStructure product will soon to be integrated on all Webjet OTA international long-haul return search requests, to further improve customer value and booking efficiency.

  • A key part of our FY30 Strategic Plan is to significantly grow our international flights market share through enhanced content and technology, as well as deepening customer engagement and reach.

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20 [%]
17 [%] FY25
15 [%] FY24
CY19
International flights
as a percent
of total flight bookings
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We are selling more ancillaries

  • Both Air and non-Air ancillaries are helping diversify revenue streams .

  • Air ancillaries are starting to grow – we are selling flights add-ons (such as paid seat selection) for 18 airlines, with more airlines under development.

  • Non-Air ancillary revenue is also growing . Since the pandemic hotel-only bookings have more than doubled and the attachment rate of ancillaries such as hotels, insurance and car hire is increasing.

  • Our FY30 Strategic Plan includes a move to expand our Hotels and Packages offering, as well as offering more member-only deals going forward, which are expected to drive this growth even further.

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25 [%] 34 [%]
CY19 FY25
Non-Air ancillaries
as a percent of total revenues
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Member only campaigns are now active

  • Since launching our first Webjet Member-only campaign in September 2024, we have run 18 campaigns across Australia and New Zealand providing Webjet members access to attractively priced flights and holiday packages.

  • Our FY30 Strategic Plan includes building on the member experience to offer high-value adding offerings compelling customers to make Webjet Group their first choice when booking travel.

Strong early signs

We have seen positive user behaviour since launching Member Only offers in September 2024.

Upward trajectory in Member sign-ins

au+31[%] nz+52[%] Sign-Ins up during Sign-Ins up during Member-Only Offers Member-Only Offers During campaigns logged-in During campaigns logged-in 7 day rolling average increase 7 day rolling average increase

13

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Cars &
Motorhomes
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Cars & Motorhomes previously operated under the GoSee brand. Following a strategic review, we identified Airport Rentals and Motorhome Republic as having stronger recognition in both B2C and B2B markets. As a result, we retired the GoSee brand to consolidate online investment around these stronger, owned brands.

Annual Report 2025

Webjet Group Limited

14

Cars & Motorhomes

Strategic overview

Our Airport Rentals and Motorhome Republic brands enable customers to search, compare and book rental cars, motorhome and campervan worldwide. With around 20 years’ experience, they are trusted experts in car, motorhome and campervan rentals.

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Airport Rentals makes booking a car rental anywhere in the world quick and easy. Partnering with thousands of top brands customers know and some they have yet to discover, Airport Rentals aims to deliver the best choice at the best price, in the best destinations.

1,000+ 155+ 25k+ 20m+ suppliers countries pickup rental days locations so far...

Restructuring underway

The Cars & Motorhomes business has faced significant challenges since the pandemic. Car rentals are closely tied to domestic flight volumes, while the Motorhomes segment continues to be affected by limited inbound long-haul tourism and elevated pricing driven by supply constraints.

Our priority is to improve profitability. In 1H25, we conducted a strategic review and identified the need to further streamline the business to enhance customer focus, simplify operations, and drive more efficient execution.

Founded in New Zealand in 2005, Motorhome Republic stands as one of the largest motorhome and campervan rental agencies globally. Motorhome Republic specialises in comparing top motorhome rental brands to ensure customers get the best vehicle at the best price.

170+ 45+ 1.8k+ 5m+ suppliers countries pickup rental days locations so far...

Initiatives are underway to deliver Operating Expense savings:

  • delivering a simplified service offering to focus on profitable bookings;

  • automating highly manual and non-value-add tasks;

  • reduced headcount to align the cost base with the current Bookings and Revenue, while providing the ability to scale when inbound long-haul tourism and Motorhome supply improve.

Driving future growth

Revitalised brands

The Airport Rentals and Motorhome Republic brands were refreshed in 2H25 to enhance accessibility and deliver a more refined, contemporary, and digitally focused experience. These updates have reinforced brand trust, increased customer engagement, and strengthened our overall market positioning.

Affiliate and supplier growth network

Affiliates remain a key revenue driver, with 25 new Cars and Motorhome affiliate partners onboarded. Airport Rentals provides co-branded car booking websites for airports covering 75% of New Zealand’s air passenger traffic.

Product enhancements introduced

New functionality was introduced to enhance customer self-service for bookings and amendments, leading to improvements across both Cars & Motorhomes in 2H25. A range of payment enhancements was also implemented to further streamline the customer experience.

15

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Trip Ninja
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Complex travel itinerary automation for digital travel businesses

Continuing to develop its technology offering

Trip Ninja develops and provides innovative travel technology that simplifies complex booking scenarios, empowering travel companies to deliver smarter, more efficient solutions to their customers. As part of its ongoing product development, Trip Ninja will be introducing a new intelligence and analytics platform designed to identify untapped opportunities in flight retailing.

Continuing 3 new to build out third-party the customer customers pipeline signed in FY25

Delivering more unique content for Webjet OTA

Our continued investment in Trip Ninja has delivered significant value to Webjet OTA. Its proprietary technology is fully integrated across all multi-stop search requests on the Webjet OTA platform, optimising itineraries to deliver lower fares for customers while driving higher revenue per search. As part of Webjet OTA’s broader innovation roadmap, Trip Ninja’s technology will soon be integrated into across all long-haul international return searches, boosting customer value and booking efficiency.

16 Webjet Group Limited Annual Report 2025

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17

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----- Start of picture text -----

Our FY30
Strategic Plan
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We see significant opportunity to grow our business

Webjet Group offers a wide selection of travel products however our current business is largely a domestic flight-led business, with a growing presence in international flights. Domestic flights are challenged due to limited competition and capacity growth, but we believe there is significant opportunity to grow our business by investing in some key areas.

We undertook a rigorous and substantive strategic review and identified several avenues where we can deliver significant growth by FY30 through greater investment and focus.

The Australian and New Zealand B2C travel market is large…

…but we are currently a domestic flight-led business.

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Cars & Other
Motorhomes
80 [%]
Domestic
Flights International Flights FY25 TTV of Webjet Group came
Travel MarketAU/NZ from flights and
Business
Travel $103bn
TTV TAM 80 [%]
of flight bookings
were domestic
Packages
Hotels flights
----- End of picture text -----

Source: BITRE Schedule Dynamic Table Report for nonstop Passenger (Air – All) flights from Australia for travel between year ending December 2004 and year ending December 2023. Phocuswright, Australia-New Zealand Market Report 2023-2027. BDA research with 3,500 participants commissioned by Webjet Group 2024., CATO Reveals Key Touring Sector Insights. IBISWorld report, Statista, Oxford Economics: Australian Travel Outbound Spend: Accommodation, 2024.

18 Webjet Group Limited Annual Report 2025

We have identified a number of big moves to deliver significant growth by FY30 through greater investment and focus

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----- Start of picture text -----

Our big moves Taking us from… … to
… to 25-30% share of bookings, driven by
Expanding International 20% of bookings are
enhanced content and tech and expanded
Flights market share international (outbound) …
engagement and reach
A flight-first model where … to a focused Hotel offering and
An expanded Hotels
hotels and packages are significantly scaled and technology
and Packages offering
secondary … enhanced Packages product
A tailored Business Servicing business travellers … to a distinct stand-alone offering to address
Travel offering in an unstructured capacity … demand for a seamless digital experience
… to revitalised brands with a deeply value-
Iconic brand in need of a
Refresh the Brand, deliver adding experience that compels members to
refresh with basic member
the Loyalty opportunity make Webjet, Airport Rentals or Motorhome
sign up and functionality … Republic their first choice for booking travel
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We have a clear Strategic Priorities plan to double Revitalise the iconic Webjet brand — to take us to the next horizon TTV in 5 years Expand our Total Addressable Market – through adjacencies identified in our deep dive (our “big moves”) Capturing more of the travel wallet – through a new + loyalty program and enhanced member offers Optimising our core business – domestic flights, bn Motorhomes and Cars $ 3.2 Operational excellenceFY30 TTV TARGET always

Further information is set out in Webjet Group’s Strategy Update dated 19 March 2025.

19

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Sustainability
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We recognise the importance of sustainability to our stakeholders and continue to deliver sustainability reporting, building on the work done prior to the demerger. We will continue to refresh our approach in line with the new profile of our business and look forward to building on this work as we move forward as Webjet Group. Further details of our approach are set out in Webjet Group’s FY25 Sustainability Report .

fy25 Sustainability achievements

Achieved gender diversity targets

  • 60% women on the board

  • 49% women in senior management

  • 50% women managers

Maintained our strong safety record

  • Zero lost time injuries or work cover claims

Continued focus on superior customer service

  • Webjet OTA established new core customer satisfaction measures for call centre operations – First Contact Resolution (FCR) and Agent Satisfaction Score (CSAT)

  • Webjet OTA’s FCR, CSAT and net promoter score (NPS) all improved during the year compared to FY24:

  • FCR up 8 percentage points

Continue to prepare for mandatory climate reporting

  • Refreshed climate risk assessment to reflect new entity

  • Re-baselined carbon emissions footprint

  • Continue to prepare for mandatory climate reporting

  • 27,615 tonnes of carbon emissions offset through Webjet OTA’s Sustainable Traveller Program

  • CSAT up 5 percentage points

  • NPS up 12 percentage points

  • Airport Rental and Motorhome Republic websites maintained TrustPilot review scores of 4.3 or above

Disciplined governance

  • Established new Board and committees

  • Maintained IS0 27001 certification

  • Webjet OTA awarded Leading Online Travel Agenc y in Oceania and Australia at the 2024 World Travel Awards

20 Webjet Group Limited Annual Report 2025

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21

Our people

Our People Power Our Progress

Our people are at the heart of everything we do—they are the driving force behind our success and our future. As a people-driven business, we know that our growth ambitions can only be realised through the creativity, passion, and dedication of our teams. From developing innovative solutions to driving meaningful change, our employees consistently challenge themselves to deliver greater value across the business.

With the launch of our new growth strategy and vision, there’s a renewed sense of energy and momentum across the Company. Our teams are inspired and motivated by the exciting opportunities ahead, and we’re actively engaging employees at all levels to bring our strategic growth initiatives to life. By fostering a culture of collaboration, empowerment, and alignment with our core values, we’re building a stronger, more connected organisation—one where people feel valued, heard, and inspired to grow with us.

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22 Webjet Group Limited Annual Report 2025

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23

Board of Directors

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Don Clarke (LLB. Hons)

Independent Non-Executive Director, Chair

Don is a lawyer and company director. He has extensive commercial law and business experience from over 30 years advising both ASX listed and private companies.

Don was a corporate partner of the law firm, MinterEllison, for 27 years until his retirement on 30 June 2015. He continues to be a consultant to the firm. Don was a Non-Executive Director of Webjet Limited (ASX:WEB) from 2008, including many years as Deputy Chair, until the demerger of Webjet Group in 2024.

Don is a Non-Executive Director of ASX-listed Zoono Group Limited and a director of several other unlisted public and private companies.

Appointed 15 July 2024.

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Katrina Barry (LLB, BCom, GAICD)

Group CEO and Managing Director

Katrina brings over 20 years of leadership experience spanning the travel, fintech, e-commerce, and hospitality sectors. She is currently the Group CEO and Managing Director of Webjet Group.

Prior to this role, Katrina served as a Director of Webjet Limited (prior to its demerger) from 2022. Her previous executive positions include Global CEO of me&u, where she led the company through to its successful merger in late 2023, and Managing Director of Contiki Holidays and Trafalgar Tours Australasia. She also held key roles within the Virgin Group, including co-founding and launching Virgin Active across Australia and Asia. Katrina began her career at McKinsey & Company and has been recognised in the Deloitte FastTech 50 Female Leadership Awards and inclusion on the Women in Travel Power List.

She currently serves on the boards of the Australian Travel Industry Association (ATIA) and PetSure Australia.

Appointed 15 July 2024.

24 Webjet Group Limited Annual Report 2025

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Shelley Beasley (BComm, GAICD) Non-Executive Director

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Brad Holman (BCom)

Senior Independent Non-Executive Director

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Ellen (Ellie) Comerford (BEconomics)

Independent Non-Executive Director Audit and Risk Committee – Chair

Remuneration and Nomination Committee – Chair

Shelley has over 30 years of global experience across a broad range of companies in the travel and travel technology sectors.

Her career has spanned global markets and business models, with a strong track record in strategy, business development, technology, commercial and operational leadership, relationship management, and leading high-performing teams through growth and transformation.

Shelley currently serves as Global Chief Operating Officer of Web Travel Group Limited (ASX:WEB), where she is responsible for global service delivery, operational efficiency, and the company’s technology and security agenda. Prior to this, she was CEO of the Group’s B2C division and played a critical role in the strategic repositioning and demerger of the business, which resulted in the successful ASX listing of Webjet Group Limited in 2024.

She also served as a Non-Executive Director of the Australian Travel Industry Association (ATIA) for four years, where she played a key role in industry advocacy, particularly throughout the COVID-19 recovery period.

Brad has over 20 years’ experience working in and providing services to the travel industry, including President for Travelport’s Asia Pacific, Europe, Middle East and African Operations.

Brad more recently was the President for International Markets for

Blackbaud, a NASDAQ listed software and services company specifically focussed on serving the non-profit community. He was responsible for developing and leading the company’s international business strategy and new market entry. Brad left Blackbaud in November 2015 after serving five years in the role.

Brad is also a Non-Executive Director of ATI Business Group, a business process management and technology company providing services to the travel and aviation sector, after serving as its Executive Director until 26 June 2024. Brad also serves as a Non-Executive Director of Web Travel Group Limited (ASX:WEB).

Appointed 15 July 2024.

Ellie has over 35 years of experience in Australia and overseas primarily in the financial services sector, across a number of banking, insurance, services and digital businesses covering both executive and directorship roles.

Ellie is currently a Non-Executive director/Chair Audit and Risk Committee of Airtasker Limited (ASX:ART) and of various privately held companies in Australia and Europe and is a former Non-Executive director/Chair Audit and Risk Committee of Heartland Group Holdings Limited (NZX/ASX:HGH).

Ellie’s executive roles have included Group CFO at Hollard Holdings Australia, Chief Executive and Managing Director of Genworth Mortgage Insurance Australia (lead IPO in 2014 as an ASX top 200 listed company) and prior to that various C-suite positions for First American Financial Corporation and Citigroup Australia. Ellie is also a member of Chief Executive Women.

Appointed 01 October 2024.

Appointed 15 July 2024.

25

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Directors’
Report
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The Directors of Webjet Group Limited (the “ Company ”) present the financial report of the Company and its controlled entities (“ Webjet Group ”) for the financial year ended 31 March 2025 ( FY25 ).

Directors

The Directors of the Company during or since the end of the year are:

  • Don Clarke (Chair and Independent Non-Executive Director) – Appointed on 15 July 2024

The qualifications, experience and special responsibilities of the Directors are provided on pages 24 to 25.

  • Katrina Barry (Group CEO and Managing Director) – Appointed on 15 July 2024

  • Shelley Beasley (Non-Executive Director) – Appointed on 15 July 2024

  • Brad Holman (Independent Non-Executive Director) – Appointed on 15 July 2024

  • Ellen Comerford (Independent Non-Executive Director)

  • Appointed on 1 October 2024

26 Webjet Group Limited Annual Report 2025

Meetings of Directors

The table below sets out the number of meetings of the Company’s Board of Directors and Board Committees held during FY25, starting from the Company’s incorporation on 15 July 2024. It also shows the number of meetings attended by each Director.

Director Board Board Audit and
Risk
Committee
Audit and
Risk
Committee
Remuneration
and Nomination
Committee
(A) (B) (A) (B) (A)
(B)
Don Clarke 13 13 4 4 1
1
Katrina Barry 13 13
ShelleyBeasley 13 13 4 4
Brad Holman 13 13 1 1 1
1
Ellen Comerford 9 9 3 4 1
1

(A) = Number of meetings held while the Director was a member of the Board or relevant Committee.

(B) = Number of meetings attended.

  • Katrina Barry attended all Audit and Risk Committee and Remuneration and Nomination Committee meetings at the invitation of the relevant Committee.

  • Ellen Comerford attended one Audit and Risk Committee meeting as an attendee, prior to being appointed as a member and Chair of the Committee on 22 October 2024.

  • Brad Holman attended one Audit and Risk Committee meeting as Chair before retirement from the Committee on 22 October 2024.

Principal activities

Significant changes in state of affairs

On 30 September 2024, Webjet Group (ASX:WJL) was demerged from Web Travel Group Limited (ASX:WEB) (“ Web Travel Group ”) (previously known as “Webjet Limited”). For more information refer to Note 1 of the Financial Statements.

Operating and Financial Review

The Company was incorporated on 15 July 2024 and received relief from the Australian Securities and Investments Commission (ASIC) under section 340 of the Corporations Act 2001 (the ‘Act’), exempting it from complying with Part 2M.3 of the Act for the technical first year period from 15 July 2024 to 14 July 2025. Accordingly, the Company has adopted a financial year ended 31 March 2025.

While the Company has operated as a stand-alone ASX-listed entity since its demerger from Web Travel Group on 30 September 2024, Webjet Group elected to adopt the predecessor accounting method to ensure continuity and comparability in its financial reporting. Webjet Group also elected to present previous corresponding period financial information as if it had always operated independently. Consequently, the comparative numbers are only representative in nature.

Webjet Group is a digitally led travel business focused on delivering innovative, customer-centric travel solutions through its established businesses, Webjet OTA, Cars & Motorhomes (formerly GoSee) and technology company Trip Ninja. The principal activities of Webjet Group include the online sale and distribution of travel products including flights, hotels, holiday packages, car and motorhome rentals, and travel insurance.

In addition, Webjet Group is executing strategic initiatives to expand its addressable market, enhance the end-to-end travel experience, and unlock new sources of value through investments in technology, loyalty, brand, and adjacent travel services.

27

Directors’ Report

Financial results

Financial results
Statutory Result
Underlying Operations
31 March
31 March
Change
31 March
31 March
Change
2025
2024(i)
2025
2024(i)
$ m
$ m
%
$ m
$ m
%
Bookings (000's)(ii)
Total transaction value(TTV)(ii)
1,532
1,642
(7%)
1,532
1,642
(7%)
1,503
1,591
(6%)
1,503
1,591
(6%)
Total revenue(iii) 139.7
149.7
(7%)
139.7
143.7
(3%)
Revenue/TTV margin
Operating costs
Corporate overheads(iv)
Non-recurring items(v)
Share-based payments expense(vi)
Non-operatingexpenses(vii)
9.3%
9.4%
(10bps)
9.3%
9.0%
+30bps
(89.3)
(90.2)
(1%)
(89.3)
(90.2)
(1%)
(11.0)
(11.8)
(7%)
(11.0)
(14.4)
(24%)

(3.3)
(100%)


n/a
(4.0)
(4.6)
(13%)


n/a
(14.1)

n/a


n/a
EBITDA 21.3
39.8
(46%)
39.4
39.1
1%
EBITDA margin
Depreciation and amortisation(viii)
Impairment expense(ix)
Net interest and fnance costs(x)
15.2%
26.6%
nm
28.2%
27.2%
+100bps
(11.3)
(7.0)
61%
(11.3)
(10.9)
4%

(28.3)
(100%)


n/a
1.7
(1.6)
nm
1.7
(2.9)
nm
Proft before tax 11.7
2.9
303%
29.8
25.3
18%
Income tax expense(xi) (6.6)
(13.5)
(51%)
(8.9)
(7.6)
17%
Netproft/(loss) after tax 5.1
(10.6)
nm
20.9
17.7
18%

(i) Webjet Group has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. Consequently, the comparative numbers are only representative in nature.

(ii) Bookings and TTV are used by management as performance indicators for the segments. TTV is the gross transaction price on a booking.

(iii) Total revenue excludes interest income. Statutory Total revenue for 31 March 2024 includes a $6.0 million revenue adjustment not applicable to the Underlying Operations of Webjet Group.

(iv) Corporate overheads in the Underlying Operations 31 March 2024 includes a pro forma adjustment for an additional $2.6 million of corporate costs. These costs include the corporate functions required to support Webjet Group as a standalone listed entity, the cost of maintaining a board of directors, company secretarial costs, ASX listing fees, share registry costs, insurance and other incremental costs.

(v) Non-recurring items represent amounts in the Statutory Result 31 March 2024 not applicable to the Underlying Operations of Webjet Group. (vi) Share-based payments expense is excluded in Underlying Operations to provide a better understanding of financial performance. The current period expense reflects acceleration of Webjet Limited FY23 and FY24 performance rights as a result of the demerger and Webjet Group FY25 performance rights.

(vii) Non-operating expenses in the current period relate to costs associated with ACCC proceedings, the demerger and restructuring and are excluded in Underlying Operations to provide a clearer and more consistent view of Webjet Group’s ongoing financial performance.

(viii) Depreciation and amortisation in the Underlying Operations 31 March 2024 includes a pro forma adjustment for an additional $3.9 million amortisation expense.

(ix) Impairment expense in the Statutory Result 31 March 2024 relates to impairment of Cars & Motorhomes goodwill.

(x) Net interest and finance costs in the Underlying Operations 31 March 2024 includes a pro forma adjustment for an additional $1.3 million interest expense applicable to the Underlying Operations of Webjet Group pre-demerger.

(xi) Income tax expense in Underlying Operations includes the associated tax effect of adjustments (at 30%).

The Australian and New Zealand travel industry continued to face ongoing macro-economic challenges during FY25 including cost-of-living pressures, elevated interest rates and Rex Airlines entering into voluntary administration. Despite these headwinds, travel demand remained relatively resilient, and Webjet Group demonstrated strong operational and financial discipline. The Company’s robust financial position, supported by substantial cash reserves and prudent cost management, enabled continued investment in growth initiatives while preserving the flexibility to respond to evolving market conditions.

Webjet Group’s results for Underlying Operations[(1)] for the year ended 31 March 2025 saw total Bookings down 7% on FY24, with Total transaction value (TTV) down 6% to $1,503 million. Despite the decline in Bookings and TTV, Underlying Revenue was down by only 3% to $139.7 million, supported by strategic initiatives and a continued focus on improving Revenue/TTV margin, which increased by 30bps to 9.3%. These initiatives, combined with disciplined cost management, contributed to a 1% increase in Underlying EBITDA[(2)] to $39.4 million. Underlying EBITDA margin also improved by 100bps to 28.2%.

(1) Webjet Group defines “Underlying Operations” as its core financial performance, adjusted for non-operating expenses, non-recurring items, non-cash items such as impairments and share-based payments, and other pre-demerger items not reflective of its underlying financial performance. These adjustments are made to provide a clearer and more consistent view of Webjet Group’s ongoing financial performance. Underlying Operations (which are not the statutory results) are non-IFRS measures and not subject to audit procedures.

(2) Underlying EBITDA represents earnings before interest, tax, depreciation and amortisation, impairment, share-based payments expense and non-operating expenses.

28 Webjet Group Limited Annual Report 2025

Depreciation and amortisation increased broadly in line with CPI, while net interest and finance costs improved by $4.6 million on an underlying basis, reflecting the cessation of related party interest charges following the demerger on 30 September 2024 coupled with interest income earned on Webjet Group’s substantial cash reserves.

Together, these factors contributed to an 18% increase in Underlying Net Profit after Tax to $20.9 million.

Following completion of the recent rigorous and substantive strategic review, Webjet Group is well positioned to execute on its growth ambitions with a dedicated and experienced

board and management team, a clear strategic roadmap, and a strong balance sheet providing substantial liquidity to support delivery. Webjet Group is focused on becoming the first choice for Australasians to book travel, with a number of initiatives already in progress and delivering early momentum. The Directors remain confident that Webjet Group is well placed to deliver on its strategic priorities and create long-term value for shareholders.

Additional commentary on performance is included in Webjet Group’s FY25 ASX release and investor presentation lodged with the ASX on 21 May 2025.

Balance Sheet

Balance Sheet
31 March
31 March
Change
2025
2024(i)
$ m
$ m
$ m
Cash and cash equivalents
Trade receivables and other assets
Intangible assets
Other non-current assets
148.9
100.3
48.6
16.4
17.6
(1.2)
74.1
71.9
2.2
4.6
3.9
0.7
Total assets 244.0
193.7
50.3
Trade payables and other liabilities
Other current liabilities
Other non-current liabilities
70.4
67.4
3.0
21.1
16.3
4.8
5.6
75.6
(70.0)
Total liabilities 97.1
159.3
(62.2)
Net assets 146.9
34.4
112.5
Issued capital
Reserves
Retained earnings
Non-controllinginterests
26.9
26.9

119.6
12.2
107.4
(0.9)
(6.0)
5.1
1.3
1.3
Total equity 146.9
34.4
112.5

(i) Webjet Group has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. Consequently, the comparative numbers are only representative in nature.

Webjet Group maintains an exceptionally strong balance sheet, supported by significant cash reserves and access to a $20 million revolving credit facilities. As at 31 March 2025, Webjet Group had no borrowings. During FY25, Webjet Group also reduced its bank guarantee facilities from $50 million to $25 million – well ahead of the previously disclosed target date of 1 October 2025, highlighting the strength of its financial position and disciplined approach to balance sheet management.

Cash and cash equivalents increased $48.6 million from 31 March 2024, primarily reflecting related party funding cash inflows associated with the demerger process and trading performance in 2H25. Net cash, excluding restricted cash, was $118.1 million at 31 March 2025, up from $57.4 million at 31 March 2024.

The movement in non-current liabilities and reserves reflect balances transferred from Web Travel Group to Webjet Group at their predecessor (book) values.

29

Directors’ Report

ACCC proceedings

In November 2024, the Australian Competition and Consumer Commission ( ACCC ) commenced proceedings against Webjet Marketing Pty Ltd ( Webjet Marketing ), a wholly owned subsidiary of Webjet Group. The proceedings related to Webjet Marketing’s booking confirmations process and the historical disclosure of fees in social media posts, email marketing and the Webjet website and mobile application. Since being advised of the issues of concern by the ACCC in November 2023, Webjet Marketing had voluntarily and proactively implemented improvements to its fee disclosures.

In February 2025, Webjet Group announced it has reached agreement with the ACCC to resolve these court proceedings. Webjet Marketing and the ACCC propose to make joint submissions to the Federal Court including proposed orders requiring Webjet Marketing to pay a penalty of $9 million, publish a corrective notice in a form agreed with the ACCC, review, maintain and continue to implement an Australian Consumer Law compliance program in an agreed form and to contribute $100,000 to the ACCC’s legal costs. The Federal Court will consider and make orders in relation to the proposed penalty at a separate hearing date.

Dividend

As pre-heralded at the time of the demerger and in subsequent communications, no dividend has been declared by the Directors for FY25 due to insufficient franking credits.

Capital management

Webjet Group maintained a disciplined approach to capital management throughout FY25, underpinned by strong operating cash flows and a robust balance sheet. Webjet Group has prioritised strategic reinvestment to support growth initiatives while preserving financial flexibility.

Subsequent events

On 13 May 2025, the Company announced that it had received an unsolicited, non-binding indication of interest from BGH Capital Pty Ltd (“ BGH ”) to acquire a controlling interest in the Company for $0.80 per share (the “ BGH Proposal ”). After carefully considering the BGH proposal, including obtaining advice from its financial and external legal advisers, the Board unanimously concluded that the BGH Proposal materially undervalued the Company and therefore was not in the best interests of the Company’s shareholders. In addition, the Board considered that the BGH Proposal involved significant uncertainty for the Company and its shareholders, including in relation to its structure and proposed conditions. For those reasons, the Board decided not to grant BGH access to due diligence and rejected the BGH Proposal.

Other than the matter noted above, there has been no other matter or circumstance subsequent to the end of the financial year ended 31 March 2025 that has significantly affected, or may significantly affect, the operations of Webjet Group, the results of those operations, or the state of affairs of Webjet Group in future periods.

Material Business Risks

Webjet Group is exposed to a range of risks and seeks to mitigate any material exposures to its operations through a range of measures aligned with its risk management framework.

Webjet Group’s approach to risk management is based on established governance processes and relies on both individual responsibility and collective oversight, supported by various tools to facilitate comprehensive reporting. This approach balances strong corporate oversight at corporate level allowing participation by management in all significant risk matters.

The Board, through the combined Audit and Risk Committee, is responsible for overseeing the Company’s risk management framework which is used to identify, evaluate, monitor and manage material risks to enhance, over time, the value of the shareholders’ investments. The Audit and Risk Committee’s charter is available on Webjet Group’s website (www.webjetgroup.com/governance/).

In accordance with section 295A of the Corporations Act 2001 (Cth) and recommendation 4.2 of the ASX Corporate Governance Principles and Recommendations, the Group CEO and Managing Director and Group Chief Financial Officer provide the Board with a formal declaration that Webjet Group’s financial statements are based on a sound system of risk management and internal control, which is operating effectively in all material aspects in relation to financial reporting risks.

Key risks are identified with reference to Webjet Group’s strategic and operational objectives and span both financial and non-financial risk categories. These include:

  • Strategic Risk – encompassing competition, macroeconomic and geo-political conditions, Mergers and Acquisitions (M&A), reputation and innovation risk.

  • Financial Risk – including market risk, currency fluctuations, and other financial exposures (refer to Note 22 of the Financial Statements for further detail).

  • Operational Risk – including technology and IT systems, retention of key personnel, climate change, global pandemics, and key supplier relationships.

  • Regulatory and Compliance Risk – covering litigation, data security and the protection of personal information, and breaches of laws and regulations,

30 Webjet Group Limited Annual Report 2025

The key risks and their potential impact on Webjet Group, along with how these risks are managed, are outlined below. The relative significance of these risks may change over time, and new risks may emerge. While Webjet Group actively seeks to manage its risks to minimise adverse impacts on financial performance and shareholder value, certain risks remain beyond the Company’s control.

Key material risks include:

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Material Risk Potential Impact Company Response
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Competition Webjet Group’s businesses operate in the Webjet Group remains committed to offering
travel industry which is highly competitive. attractive and compelling deals to its customers
Webjet Group competes with a range of to retain market share and customer loyalty.
direct and indirect competitors comprising Management continuously monitors market trends
established and emerging online and and competitor activity to ensure Webjet Group
traditional sellers of travel-related services remains agile and responsive. Where appropriate,
including; other OTAs, travel suppliers, internet Webjet Group’s approach is to adapt pricing,
companies, traditional travel agencies and promotional strategies, and product offerings to
tour operators. maintain a competitive edge.
Impact of Webjet Group’s operations are primarily Management closely monitors economic trends
macro-economic concentrated in Australia and New Zealand, and consumer behaviour to proactively adjust
conditions on the with Australia accounting for the majority of business strategies in response to changing market
travel and tourism
industry
total revenue. The travel and tourism industry
is sensitive to general economic conditions
and trends, including, but not limited to, trends
in consumer and business confdence, the
availability and cost of consumer fnance,
conditions. Webjet Group targets maintaining
a diversifed product offering, fexible cost
structures, and a focus on operational efciency
to help mitigate the impact of adverse economic
conditions.
interest and exchange rates, fuel prices,
unemployment levels and the cost of travel.
Geo-political
conditions
Political instability, regulatory uncertainty, armed
confict, or other geopolitical events in key
Webjet Group continuously monitors
geopolitical developments. An agile operating
markets or global regions can adversely impact
consumer travel confdence, disrupt supply
model supports Webjet Group’s ability to
respond to rapidly changing conditions. Where
chains, and increase operational risk. These necessary, Webjet Group adjusts marketing
conditions may also affect currency volatility, focus, supply partnerships and pricing strategies
airline capacity, and travel demand patterns. to mitigate localised impacts.
M&A M&A activity can introduce strategic, operational,
and fnancial risks, including execution risk,
Webjet Group will undertake thorough due diligence
and fnancial modelling prior to any transaction,
cultural misalignment, integration challenges, supported by internal and external experts. All
and diversion of management attention. acquisitions will be strategically aligned and subject
Poorly executed acquisitions may fail to deliver to Board oversight. Post-acquisition, structured
expected synergies, disrupt existing operations,
or adversely impact shareholder value.
integration plans and performance tracking will
be implemented to ensure strategic and fnancial
objectives are met.
Reputation Webjet Group’s reputation and brands are Webjet Group recognises that trust, integrity and
important in attracting and retaining customers. brand strength are critical to customer loyalty and
Webjet Group considers its reputation for long-term growth. To protect its reputation, Webjet
trustworthiness and integrity as important in
maintaining customer goodwill and confdence
Group upholds a strong Code of Conduct, invests in
customer service and data protection, and ensures
for its operations and products, and to achieve transparent communication across all channels.
ongoing growth. Unforeseen issues or events
which place Webjet Group’s reputation at risk
may impact on its future growth and proftability
Proactive monitoring of customer sentiment
and social media enables early identifcation
of reputational risks and supports coordinated
and its ability to compete successfully and responses to mitigate potential brand impact.
may result in adverse effects on its future
business plans.

31

Directors’ Report

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Material Risk Potential Impact Company Response
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Innovation risk Webjet Group operates in a predominantly online Webjet Group is committed to continuous
environment and faces ongoing pressure to innovation and investment in its technology
innovate and enhance its online platforms to platforms to remain competitive in a fast-evolving
remain competitive. There is a risk of Webjet digital landscape. Webjet Group maintains
Group’s services having reduced effectiveness dedicated IT teams focused on enhancing
if it is unable to maintain progression with the customer experience, improving platform
market generally, cannot adapt to accommodate scalability, and integrating emerging technologies.
changes in existing technological platforms Regular market benchmarking and customer
or cannot integrate with new technology, feedback ensure developments remain aligned
which could have a material adverse effect on
Webjet Group’s businesses, prospects, fnancial
with user expectations. Webjet Group also partners
with leading technology providers to support
condition and results of operations. growth and operational resilience.
Technology Webjet Group’s operations heavily depend on Webjet Group has implemented comprehensive
and IT systems the reliability and security of its IT systems and IT security, data protection, and disaster recovery
interruption/failure third-party networks. Disruptions caused by protocols to mitigate risks of system failures and
cyber-attacks, system failures, natural disasters, cyber incidents. Webjet Group regularly tests its
or issues with third-party providers could impair backup and recovery systems and works closely
service delivery, impact customer satisfaction,
and result in fnancial and reputational harm.
with trusted third-party providers to ensure service
continuity and resilience across its platforms.
Retention of key Most of Webjet Group’s senior management Management recognises the importance of
personnel team, in particular the Webjet OTA senior retaining experienced and skilled personnel and
management team, have been working together
for more than 10 years and bring signifcant
has implemented strategies to support employee
engagement, development and retention.
institutional knowledge of the business. Webjet
Group’s operating and fnancial performance
This includes offering competitive remuneration,
career development opportunities, and fostering
is therefore largely dependent on its ability a strong organisational culture.
to attract and retain talent, in particular
key personnel.
Climate change Webjet Group recognises the increasing Webjet Group actively identifes, discloses, and
risks associated with a changing climate manages climate-related risks and opportunities
and the impact this could have on Webjet across its businesses, as highlighted in its
Group’s businesses and implications for its Sustainability Report. This includes engagement
strategy. Natural disasters, impacts to tourism with supply chain partners to enhance visibility of
infrastructure, extreme weather events and potential impacts and strengthen overall resilience.
longer-term changes to weather could all Webjet Group also supports customers in making
impact customer travel preferences regarding more informed travel decisions by offering products
tourism destinations. that align with the growing demand for sustainable
and environmentally responsible travel, refecting
shifting consumer preferences.
Global health Global health risks or pandemics, or the Webjet Group’s operational, capital and fnancial
pandemics potential for these events, could have a risk management framework includes maintaining
negative impact on Webjet Group. Such events a conservative balance sheet with strong liquidity,
(such as the COVID-19 pandemic) could targeting diversifying revenue streams across
cause material declines in demand within geographies and business lines, and embedding
the travel, hospitality and leisure industries, scalable technology platforms that allow for
including as a result of travel bans or increased rapid adjustment to changing conditions. Webjet
governmental restrictions and mandates that Group has crisis response and business continuity
dampen demand for Webjet Group’s products
and services and have fow on impact on its
plans in place and actively monitors global health
developments to ensure early risk identifcation.
operating cost base. These measures enable Webjet Group to respond
quickly to any disruption.

32 Webjet Group Limited Annual Report 2025

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Material Risk Potential Impact Company Response
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Supplier Webjet Group’s business model and growth Webjet Group actively manages supplier
relationships depend heavily on maintaining strong relationships to ensure strategic alignment and
relationships with key suppliers, including
airlines, hotels, and other travel service providers.
mutual value creation. Webjet Group maintains
diversifed supplier relationships and aims to
The loss of major suppliers—particularly airlines reduce reliance on any single partner. Strategic
- or changes to commission structures, contract partnerships are supported by formal contracts,
terms, or competitive dynamics, could reduce service-level agreements, ongoing performance
the attractiveness of Webjet Group’s businesses, monitoring and regular review of commercial
impact customer experience or materially affect
margins and fnancial performance. Additionally,
terms to remain competitive.
reliance on third-party providers for operational
support introduces further risk if service quality
or availability declines.
Regulatory From time-to-time Webjet Group may be As part of Webjet Group’s governance,
investigation and subject to complaints, investigations and legal risk management and compliance frameworks
litigation proceedings from various parties, which can have been adopted to mitigate exposure.
involve issues such as misleading conduct, Webjet Group actively monitors legal and
unfair contract terms, or workplace matters.
These claims may lead to signifcant fnancial
regulatory developments, and engages with
regulators to manage and reduce potential
costs, reputational damage, and diversion of impacts on operations and reputation.
management attention, potentially impacting
Webjet Group’s fnancial performance and outlook.
Data security Webjet Group’s systems aligned with the type Webjet Group uses security technologies and
and protection of
personal information
of business conducted, contain sensitive
personal and fnancial data. Any unauthorised
processes to limit access to such data and places
a strong focus on developing processes to protect
access or loss of data could result in regulatory
penalties, fnancial loss, reputational damage,
data. Webjet Group is heavily focused on the
security of its websites, information technology
and disruption to operations. systems and associated payment systems to
ensure that customers and suppliers are confdent
in conducting online transactions.
Breaches of laws Webjet Group’s businesses are subject to Webjet Group is committed to operating in full
and regulations various laws and regulations. Any material compliance with applicable laws and regulations
breach of the relevant obligations or failure to across all jurisdictions in which it operates.
meet legal, regulatory, compliance and conduct Webjet Group has established a compliance
requirements or regulatory expectations may framework, supported by regular training, to ensure
have a material adverse impact on Webjet
Group’s reputation, fnancial condition and
obligations are met. Webjet Group targets proactive
engagement with regulators and seeks external
business performance. legal advice, where appropriate, to endeavour to
stay ahead of evolving regulatory expectations,
thereby mitigating the risk of non-compliance and
its potential impact the Company.

33

Directors’ Report

Indemnification and insurance of officers

Under the Company’s Constitution, the Company indemnifies, to the extent permitted by and subject to the Corporations Act 2001 (Cth), each person who is or has been an officer of Webjet Group against liability incurred by that person as an officer of Webjet Group (as the case may be), including any costs, expenses, and reasonable legal fees.

A Deed of Access, Insurance and Indemnity is in place for Directors, secretaries and key management personnel, under which the Company has agreed to provide indemnification to the extent permitted by law. No director or officer has received a benefit under an indemnity from the Company during or since the financial year.

During the financial year, the Company paid a premium to insure the Directors and officers of Webjet Group. The contract of insurance prohibits disclosure of the insured sum, the amount of premium and the nature of the liabilities insured.

Auditor’s Independence Declaration

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 35.

Rounding of amounts

The Company is a company of the kind referred to in ASIC Corporations (Rounding in Financials/Directors’ Reports) Instrument 2016/191, dated 24 March 2016, and in accordance with that Corporations Instrument amounts in this Directors’ Report are rounded off to the nearest one hundred thousand dollars, unless otherwise indicated.

Signed in accordance with a resolution of Directors made pursuant to section 306(3) of the Corporations Act 2001 .

On behalf of the Directors

==> picture [116 x 22] intentionally omitted <==

Don Clarke

Indemnity of officers and auditors

To the extent permitted by law, the Company has agreed to indemnify its auditor, Deloitte Touche Tohmatsu, as part of the terms of its audit engagement agreement against certain claims by third parties arising from the audit. No payment has been made to indemnify Deloitte Touche Tohmatsu during or since the financial year.

Chair, Melbourne, 21 May 2025.

Non-audit fees

Non-audit services that were provided during the current or prior year by the auditor are set out in the financial statements.

The Directors have considered the position and, in accordance with advice received from the Audit and Risk Committee, are satisfied that the provision of the non-audit services is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001 (Cth). The Directors are satisfied that the provision of non-audit services by the auditor, as set out in the financial statements, did not compromise the auditor independence requirements of the Corporations Act 2001 (Cth) for the following reasons:

  • all non-audit services are reviewed in line with the Independent Auditor Policy to ensure they do not impact the impartiality and objectivity of the auditor; and

  • none of the services undermines the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants.

34 Webjet Group Limited Annual Report 2025

Auditor’s Independence Declaration

Deloitte Touche Tohmatsu ABN 74 490 121 060

477 Collins Street Melbourne, VIC, 3000 Australia

Phone: +61 3 9671 7000 www.deloitte.com.au

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Liability limited by a scheme approved under Professional Standards Legislation. Member of Deloitte Asia Pacific Limited and the Deloitte organisation.

35

Remuneration Report

Dear Shareholders,

On behalf of the Board of Directors, I present Webjet Group Limited’s (“ Webjet Group ” or the “ Company ”) inaugural Remuneration Report for the financial year ended 31 March 2025 ( FY25 ).

Webjet Group was successfully demerged from Web Travel Group Limited (formerly Webjet Limited) (“ Web Travel Group ”) in September 2024. The demerger created two ASX-listed companies with leadership positions in their respective industries and with their own distinct operating profiles, strategies and growth opportunities. Webjet Group now operates the business to consumer ( B2C ) businesses that were previously part of Web Travel Group – Webjet OTA and the Cars & Motorhomes business (formerly GoSee). In addition, Webjet Group owns technology company Trip Ninja, a provider of technology that automates the highly manual process of selling complex multi-stop travel itineraries for travel intermediaries.

The demerger from Web Travel Group was pivotal for the Company, establishing it as a new standalone ASX-listed company on 30 September 2024. It has its own highly focused leadership team and is now better placed to pursue its own strategic priorities as a leading digital consumer travel business.

Webjet Group has been set up for success with Katrina Barry leading as Group CEO and Managing Director ( MD ). Ms Barry brings extensive executive experience and a unique understanding of Webjet Group given her position as a Non-Executive Director of Webjet Limited from October 2022. Ms Barry was appointed as CEO B2C of Webjet Limited in June 2024 prior to the demerger

36 Webjet Group Limited Annual Report 2025

to assist with the transition in an executive capacity, before being appointed as CEO and Executive Director of Webjet Group in July 2024, and MD upon implementation of the demerger on 1 October 2024. Layton Shannos is supporting Ms Barry as Group Chief Financial Officer ( CFO ). Mr Shannos brings more than 11 years of leadership experience across a range of senior finance and corporate roles within the Webjet OTA business, including most recently as CFO of Webjet OTA.

Key financial highlights for FY25 included:

  • Total Transaction Value (TTV) $1.5 billion.

  • Revenue $139.7 million.

  • Underlying EBITDA $39.4 million.

  • Net Cash $118.1 million.[(i)]

  • No debt.

FY25 remuneration outcomes

In the lead-up to the implementation of the demerger, independent remuneration advisors were engaged to provide benchmarking data to determine the appropriate remuneration for our newly appointed MD and CFO (Executive KMP), recognising the importance of motivating and retaining key executives during this transition period. The fixed annual remuneration (FAR) of the MD and CFO were set at $650,000 and $468,000, respectively.

While short-term incentive (STI) arrangements were intended for both the MD and CFO in FY25, it was determined by the Board not to award an STI for FY25, considering the shortened performance period of six months and the emphasis on ensuring a smooth and effective transition of Webjet Group into a fully independent listed company.

As the CFO of the Webjet OTA business prior to the demerger, Mr Shannos had FY23 and FY24 LTI performance rights on foot at the time of the demerger. Those LTI benefits vested during FY25 prior to the demerger record date (and implementation of the demerger). Relevantly, Mr Shannos is the only Executive KMP to have held such LTI benefits. The treatment and vesting outcomes of these awards upon implementation of the demerger are disclosed in section 4 (c).

Subsequent to the demerger, both Ms Barry and Mr Shannos were eligible to participate in an FY25 LTI opportunity, valued at 140% and 60%, respectively, of their FAR. The FY25 LTI is subject to a shortened 2.5-year performance period (from 1 October 2024 to 31 March 2027) due to the timing of implementation of the demerger. The performance period of any future LTI awards will revert to the usual 3-year terms. The terms of the FY25 LTI for the Executive KMP are outlined in section 4 (b).

Additional one-off awards

In February 2025, the Board determined to provide Ms Barry with a one-off award of $130,000 in recognition of her significant additional workload and leadership in establishing Webjet Group as a standalone ASX-listed entity. This payment, made in March 2025, reflects the complexity and scale of the work involved. The Board deemed this award appropriate considering her critical contribution in ensuring the successful establishment of Webjet Group.

Separately, under arrangements designed, negotiated and agreed by Web Travel Group prior to the demerger in order to ensure the successful execution of the demerger and retain critical capabilities within Webjet Group, a retention payment arrangement was established for selected key employees. Under these arrangements, to secure continuity of leadership and expertise through the transition period, Mr Shannos is eligible to receive an award totalling $400,000. The payment is contingent on Mr Shannos continuing to be employed by the Company until 31 December 2025 and the determination that there has been no engagement in any misconduct, with payment scheduled for January 2026. The cash amount transferred to Webjet Group as part of the demerger completion included provision for this payment.

Non-Executive Director remuneration

In July 2024 (pre-demerger), the Webjet Limited Board reviewed the fees payable to the non-executive directors (NED) having regard to benchmark data, market position and relative fees to ensure Webjet Group remains competitive to attract and retain suitably qualified NEDs to oversee Webjet Group’s ongoing growth and success.

Strategic review and FY26 remuneration

In March 2025, following a rigorous three-month strategic review of its business after the demerger, Webjet Group announced a new strategic plan and key priorities to drive its five-year growth agenda. As part of the strategic review, Webjet Group identified several key opportunities to deliver growth through greater investment and focus on these priorities. The Company’s goal is to double TTV to $3.2 billion by FY30.

Strategic priorities to help deliver on this goal include:

  • Revitalising the iconic Webjet brand;

  • A laser focus on operational excellence;

  • Expanding the Total Addressable Market (TAM) through adjacencies identified in the strategic review;

  • The capture of more of the ‘travel wallet’ through a new loyalty program and enhanced member offers; and

  • Optimisation of the core business.

(i) Net cash excludes $30.8 million of restricted cash.

37

Remuneration Report

In FY26, our focus will be on aligning Webjet Group’s remuneration framework with these new strategic priorities. With this in mind, the FY26 STI award will be assessed based on a mix of financial (underlying EBIT) and non-financial measures (encompassing strategic initiatives, customer, employee and risk and compliance measures).

We thank you for your support, and we look forward to engaging with you in the future.

Yours sincerely,

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Brad Holman

Chair, Remuneration and Nomination Committee

Remuneration Report

The Remuneration Report for the financial year ended 31 March 2025 has been prepared in accordance with section 300A of the Corporations Act 2001 (Cth) (Act) and the applicable Corporations Regulations 2001 . The Report outlines the Company’s overall remuneration strategy for the period 1 October 2024 to 31 March 2025 and provides detailed information on the remuneration arrangements for key management personnel (KMP), being those people who have the authority and responsibility for planning, directing, and controlling the Company’s activities, either directly or indirectly, including any Director.

Contents

  1. KMP for FY25

  2. Remuneration principles, governance framework and role of the Remuneration and Nomination Committee

  3. Executive KMP remuneration overview

1. KMP for FY25

The tables below show all the KMP covered by the FY25 Remuneration report:

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Non-Executive KMP Appointment [(i)]
Don Clarke • Board Chair Appointed
• Audit and Risk 15 July 2024
Committee – Member
• Remuneration and
Nomination Committee –
Member
Shelley Beasley • Remuneration and Appointed
Nomination Committee – 15 July 2024
Member (until 22 October
2024)
• Audit and Risk
Committee – Member
Brad Holman • Remuneration and Appointed
Nomination Committee – 15 July 2024
Chair
• Audit and Risk
Committee – Chair
(until 22 October 2024)
Ellen Comerford • Audit and Risk Appointed
Committee – Chair 1 October
(from 22 October 2024) 2024
• Remuneration and
Nomination Committee –
Member
Executive KMP Appointment [(i)]
Katrina Barry • Group CEO and Managing Appointed
Director (MD) [(ii),(iii)] 15 July 2024
Layton Shannos • Group Chief Financial Appointed
Officer (CFO) [(ii)] 15 July 2024
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(i) The Company was incorporated on 15 July 2024, with KMP nominated on the same date. As no remuneration was paid by Webjet Group to KMP prior to the completion of the demerger from Web Travel Group on 30 September 2024, this Remuneration Report discloses remuneration for the period 1 October 2024 to 31 March 2025 only.

  • (ii) Prior to the demerger, Ms Barry was a Non-Executive Director of Web Travel Group (formerly Webjet Limited), and Mr Shannos was the CFO of the Webjet OTA business.

(iii) Ms Barry was appointed as CEO B2C of Webjet Limited in June 2024, before being appointed Chief Executive Officer and Executive Director of Webjet Group from 15 July 2024 until 1 October 2024. On that date, on implementation of the demerger, Ms Barry became Group CEO and Managing Director of Webjet Group.

  1. Executive KMP benchmarking policy and framework

  2. Remuneration outcomes in FY25

  3. NED remuneration

  4. Executive service agreement summary

  5. Other statutory disclosures

38 Webjet Group Limited Annual Report 2025

2. Remuneration principles, governance framework and role of the Remuneration and Nomination Committee

a. Remuneration principles The key objectives which underpin the structure and quantum of remuneration arrangements include:

1. Align with Webjet Support the execution of Webjet Group’s strategy Group’s business strategy in alignment and risk framework with the appropriate risk framework

2. Attract, motivate Be internationally competitive to and retain key attract, motivate and retain skilled talent executives willing to work globally

3. Reward fairly and Recognise and reward executives fairly equitably and equitably by reference to their unique skills and industry experience

4. Align with Align the structure of executive shareholder value remuneration as closely as possible creation with the delivery of shareholder value

5. Reasonably Support contractual and approved support contractual obligations without paying more than obligations is reasonably necessary

b. Remuneration governance framework

c. Role of the Remuneration and Nomination Committee

The Remuneration and Nomination Committee is comprised of a majority of independent Non-Executive Directors and is chaired by an independent Non-Executive Director, ensuring the independence of remuneration-setting procedures. Other Directors and/or members of the senior management team may attend meetings of the Committee (providing that their remuneration is not being finally considered) to provide information, reports, and updates to the Committee (to ensure that it is fully informed).

The Remuneration and Nomination Committee assists the Board in overseeing:

  • the remuneration policy and framework (including short and long-term incentive plans), its specific application to the MD and its general application to the Executive KMP team;

  • the adoption, operation and administration of all annual and longer-term incentive plans;

  • the determination of levels of reward for the MD and a general overview of the levels of reward for the MD’s direct reports;

  • the annual evaluation of the performance of the MD (via the Chair of the Board);

  • the Company’s compliance with applicable legal and regulatory requirements associated with remuneration matters;

  • preparation of the Remuneration Report; and

Board

Oversees the remuneration framework and policies and approves remuneration arrangements for Executive KMP and Non-Executive director remuneration. The Board is also responsible for setting the MD’s STI scorecard.

  • communication with shareholders and other stakeholders on remuneration policy and the Committee’s work on behalf of the Board.

Remuneration and Nomination Committee (RNC)

Advises and makes recommendations to the Board on remuneration policy and structure for the MD and MD’s direct reports, ensuring that remuneration structure aligns with company performance, risk management and long-term shareholder value.

Management

External Advisers

Provides input and External advisors provide internal perspectives independent benchmarking on performance and and market insights to operations to assist with ensure remuneration remuneration decisions. remains competitive, aligned with company objectives, and aligned with market expectations.

39

Remuneration Report

3. Executive KMP Remuneration overview

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a. Remuneration components
Component Purpose Delivery FY25 Approach
Fixed Annual To attract and retain key Base salary, Base salary is broadly aligned with:
Remuneration (FAR) executive talent. superannuation and other • The salaries for comparable roles in companies of similar
benefits. • Each Executive KMP’s responsibilities, location, skills, complexity, size, reach and industry; and
performance, qualifications, and experience.
Short-Term To focus the efforts Cash paid after The Board determined not to award any STI payments
Incentive (STI) of the Executive KMP the end of each for FY25.
on those performance financial year. For FY26, STI outcomes will be subject to the achievement of
measures and outcomes both financial and non-financial performance measures over a
that reflect the one-year performance period.
Company’s strategy and
objectives for the year. Opportunity as a % of FAR
Target Maximum
MD 50% 75%
CFO 40% 50%
Long-Term To align the interests Performance For FY25, LTI is subject to the following performance measures,
Incentive (LTI) [ (i)] of Executive KMP with rights. each with a weighting of 50%, tested at the end of a shortened
shareholders and focus 2.5-year performance period (from 1 October 2024 until
on the achievement of 31 March 2027):
sustainable long-term value creation. • Relative total shareholder return (TSR) compared to ASX300
entities excluding banks, resource companies, listed property
Rewards are tied to the trusts and ETF/index-based companies, with outcomes
achievement of longer- determined based on the following vesting scale:
term strategic goals and
out-performance. TSR percentile ranking % of Rights that will vest
< 40th 0%
= 40th 12.5%
>40th and <50th Straight-line pro-rata vesting
between 12.5% – 17.5%
=50th 17.5%
>50th and <75th percentile Straight-line pro-rata vesting
between 17.5% – 50%
≥75th percentile 50%
• Underlying diluted earnings per share (EPS) CAGR, with
outcomes determined based on the following vesting scale:
Scaling 2.5-year
underlying diluted EPS CAGR % of Rights that will vest
<5% 0%
=5% 15%
>5% and <7.5% Straight-line pro-rata vesting
between 15% – 30%
=7.5% 30%
>7.5% and <10% Straight-line pro-rata vesting
between 30% – 40%
=10% 40%
>10% and <12.5% Straight-line pro-rata vesting
between 40% – 50%
≥ 12.5% 50%
Opportunity as a % of FAR
Target Maximum
MD 70% 140%
CFO 30% 60%
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(i) The ASX provided an in-principle waiver from ASX Listing Rule 10.14, to permit Webjet Group to grant Webjet Group Limited Rights to Ms Barry, without shareholder approval.

40 Webjet Group Limited Annual Report 2025

3. Executive KMP Remuneration overview (continued)

b. Executive KMP Target and Maximum remuneration mix for FY25

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MD: Max 31.7% 23.8% 44.4%
MD: Target 45.5% 22.7% 31.8%
CFO: Max 47.6% 23.8% 28.6%
CFO: Target 58.8% 23.5% 17.6%
0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%
FAR STI LTI
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4. Executive KMP benchmarking policy and framework

a. Executive KMP benchmarking policy

The Board is committed to reviewing Executive KMP remuneration regularly with particular consideration given to the following factors:

  • The overall business and financial performance of the Company;

  • The criticality of the KMP’s performance to the successful execution of the Company’s business strategy;

  • The individuals’ skills and calibre;

  • Role tenure;

  • Scarcity of talent in the market;

  • Market and investor sentiment; and

  • The Company’s growth trajectory.

To provide a reference point against which to judge what would be appropriate remuneration arrangements for Webjet Group’s Executive KMP in terms of quantum and structure, the Board also utilises benchmarking data, with assistance from independent advisors when required. Webjet Group typically aims to align Executive KMP remuneration with the median/50th percentile of peers.

Before the demerger was implemented, a thorough remuneration review was undertaken in July 2024 to set the remuneration quantum for the MD and CFO, considering a change in key quantitative parameters such as market capitalisation and revenue and the factors noted above. The review was guided by benchmarking, with assistance from an independent remuneration advisor (see section 8 (e) for further information). Peer groups are typically comprised of companies that are similar to Webjet Group not only in terms of industry sector and nature of business but also in terms of size and complexity of business operations.

The following outlines the peer groups utilised for the July 2024 review:

  • A market capitalisation peer group, comprised of 20 companies within double and half Webjet Group’s estimated market capitalisation, with 10 companies above and 10 below that are as comparable as possible to Webjet Group’s operations;

  • A bespoke industry peer group , comprised of 20 companies primarily operating in the same industry sector as Webjet Group, under the assumption that they face similar operational and market competition challenges to Webjet Group; and

  • An ASX peer group , comprised of the 10 closest ASX300 companies above and below Webjet Group’s estimated market capitalisation.

41

Remuneration Report

4. Executive KMP benchmarking policy and framework (continued)

As market capitalisation is considered to have a strong correlation with remuneration quantum, the market capitalisation peer group was the primary peer group used for benchmarking purposes. However, recognising the difficulty of finding peers that are directly comparable to Webjet Group’s operations within the relevant market capitalisation range, bespoke industry peers were also considered. The peer groups were designed around Webjet Group’s estimated market capitalisation as of July 2024. While acknowledging Webjet Group’s market capitalisation is currently below this estimate, the Board remains strongly of the view that the quantum of the MD and CFO’s total remuneration package remains appropriate given the scale of Webjet Group’s operations and future growth trajectory.

The FAR of the MD and CFO, respectively, compared to the 25th (P25), 50th (P50/median) and 75th (P75) percentile of market capitalisation peers at the time of benchmarking, is presented in the following table. In both cases, based on Webjet Group’s estimated market capitalisation as of July 2024, their FAR was circa or below the 50th percentile for their respective positions.

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$1,000
$900
$800
$700
$600
$500
$400
$300
$200
$100
$0
MD CFO
Webjet FAR
P25 FAR P50 FAR P75 FAR
‘000s
FAR
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b. Executive KMP FY25 remuneration components

Fixed Annual Remuneration for FY25

FAR comprises base salary plus any other fixed elements such as superannuation, allowances and benefits.

Prior to the demerger, as outlined above, the Board conducted a remuneration review to determine the remuneration quantum for the MD and CFO.

The following outlines the FAR for Executive KMP in FY25, upon implementation of the demerger:

Executive KMP FY25 FAR
Katrina Barry $650,000
Layton Shannos $468,000

Short-term incentive for FY25

The Board made the decision not to award an STI for FY25. This decision was based on the following key considerations:

  • Shortened performance period : FY25 represented only a six-month period for Webjet Group post-demerger, which does not provide a meaningful timeframe to determine and track fair and effective performance measures.

  • Transition Focus Post-Demerger : The primary objective of FY25 was ensuring a smooth and effective transition into a fully independent group. Management efforts were concentrated on:

  • Establishing standalone operational, financial, and governance frameworks;

  • Ensuring business continuity and minimising disruption; and

  • Aligning strategic objectives with long-term value creation.

The strategic review undertaken in FY25 informed the remuneration strategy for the FY26 STI measures. The full details of the FY26 STI award will be disclosed in Webjet Group’s FY26 Remuneration Report.

42 Webjet Group Limited Annual Report 2025

4. Executive KMP benchmarking policy and framework (continued)

Long-term incentive for FY25[ (i)]

A description of the LTI plan that applied for FY25 is outlined below:

Purpose To align the interests of Executive KMP with shareholders and focus on the achievement of
sustainable long-term value creation.
Opportunity Opportunity as a % of FAR
Target
Maximum
MD
70%
140%
CFO
30%
60%
Performance period 2.5 years from 1 October 2024 to 31 March 2027. The 2.5-year performance period applies
only to the FY25 LTI award (given the timing of the demerger implementation). For the FY26 LTI
award,and thereafter,theperformanceperiod will revert to 3years.
Instrument Performance rights(Rights)with a nil exerciseprice.
Grant calculation The number of Rights granted was determined via the application of the following formula:

“Maximum LTI Opportunity % × FAR $ ÷ Right face value”

Where the face value of a Right is the 20-day volume-weighted average price (VWAP) of the Company’s shares commencing on and from 1 October 2024 (that being the first day of trading of the Company’s shares following implementation of the demerger).

Performance measures

The performance measures for the FY25 LTl comprise the following, each with a weighting of 50%:

  • a relative TSR measure tested over the applicable performance period compared to ASX 300 listed entities excluding banks, resource companies, listed property trusts and ETF/indexbased companies; and

  • an underlying diluted EPS CAGR measure tested over the applicable performance period.

The vesting scales to be used for each vesting condition metric are outlined below:

Relative TSR

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Webjet Group’s TSR ranking Percentage of Rights that vest
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Below the 40thpercentile 0%
At the 40thpercentile 12.5%
Above the 40th percentile and Straight-line pro-rata vesting
below the 50thpercentile between 12.5% – 17.5%
At the 50thpercentile 17.5%
Above the 50th percentile and Straight-line pro-rata vesting
below the 75thpercentile between 17.5% – 50%
At or above the 75thpercentile 50%

Underlying diluted EPS CAGR

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Webjet Group scaling underlying diluted EPS CAGR Percentage of EPS performance rights that vest
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Less than 5% 0%
At 5% 15%
Above 5% and below 7.5% Straight-line pro-rata vesting
between 15% - 30%
At 7.5% 30%
Above 7.5% and below 10% Straight-line pro-rata vesting
between 30% – 40%
At 10% 40%
Above 10% and below 12.5% Straight-line pro-rata vesting
between 40% – 50%
At or above 12.5% 50%

Dividend and voting rights The Rights do not carry any dividend or voting rights prior to vesting. Once vested, if the Company determines to pay a dividend to its Shareholders, Executive KMP may be entitled to, by way of cash or shares, a payment equivalent to the value of dividends that would have been payable had they been the holder of the underlying shares over which the Right is exercisable during a period determined by the Board.

Board discretion The Board reserves the right to adjust the outcome where appropriate for acquisitions and/or disposals or other events/circumstances that may unreasonably skew the outcome.

(i) The ASX provided an in-principle waiver from ASX Listing Rule 10.14, to permit Webjet Group to grant Webjet Group Limited Rights to Ms Barry, without shareholder approval.

43

Remuneration Report

4. Executive KMP benchmarking policy and framework (continued)

4.
Executive KM
P benchmarking policy and framework(continued)
Trading restrictions Executive KMP are not permitted to dispose of, or otherwise deal with, their Rights. Subject to
compliance with applicable laws and the Company’s Share Trading Policy, Executive KMP will
not beprevented from dealingwith anyshares acquired upon vestingof the Rights.
Cessation of employment If the Executive KMP’s employment is terminated for cause, the clawback provisions
(described below) will apply.
Where the Executive KMP’s employment contract terminates because of redundancy, death,
serious illness or disability, the Board retains a residual discretion to permit retention and/or
exercise of unvested Rights.
In all other circumstances, subject to the clawback provisions, the Executive KMP will retain a
pro-rata proportion (based on the portion of FY25 that has elapsed) of the number of unvested
Rights which will be retained for testingat the end of theperformanceperiod.
Clawback The Rights are subject to customary clawback provisions under which, subject to the
discretion of the Board, Rights will lapse if, among other things, the Executive KMP materially
breaches his/her obligations to the Company or has acted fraudulently or dishonestly in
relation to the affairs of the Company.
Change of control If a “change in control event” occurs, the Board will have discretion, including the discretion
to determine whether to waive or modify (but not add to) some or all of the performance
conditions, concerning what Rights (if any) may be exercised and/or to require the Executive
KMP to take any other action, provided that the actions or determinations of the Board do
not, in the Board’s opinion, materially disadvantage the Executive KMP. A “change in control
event” is defned to include a takeover bid that has become unconditional and has delivered
voting power of more than 50% of the Company to a bidder, a scheme of arrangement or
other acquisition of shares in the Company which has been approved by Shareholders
and delivers control of the Company to any person or a sale of a majority in value of the
Company’s businesses and/or assets to a thirdparty.

c. Remuneration arrangements in connection with the demerger

Treatment of LTI grants on foot at the time of demerger

At the time of demerger, Mr Shannos held 13,000 FY23 LTI performance rights and 11,000 FY24 LTI performance rights. Having regard to the nature of the performance conditions and the need to incentivise and retain employees during the demerger process, the vesting date of both grants’ performance periods was brought forward to 20 September 2024, with the consequence that both testing of vesting conditions and vesting of those Rights (if any) occurred prior to the demerger record date (and implementation of the demerger).

As approximately 2.5 years of the 3-year performance period for the FY23 LTI had elapsed when the demerger was implemented, pre-demerger, the terms of the Rights were amended with the effect that, on exercise of any vested Rights, Mr Shannos received one Web Travel Group share and one Webjet Group share.

The FY24 Rights were treated differently in the demerger, as approximately 1.5 years of the 3-year performance period for the FY24 LTI had elapsed when the demerger was implemented. As part of the demerger, it was agreed that the vested FY24 performance rights would be cash-settled in four equal tranches, with payment made in December 2024, March 2025, June 2025 and September 2025 (subject to continued employment with Webjet Group on the relevant payment dates). The value of the cash payments was determined using the 20-day VWAP of Webjet Limited shares prior to the date that Webjet Limited shares trade on an ex-demerger entitlement basis.

The terms of Mr Shannos’s FY23 and FY24 LTI Rights are outlined in the tables below.

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FY23 LTI
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Performanceperiod 1 April 2022 to 20 September 2024.
Performance measures The performance measure for the vesting of the Rights was based on the TSR of Webjet
Limited compared to that of the ASX200 listed entities (excluding banks, resource companies,
listed property trusts and ETF/index-based companies).
The vesting outcome is determined at the end of the performance period with reference to the
following vesting scale:
TSR ranking
% of Rights that vest
Below 40thpercentile
0%
At the 40thpercentile
25%
Between 40th and
75thpercentiles
Straight-line pro-rata vesting
between 25% – 100%
At or above the 75th percentile
100%

44 Webjet Group Limited Annual Report 2025

4. Executive KMP benchmarking policy and framework (continued)

FY24 LTI FY24 LTI
Performance period 1 April 2023 to 20 September 2024.
Given the timing of the release of half-year results, the end date of the performance period
of the EBIT CAGR performance hurdle was 30 September 2024, following the release of the
Company’s half-year fnancial report.
Performance measures The performance measures for the vesting of the FY24 LTI Rights comprised the following,
each with a weighting of 50%:
relative TSR compared to ASX200 listed entities (excluding banks, resource companies, listed
property trusts and ETF/index-based companies); and
absolute EBIT CAGR. The EBIT CAGR measurement would exclude the impact of any material
disposals/acquisitions.
The outcomes of each measure were determined with reference to the following vesting scales:
Relative TSR
TSR ranking
% of Rights that vest
Below the 40thpercentile
0%
At the 40thpercentile
12.5%
Above the 40th percentile and
below the 50thpercentile
Straight-line pro-rata vesting
between 12.5% – 17.5%
At the 50thpercentile
17.5%
Above the 50th percentile and
below the 75thpercentile
Straight-line pro-rata vesting
between 17.5% – 50%
At or above the 75thpercentile
50%
Absolute EBITgrowth
Scaling 3-year EBIT CAGR
% of Rights that vest
Less than 20%
0%
At 20%
20%
Above 20% and below 25%
Straight-line pro-rata vesting
between 20% – 25%
At 25%
25%
Above 25% and below 35%
Straight-line pro-rata vesting
between 25% – 50%
At or above 35%
50%
The vesting outcomes of FY23 and FY24 LTI Rights are outlined in the table below:
Executive Grant Performance measure
Performance
outcome
% Awards
vested
% Awards
lapsed
Layton
Shannos
FY23 LTI
Rights
The TSR of Webjet Limited compared to
that of the ASX200 listed entities (excluding
banks, resource companies, listed property
trusts, ETF/index-based companies), tested
over an approximately 2.5-year period from
1 April 2022 to 20 September 2024.
Achieved
100%
0%
FY24 LTI
Rights(i)
TSR (50%) compared to ASX200 listed
entities (excluding banks, resource
companies, listed property trusts and
ETF/index-based companies), tested over
an approximately 1.5-year period from
1 April 2023 to 20 September 2024.
Partially
achieved
54%
46%
Absolute EBIT CAGR (50%) tested over
an approximately 1.5-year period from
1 April 2023 to 30 September 2024.
Partially
achieved
98%
2%

(i) FY24 LTI Rights were modified to be cash-settled in four equal tranches in December 2024, March 2025, June 2025, and September 2025, subject to continued employment with Webjet Group. Outcomes are based on Webjet Limited’s performance up to the vesting date.

d. Minimum shareholding requirement

The Company does not have a prescribed minimum shareholding requirement, however, KMP are encouraged to have a meaningful shareholding in Webjet Group to ensure alignment with shareholders and encourage an ‘ownership’ mindset. Substantial shareholdings can be accumulated by Executive KMP through participation in the LTI scheme, with benefits delivered 100% in equity, or through on-market purchases (in accordance with the Company’s Share Trading Policy).

45

Remuneration Report

5. Remuneration outcomes in FY25

a. Company performance

The following table provides details of important performance metrics for the Company, such as TTV (which drives revenue), Underlying EBITDA (which captures operational earnings), asset growth, and Total Shareholder Return (TSR) over the previous two financial years. As detailed above, these metrics, particularly EPS and TSR performance, are also linked directly to the incentive components of KMP remuneration, as the Company understands the importance of aligning the interests of the Executive KMPs with the interests of the shareholders.

Table 1: Company Performance – FY25

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FY24 [(i)] FY25
Financial Metrics ($m)
Total Transaction Value $1,591m $1,503m
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UnderlyingEBIT(ii) $28.2m $28.1m
NPAT ($10.6m) $5.1m
Assets $193.7m $244.0m
Market capitalisation n/a $221.8m
Shareprice($)– Unadjusted(iii) n/a 0.565
Shareprice($)– Adjusted(iii) n/a 0.565
UnderlyingEarning per Share(cents) n/a 1.30
Basic Earning per Share(cents) n/a 1.28
Dividendper Share(cents)
Interim n/a
Final n/a
TSR(%) n/a n/a
Directors Remuneration($m) n/a $0.3m(iv)
Executive KMP Remuneration($m) n/a $1.0m(iv)

(i) Webjet Group has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. Consequently, the comparative numbers are only representative in nature.

(ii) Underlying EBIT (which is not the statutory result) is a non-IFRS measure and not subject to audit procedures. This adjusts for Revenue $nil (2024: $6.0 million), corporate costs of $nil (2024: $2.6 million), non-recurring items of $nil (2024: $3.3 million), share-based payments of $4.0 million (2024: $4.6 million), non-operating expenses of $14.1 million (2024: $nil), non-cash items including depreciation and amortisation $nil (2024: $3.9 million) and impairments of nil (2024: $28.3 million) to provide a clearer and more consistent view of Webjet Group’s ongoing financial performance.

(iii) Reflects closing share price as at 31 March 2025.

(iv) Amounts reflect part-year remuneration from 1 October 2024 to 31 March 2025.

b. FY25 Remuneration outcomes

STI Outcomes

As discussed in section 4 (b) above, the Board determined not to award an STI for FY25. Therefore, there are no STI awards made to any Executive KMP in FY25.

LTI Outcomes

There were no LTI outcomes following implementation of the demerger on 1 October 2024. Mr Shannos had FY23 and FY24 LTI Rights granted during his previous role at Webjet Limited, that vested before the implementation of the demerger. The vesting outcomes of these grants are disclosed in section 4 (c).

46 Webjet Group Limited Annual Report 2025

5. Remuneration outcomes in FY25 (continued)

c. Statutory Remuneration for FY25

The table has been prepared in accordance with relevant accounting standards. Where applicable, remuneration for Executive KMP has been pro-rated for the period within FY25 that she/he served as a member of the KMP.

Table 2 – Statutory Executive KMP remuneration – FY25

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Replacement
Other and Post
One-off Remu- transitional Long-term employment
Year Salary Bonus [(ii)] neration [(iii)] grants [(iv)] [Share-based] payments [(v)] benefits [(vi)] benefits [(vii)] Total
$ $ $ $ $ $ $ $
Katrina Barry [(i)] 2025 310,000 130,000 – – 98,334 26,558 15,000 579,892
Layton Shannos [(i)] 2025 219,000 – 126,316 59,905 30,343 23,258 15,000 473,822
Total 2025 529,000 130,000 126,316 59,905 128,677 49,816 30,000 1,053,714
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(i) While Ms Barry and Mr Shannos were appointed as CEO and CFO of the Company, respectively, on 15 July 2024, prior to the demerger becoming fully effective on 1 October 2024, they were not Executive KMPs of Webjet Group. Following the demerger, Ms Barry and Mr Shannos became Executive KMP of the Company and, therefore, the amounts shown in the table above reflect their remuneration from 1 October 2024 to 31 March 2025.

(ii) In February 2025, a one-off bonus was granted to Ms Barry in recognition of the significant additional workload and leadership demonstrated in establishing the Company as a standalone ASX-listed entity. This bonus reflects the complexity and scale of the work required to position the Company and its Group entities for long-term success. The bonus was determined based on demonstrated service and performance in leading the separation and ASX listing. The bonus was fully paid in March 2025. No further payments are scheduled or will be made in future financial years. Mr Shannos also received a one-off bonus for work undertaken in the lead-up to the demerger, prior to his appointment as a KMP. This bonus was paid and accounted for by Webjet Limited.

(iii) In May 2024, a retention payment arrangement was established by Web Travel Group (formerly Webjet Limited) for selected senior employees, which included Mr Shannos, to support the successful execution of the demerger and retain critical organisational knowledge within demerged entities (including the Company). The arrangement was designed to ensure continuity of leadership and expertise through the transition period, with payment contingent on continued service through to December 2025. 100% of the payment, amounting to $400,000, will be payable in January 2026 upon fulfilment of the service condition. If the individual resigns before December 2025, the payment will be forfeited in full.

(iv) As part of the demerger, existing FY24 performance rights under the Web Travel Group plan were modified to be cash-settled in four equal tranches, payable in December 2024, March 2025, June 2025, and September 2025. These payments are subject to the recipient’s continued employment with Webjet Group Limited at each tranche date. The estimated minimum value of the modified grant is 0%, and the maximum is 100%, contingent on continued service at each of the payable dates, with the final tranche due in September 2025. FY24 LTI is accounted for in accordance with AASB 2 Share-based Payment, the associated cost is recognised as a share-based payment expense over the period in which the relevant service conditions are met.

(v) FY25 LTI rights were granted in January 2025. Share-based payment awards granted to KMP are accounted for in accordance with AASB 2 Share-based Payment, which requires the recognition of accounting expense over the vesting period of the awards, reflecting the fair value of the equity instruments granted. The ASX provided an in-principle waiver from ASX Listing Rule 10.14, to permit Webjet Group to grant Webjet Group Limited Rights to Ms Barry, without shareholder approval.

(vi) Long-term benefits include annual leave and long service leave expenses accrued during the financial year.

(vii) Post-employment benefits comprise superannuation contributions made in accordance with statutory requirements.

47

Remuneration Report

6. NED remuneration

a. Remuneration policy and payment to Non-Executive Directors Webjet Group prides itself on the ability to attract directors of the highest calibre. NED fees reflect the responsibilities inherent in the stewardship of Webjet Group and the demands made of Directors in the discharge of their responsibilities (including their participation in relevant Board committees, currently being the Remuneration and Nomination Committee and the Audit and Risk Committee). All fees paid to NEDs are reviewed annually, with any changes being effective from 1 April each year.

In the lead up to the demerger, a comprehensive review of NED remuneration was conducted with assistance from an independent remuneration advisor to ensure that NED fees are aligned with the broader market (see section 8 (e) for further information). The review involved market analysis of NED remuneration of ASX-listed companies of comparable size (by market capitalisation) and in a similar sector and/or industry. See section 4 (a) for an overview of the peer groups used to inform benchmarking. NED fees have been set to position the total fees (inclusive of committee fees) around the median of peer benchmarks.

The annual NED fees for FY25 are outlined below:

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2025 fees [(i)]
Chair [(ii)] $190,000
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Chair(ii) 2025 fees(i)
$190,000
Non-Executive Directors $120,000
Board Committees – Chair $15,000

(i) Effective from 1 October 2024.

(ii) The Chair fee does not receive additional committee fees.

The total amount paid in any financial year to all Webjet Group NEDs must not exceed, in aggregate, the amount fixed by the Company in a general meeting. This amount was fixed at $2,000,000 prior to Webjet Group listing on the ASX.

Although there is no prescribed minimum shareholding requirement for our NEDs, all NEDs are encouraged to have a meaningful shareholding in Webjet Group to ensure alignment with shareholders and to encourage an ‘ownership’ mindset.

Table 3 – Total FY25 Statutory Non-Executive Director Remuneration

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Post-
Salary employment
Non-Executive Director Year and fees benefits Total
$ $ $
Don Clarke [(i)] 2025 85,202 9,798 95,000
Shelley Beasley [(i)] 2025 58,252 1,748 60,000
Brad Holman [(i)] 2025 61,659 7,091 68,750
Ellen Comerford [(ii)] 2025 66,613 – 66,613
Total 2025 271,726 18,637 290,363
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(i) Mr Clarke, Ms Beasley and Mr Holman were appointed to the Webjet Group Board on 15 July 2024. However, they were not remunerated as Webjet Group KMP until 1 October 2024. Therefore, the amounts shown reflect remuneration from 1 October 2024 to 31 March 2025.

(ii) Appointed 1 October 2024. The amounts reflect Ms Comerford’s time in the role.

48 Webjet Group Limited Annual Report 2025

7. Executive service agreement summary

Each Executive KMP has entered into an employment contract in respect of their role with Webjet Group. Details of the relevant contracts are set out in Table 4 below.

Table 4 – Employment contracts

Name
Duration of service agreement
Noticeperiod
Restraint
period(i)
By Executive
By company
Katrina Barry
Ongoing
6 months
6 months
12 months
Layton Shannos
Ongoing
6 months
6 months
12 months

(i) Restriction on Executive KMP’s involvement in any business competitive with any Webjet Group business after termination of employment.

Table 5 – Other relevant components of employment contracts

Clause Description Termination A mutual requirement of 6 months’ notice, plus, if a Change of Control Event occurs in respect of the Company at any time before 1 October 2026 and Ms Barry’s employment by the Company is terminated within 6 months of that Change of Control Event occurring, the Company must provide an additional 6 months’ notice to Ms Barry. The Company may elect to make a payment in lieu of all or any part of the notice period.

The Company may terminate an Executive KMP’s employment for serious misconduct, dishonesty, fraud, engaging in acts injurious to their reputation, a breach of the employment agreement, or being unable to satisfactorily perform their duties, without notice or any payment in lieu of notice. Executive KMP may be subject to a restraint period of up to 12 months after termination.

49

Remuneration Report

8. Other statutory disclosures

This section provides details of any additional statutory disclosures that have not been included in the previous sections of the Remuneration Report.

a. LTI and other equity awards information

Table 6 – Executive KMP Rights

KMP Financial Year
Grants
Opening
balance at
1 April
Granted
No.
Exercised
No.
Closing
balance as at
31 March
No.
Katrina Barry 2025 FY25 performance rights 1,027,088 1,027,088
Layton Shannos 2025 FY25 performance rights 316,930 316,930

Table 7 – Terms of LTI awards

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Number Fair value at
KMP Grants Tranche granted Grant date grant date Vesting date Expiry date
Katrina Barry FY25 TSR 513,544 30/01/2025 $155,347 31/03/2027 31/03/2032
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Katrina Barry
FY25
TSR
513,544
30/01/2025
$155,347
31/03/2027
31/03/2032
performance
rights
performance
rights
EPS
performance
rights
513,544
30/01/2025
$336,321
31/03/2027
31/03/2032
Layton Shannos
FY25
performance
rights
TSR
performance
rights
158,465
30/01/2025
$47,936
31/03/2027
31/03/2032
EPS
performance
rights
158,465
30/01/2025
$103,779
31/03/2027
31/03/2032

b. Shareholdings of KMP

The number of ordinary shares/options in Webjet Group held directly, indirectly, or beneficially by each individual (including shares held in the name of the spouse, superannuation fund, nominee and/or other controlled entities) on 31 March 2025 are shown in Table 8 below.

Table 8 – Shares

Financial Year Balance
as at 1 April
2024
No.
Received
on exercise
of LTI
No.
Other
movements
No.
Balance
as at 31 March
2025
Don Clarke 2025 n/a n/a 165,038 165,038
Katrina Barry 2025 n/a n/a 161,931 161,931
Shelley Beasley 2025 n/a n/a 562,080 562,080
Brad Holman 2025 n/a n/a 360,400 360,400
Ellen Comerford 2025 n/a n/a 94,500 94,500
Layton Shannos 2025 n/a n/a

50 Webjet Group Limited Annual Report 2025

8. Other statutory disclosures (continued)

c. Prohibition on hedging of Webjet Group shares and options

Executive KMP are not permitted to enter a margin facility, share lending facility, hedging or other arrangement that involves the use of the Company’s securities as security or collateral for the funding, or to assist in the acquisition of, the Company’s securities or the securities of another entity, without prior clearance in accordance with the Company’s Share Trading and Conflicts Policy.

d. KMP Transactions

Several Directors hold or have held positions in other companies where it is considered they control or influence the financial or operating policies. From 1 October 2024, Webjet Group has a transitional service agreement (TSA) with Web Travel Group for a maximum period of 18 months to ensure continuity of business operations, and two Directors who hold positions with both Webjet Group Limited and Web Travel Group Limited. This relationship is disclosed in the financial statements in Note 24. Other than the TSA arrangement, there have been no transactions nor any amounts owed by Webjet Group to entities associated with, or personally related to, the Directors.

e. External independent remuneration advisors

During FY25 independent remuneration consultant Godfrey Remuneration Group (GRG) reviewed and provided recommendations on KMP remuneration.

GRG provided the following services to the Webjet Group Board in July 2024, prior to the demerger:

  • Executive KMP remuneration benchmarking for Webjet Group B2C; and

  • NED remuneration benchmarking for Webjet Group B2C.

The Board is satisfied that the remuneration recommendations received were free from any undue influence by a member of KMP to whom the recommendations are related.

This Remuneration Report was approved by the Board on 21 May 2025 and has been signed in accordance with a resolution of the Directors made pursuant to section 298(2) of the Corporations Act 2001 (Cth).

51

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Financial Report

52 Webjet Group Limited Annual Report 2025

Financial Report

For the year ended 31 March 2025

Consolidated financial statements

Consolidated statement of proft or loss 54
and other comprehensive income
Consolidated statement of fnancial position 55
Consolidated statement of cash fows 56
Consolidated statement of changes in equity 57

Notes to the consolidated financial statements

1 Corporate information 58
2 Basis of preparation 58
3 Critical accounting judgements and 59
key source of estimation uncertainty
4 Segment information 60
5 Revenue 61
6 Expenses 64
7 Share-based payments expense 65
8 Key management personnel compensation 66
9 Taxation 67
10 Dividends 69
11 Earnings per share 70
12 Cash and cash equivalents 70
13 Intangible assets 71
14 Property, plant and equipment 73
15 Leases 74
16 Trade receivables and other assets 75
17 Trade payables and other liabilities 76
18 Other liabilities 77
19 Issued capital 77
20 Share-based payments reserve 78
21 Investment in associates 78
22 Financial risk management 78
23 Parent entity fnancial information 80
24 Related party transactions 81
25 Remuneration of auditors 82
26 Credit facilities 82
27 Subsidiaries 83
28 Contingent assets and liabilities 83
29 Subsequent events 83
Consolidated entity disclosure statement 84
Directors’ Declaration 85
Independent Auditor’s Report 86

53

Consolidated statement of profit or loss and other comprehensive income

For the year ended 31 March 2025

2025 2024(i)
Notes $ m $ m
Revenue 5.2 139.4 149.5
Other income 0.3 0.2
Total revenue 139.7 149.7
Employee beneft expenses
Operating expenses
Non-operatingexpenses
6.1
6.2
6.3
(37.7)
(66.6)
(14.1)
(49.2)
(60.7)
Proft before interest, tax, depreciation, amortisation and impairment 21.3 39.8
Depreciation and amortisation
Impairment expense
Interest income
Interest expense and fnance costs
13,14
13
6.4
6.4
(11.3)

4.0
(2.3)
(7.0)
(28.3)
3.2
(4.8)
Proft before tax 11.7 2.9
Income tax expense 9.1 (6.6) (13.5)
Netproft/(loss) after tax 5.1 (10.6)
Other comprehensive income
Items that may be reclassifed subsequently to proft or loss
– Exchange difference on translatingforeign operations
0.1 (0.3)
0.1 (0.3)
Items that will not be subsequently reclassifed to proft or loss
– Income tax(expense)/beneft relatingto share-basedpayments
(0.2) 0.5
(0.2) 0.5
Other comprehensive(loss)/income for theperiod, net of income tax (0.1) 0.2
Total comprehensive income/(loss) for theperiod 5.0 (10.4)
Total comprehensive income/(loss) attributable to:
Owners of the parent company
Non-controllinginterests
5.0
(10.4)
5.0 (10.4)
Cents Cents
per share per share
Earnings per share:
Basic 11 1.30 (2.70)
Diluted 11 1.28 (2.70)

(i) Webjet Group Limited and its controlled entities (“ Webjet Group ”) has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. Consequently, the comparative numbers are only representative in nature.

Notes to the consolidated financial statements are included on pages 58 to 83.

54 Webjet Group Limited Annual Report 2025

Consolidated statement of financial position

As at 31 March 2025

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2025 2024 [(i)]
Notes $ m $ m
Current assets
Cash and cash equivalents 12 148.9 100.3
Trade receivables and other assets 16 16.4 17.6
Total current assets 165.3 117.9
Non-current assets
Intangible assets 13 74.1 71.9
Property, plant and equipment 14 3.6 2.1
Deferred tax assets 9.3 0.7 1.5
Investment in associates 21 0.3 0.3
Total non-current assets 78.7 75.8
Total assets 244.0 193.7
Current liabilities
Trade payables and other liabilities 17 70.4 67.4
Other current liabilities 18.1 21.1 16.3
Total current liabilities 91.5 83.7
Non-current liabilities
Deferred tax liabilities 9.4 3.7 2.2
Other non-current liabilities 18.1 1.9 73.4
Total non-current liabilities 5.6 75.6
Total liabilities 97.1 159.3
Net assets 146.9 34.4
Equity
Issued capital 19 26.9 26.9
Reserves 119.6 12.2
Retained earnings (0.9) (6.0)
Non-controlling interests 1.3 1.3
Total equity 146.9 34.4
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(i) Webjet Group has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. Consequently, the comparative numbers are only representative in nature.

Notes to the consolidated financial statements are included on pages 58 to 83.

55

Consolidated statement of cash flows

For the year ended 31 March 2025

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2025 2024 [(i)]
Notes $ m $ m
Net profit/(loss) after tax 5.1 (10.6)
Add back:
– Depreciation and amortisation 13,14 11.3 7.0
– Impairment 13 – 28.3
– Net interest and finance costs 6.4 (1.7) 1.6
– Income tax expense 9.1 6.6 13.5
Profit before interest, tax, depreciation, amortisation and impairment 21.3 39.8
Adjusted for changes in working capital:
– Increase/(decrease) in trade receivables and other assets 2.7 (1.4)
– Decrease in trade payables and other liabilities (10.1) (3.3)
Non-cash items 4.0 4.6
Cash flow from operating activities before interest and tax 17.9 39.7
Net interest and finance costs received/(paid) 1.7 (1.6)
Income tax expense paid (0.2) (0.1)
Net cash inflows from operating activities 19.4 38.0
Purchase of property, plant and equipment 14 (1.0) (0.6)
Purchase of intangible assets 13 (12.3) (11.5)
Dividends received 0.3 0.2
Net cash outflows from investing activities (13.0) (11.9)
Payment of lease liabilities 15 (0.8) (1.1)
Proceeds from demerger cash allocation 43.0 –
Settlement of related party loans – (1.5)
Net cash inflows/(outflows) from financing activities 42.2 (2.6)
Net increase in cash and cash equivalents 48.6 23.5
Cash and cash equivalents at the beginning of the period 100.3 76.8
Cash and cash equivalents at the end of the period 12 148.9 100.3
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(i) Webjet Group has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. Consequently, the comparative numbers are only representative in nature.

Notes to the consolidated financial statements are included on pages 58 to 83.

56 Webjet Group Limited Annual Report 2025

Consolidated statement of changes in equity

For the year ended 31 March 2025

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----- Start of picture text -----

Share- Foreign Attributable
based Common currency to owners Non-
Issued payments control translation Retained of the controlling Total
capital reserve reserve reserve earnings parent interest equity
$ m $ m $ m $ m $ m $ m $ m $ m
Balance at 1 April 2024 26.9 1.7 8.5 2.0 (6.0) 33.1 1.3 34.4
Profit for the period – – – – 5.1 5.1 – 5.1
Other comprehensive income/(loss)
for the period, net of income tax – (0.2) – 0.1 – (0.1) – (0.1)
Total comprehensive income/(loss)
for the period – (0.2) – 0.1 5.1 5.0 – 5.0
Transactions with owners in their
capacity as owners, net of tax
Settlement of balances as part
of demerger [(i)] – – 107.1 – – 107.1 – 107.1
Share-based payments expense
recognised for the period – 0.4 – – – 0.4 – 0.4
Total comprehensive income
for the period – 0.4 107.1 – – 107.5 – 107.5
Balance at 31 March 2025 26.9 1.9 115.6 2.1 (0.9) 145.6 1.3 146.9
Balance at 1 April 2023 [(ii)] 26.9 1.2 – 1.3 4.9 * 34.3 1.3 35.6
Loss for the period – – – – (10.6) (10.6) – (10.6)
Other comprehensive income/(loss)
for the period, net of income tax – 0.5 – (0.3) – 0.2 – 0.2
Total comprehensive income/(loss)
for the period – 0.5 – (0.3) (10.6) (10.4) – (10.4)
Transactions with owners in their
capacity as owners, net of tax
Settlement of related party balances – – 8.5 1.0 (0.3) 9.2 – 9.2
Total comprehensive income/(loss)
for the period – – 8.5 1.0 (0.3) 9.2 – 9.2
Balance at 31 March 2024 [(ii)] 26.9 1.7 8.5 2.0 (6.0) 33.1 1.3 34.4
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(i) The common control reserve relates to the settlement of related party loans upon demerger.

(ii) Webjet Group has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. Consequently, the comparative numbers are only representative in nature.

  • The 1 April 2023 retained earnings previously disclosed in the 30 September 2024 half-year accounts has been updated for a historic consolidation adjustment.

Notes to the consolidated financial statements are included on pages 58 to 83.

57

Notes to the consolidated financial statements

1 Corporate information

Establishing Webjet Group Limited

Webjet Group Limited (ASX:WJL) (the “ Company ”) was incorporated on 15 July 2024 as a wholly-owned subsidiary of Webjet Limited. On 17 September 2024, Webjet Limited shareholders approved the demerger of its business to consumer (B2C) businesses Webjet OTA, Cars & Motorhomes (formerly GoSee) and technology company Trip Ninja. Webjet Limited subsequently become known as Web Travel Group Limited (ASX:WEB) (“ Web Travel Group ”).

The Restructure

During the year ended 31 March 2025, Web Travel Group undertook a restructure and demerger process, pursuant to which a newly incorporated company, Webjet Group Limited, was formed. As part of the restructure, Webjet OTA, Cars & Motorhomes and Trip Ninja were transferred to the Company.

The restructure (i.e. the creation of the Company and the transfer of Webjet OTA, Cars & Motorhomes and Trip Ninja) was considered a common control transaction, given Web Travel Group controlled the Company and its controlled entities (“ Webjet Group ”), both before and after the restructure. Common control transactions are excluded from the scope of AASB 3 Business Combinations and there is no specific guidance under Australian Accounting Standards for the accounting treatment to be adopted for these transactions. Consequently, management adopted an accounting policy they consider reliable and relevant to the decision-making needs of users of the financial statements.

Webjet Group adopted predecessor accounting for the restructure, reflecting the assets and liabilities transferred at their predecessor or book values as at the date of the restructure. Management consider this approach best reflected the substance of the transaction given it was an internal reorganisation, and Webjet Group remained fully controlled by Web Travel Group after completion of the restructure up until the demerger date of 30 September 2024. The Company did not pay Web Travel Group any cash as consideration upon transfer of the assets and liabilities of the controlled entities and instead issued new equity to Web Travel Group at an equivalent value of $26.9 million, reflecting the value of individual investments carried at cost in the previous standalone accounts of Webjet Limited. As part of the demerger, an additional cash balance was contributed to Webjet Group by Web Travel Group. The difference between the book value of the issued shares and the value of the net assets of the B2C businesses was recognised as a common control reserve in equity in the financial statements of Webjet Group. The additional cash allocation of $43 million is included in the common control reserve in equity. No goodwill arose under the restructure.

The Demerger

On 17 September 2024, the Webjet Limited shareholders approved the demerger of Webjet Group by way of the declaration of an in-specie distribution to the shareholders. On 30 September 2024 Webjet Group separated from Web Travel Group, by Web Travel Group distributing its shares in the Company to the eligible Web Travel Group shareholders on a one-for-one-basis.

In anticipation of and in conjunction with the demerger, on 23 September 2024, the Company’s shares started trading on the Australian Securities Exchange on a conditional and deferred settlement basis with normal trading commencing on 1 October 2024 under the code ‘WJL’.

Historical Financial Information

The Company has adopted an accounting policy whereby the financial statements of the demerged stand-alone Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period. The historical financial performance and financial position of Webjet Group are combined and presented as though Webjet Group had always existed in its current form, using the historical cost basis of the assets and liabilities from the original entity (i.e. the company previously referred to as Webjet Limited). Consequently, the comparative numbers are only representative in nature.

Statement of compliance

This general purpose consolidated financial statements for the year ended 31 March 2025 has been prepared in accordance with Australian Accounting Standards and the Corporations Act 2001 . The financial statements complies with International Financial Reporting Standards (IFRS) adopted by the International Accounting Standards Board (IASB). For the purposes of preparing the consolidated financial statements, the Company is a for-profit entity.

2 Basis of preparation

Basis of preparation

The historical cost basis has been used, except for financial instruments that are measured at fair values. The Directors consider that the carrying amounts of financial assets and financial liabilities recognised in the consolidated financial statements approximate their fair values. All amounts are presented in Australian dollars, unless otherwise noted.

Webjet Group’s Directors have included information in this report that they deem to be material and relevant to the understanding of the consolidated financial statements. The Directors have elected to apply predecessor accounting approach (see note on historical financial information). These consolidated financial statements are prepared on a going concern basis. The accounting policies and methods of computation adopted in the preparation of the full-year financial statements are detailed in Note 2. The accounting policies are consistent with Australian Accounting Standards and with IFRS Accounting Standards.

58 Webjet Group Limited Annual Report 2025

Other than the above, there has not been any matter or circumstance occurring subsequent to the end of the full-year period that has significantly affected, or may significantly affect, the operations of Webjet Group, the results of those operations, or the state of affairs of Webjet Group in future periods.

Functional and Presentation Currency

The Company’s functional and presentation currency is Australian dollars. Each entity within Webjet Group determines its own functional currency and the financial statements of each entity are measured using that functional currency.

Transactions and Balances

Going concern

The Directors have, at the time of approving the financial statements, a reasonable expectation that Webjet Group has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and its controlled entities up to 31 March 2025. Control is achieved when the Company:

  • Has the power over the investee

  • Is exposed, or has rights, to variable returns from its involvement with the investee

  • Has the ability to use its power to affect its returns

All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions between the members of Webjet Group are eliminated on consolidation.

Rounding of amounts

The Company is a company of the kind referred to in ASIC Corporations (Rounding in Financials/Directors’ Reports) Instrument 2016/191, dated 24 March 2016, and in accordance with that Corporations Instrument amounts in the full-year financial report are rounded off to the nearest one hundred thousand dollars, unless otherwise indicated.

Adoption of new accounting standards

Webjet Group has adopted all the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (AASB) that are relevant to its operations and effective for an accounting period that begins on or after 1 April 2024.

Set out below are the new and revised Standards and amendments thereof effective for the current year that are relevant to Webjet Group:

  • AASB 2021-2 Amendments to Australian Accounting Standards: Disclosure of Accounting Policies and Definition of Accounting Estimates;

  • AASB 2021-5 Amendments to Australian Accounting Standards: Deferred Tax related to Assets and Liabilities arising from a Single Transaction;

Transactions in currencies other than the functional currency of the entity are recorded using the exchange rate on the date of transaction. Monetary assets and liabilities that are denominated in foreign currencies at the balance date are translated at the closing exchange rate. Non-monetary assets are not subject to retranslation unless they are carried at fair value. Gains and losses arising on the retranslation of monetary assets and liabilities are included in the consolidated statement of profit or loss and other comprehensive income.

3 Critical accounting judgements and key sources of estimation uncertainty

In applying Webjet Group’s accounting policies, which are described in the respective Notes, the Directors are required to make judgements (other than those involving estimations) that have a significant impact on the amounts recognised and to make estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Critical judgements and estimates which are material to the financial report are found in the following notes:

  • Note 5.1 Accounting for gift cards

  • Note 5.1 Supplier breakage Note 7 Share-based payments expense Note 9 Taxation

  • Note 13 Impairment

  • Note 13 Capitalised development – Booking platforms

  • AASB 2021-7 Amendments to Australian Accounting Standards: Effective Date of Amendments to AASB 10 and AASB 128 and Editorial Corrections; and

  • AASB 2022-7 Editorial Corrections to Australian Accounting Standards and Repeal of Superseded and Redundant Standards.

The application of the above standards and amendments has had no material impact on the disclosures or on the amounts recognised in the consolidated financial statements.

59

Notes to the consolidated financial statements

4. Segment information

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decisionmaker. The chief operating decision-maker ( CODM ), who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Group CEO and Managing Director ( MD ).

The MD considers Webjet Group’s operations to comprise three interrelated business segments: Webjet OTA, Cars & Motorhomes, and Trip Ninja. Webjet OTA is a leading online travel agency in Australia and New Zealand with strong brand recognition. Cars & Motorhomes operates a global e-commerce platform specialising in motorhome and car rentals, servicing customers across multiple international markets. Trip Ninja is a travel technology business that develops innovative solutions to optimise complex travel itineraries. Collectively, these segments provide a comprehensive travel offering spanning flights, hotels, holiday packages, car and motorhome rentals, travel insurance, and travel technology.

In accordance with AASB 8 Operating Segments , Webjet Group has reassessed the composition of its reportable segments during the financial period. As a result, Trip Ninja, which was previously reported within the Corporate segment, is now disclosed as a separate reportable segment. This change reflects the way in which the CODM reviews performance and allocates resources. Comparative segment information for the pcp has been restated to reflect the updated segment structure. The segment information provided to the MD for the periods ended 31 March 2025 and 31 March 2024 are set out in the tables below.

Year ended 31 March
2025
2024
2025
2024
2025
2024
2025
2024
2025
2024
Webjet OTA
Cars & Motorhomes
Trip Ninja
Corporate
Total
$ m
$ m
$ m
$ m
$ m
$ m
$ m
$ m
$ m
$ m
Bookings (000's)(i)
Total transaction value (TTV)(i)
Total revenue(ii)
Operating costs
Share-based payments expense(iii)
Non-operatingexpenses(iv)
1,254
1,342
278
300




1,532
1,642
1,312
1,380
191
211




1,503
1,591
119.9
127.2
19.5
21.6
0.3
0.9


139.7
149.7
(68.3)
(67.0)
(17.9)
(19.9)
(3.1)
(3.3)
(11.0)
(15.1) (100.3) (105.3)








(4.0)
(4.6)








(14.1)
EBITDA(v) 51.6
60.2
1.6
1.7
(2.8)
(2.4)
(11.0)
(15.1)
21.3
39.8
Depreciation and amortisation
Impairment expense
Interest income
Interest expense and fnance costs
(11.3)
(7.0)

(28.3)
4.0
3.2
(2.3)
(4.8)
Proft before tax 11.7
2.9

(i) Bookings and TTV are non-IFRS financial information, are not subject to audit procedures and do not represent revenue in accordance with Australian Accounting Standards. Bookings represent the number of flights, hotels, holiday packages, hire Cars & Motorhomes rentals reservations made by customers on Webjet Group’s booking platforms. TTV is the gross transaction price on a booking.

(ii) Webjet Group is considered an agent in providing travel services and only recognises net commission receivable as revenue. (iii) Share-based payments expense in the current period reflects acceleration of Webjet Limited FY23 and FY24 performance rights as a result of the demerger and FY25 Webjet Group performance rights.

(iv) Non-operating expenses in the current period relate to ACCC proceedings, the demerger and restructuring.

(v) EBITDA represents earnings before interest, tax, depreciation, amortisation and impairment.

Split of segment revenue and non-current assets by geography based on domicile of legal entity and does not reflect actual destination or source market.


destination or source market.
Revenue(i)
Non-current assets(ii)
Year ended 31 March
As at 31 March
2025
2024
2025
2024
$ m
$ m
$ m
$ m
Australia
Canada
New Zealand
113.1
120.8
43.3
41.7


4.5
3.7
26.3
28.7
29.9
28.6
Total 139.4
149.5
77.7
74.0

(i) Excludes Other income.

(ii) Excludes deferred tax assets and investment in associates.

60 Webjet Group Limited Annual Report 2025

5 Revenue

AASB 15 Revenue from Contracts with Customers , establishes a comprehensive framework for determining whether, how much and when revenue is recognised. Under AASB 15, revenue is recognised when a customer obtains control of the goods or services. Determining the timing of the transfer of control (at a point in time or over time) and the role in the transaction (principal or an agent) both require judgement.

Webjet Group operates online intermediary platforms with Webjet OTA and Cars & Motorhomes offering travel and travel related products, to be provided to retail consumers. Webjet Group has concluded that it acts as an agent in providing online travel booking services, with the supplier of the travel products being considered the principal in the wider travel sales transaction, and customer in the agency relationship. Webjet Group’s performance obligation is to arrange for the provision of domestic and international travel flight deals, hotel accommodation, holiday package deals, vehicle rental and travel insurance. Although Webjet Group provides customer support, it does not provide the specified services itself. Webjet Group does not control the services provided by the other party to customers.

Total transaction value (TTV) represents the total invoiced value payable by the customer, but as the acting agent, Webjet Group recognises revenue for this service in the amount of any fee or commission to which it expects to be entitled in exchange for arranging a booking. Webjet Group’s commission can either be based on a booking fee, or the residual amount received from the customer after paying the associated cost to the supplier of the travel service.

5.1 Revenue Streams An overview of Webjet Group’s primary revenue streams is shown below.


shown below.
Primary Transaction Timing
revenue Performance price of revenue
stream obligation calculated as recognition
Booking Successful Gross booking Point in time:
commission booking value less on booking
revenue completed payable to
supplier or
percentage of
bookingvalue
Supplier Use of supplier Variable Point in time:
rebates(i) services above based on the on booking
an agreed contractual Over time: when
threshold terms it is reasonably
certain the
agreed threshold
will be exceeded
Other revenue Service As per contract Point in time
(marketing, provided with customer, and over time
advertising and percentage of
other revenue) transaction
value

(i) Relates to incentives or lump sum amounts that are received from suppliers. The recognition pattern is dependent on the specific terms of each contract. The revenue is only recognised upfront where there has been a service transferred upfront, otherwise it is recognised over the term of the contract in line with the delivery of the performance obligation. The revenue can be either fixed or variable and is constrained where contract terms require the supplier to be refunded in part or full upon termination of the contract.

Variable consideration

If the consideration in a contract includes a variable amount, Webjet Group estimates the amount of consideration to which it will be entitled to, in exchange for transferring the services to the customer. The variable consideration is estimated at contract inception and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognised will not occur when the associated uncertainty with the variable consideration is subsequently resolved.

Cancellations

Revenue is recognised, subject to the variable consideration constraint, when Webjet Group has provided the contracted service or once the booking is confirmed. Cancellations and refunds related to supplier rebates are subject to the supplier’s refund policy, and Webjet Group’s liability to provide a refund is limited to the amount it actually receives from the relevant supplier. Under Webjet Group’s travel bookings and cancellation policy, fees and charges earned on booking commission revenue are non-refundable.

61

Notes to the consolidated financial statements

Critical accounting judgements and key sources of estimation uncertainty

Accounting for gift cards

Gift card liabilities are recognised at the time of sale, reflecting the obligation to provide goods or services in its capacity as an agent, in exchange for the gift card. This liability is measured at the fair value of consideration received.

Supplier breakage

Cars & Motorhomes aggregates rental vehicle suppliers’ stock on its website and on sells to consumers. As an agent, Cars & Motorhomes recognises commission as revenue on the date the customer makes the booking, since Cars & Motorhomes has fulfilled its role as an agent by completing the service.

A customer has the following payment options available when booking a rental vehicle with Cars & Motorhomes:

  • Pay a deposit at the time of booking, with the balance payable to the supplier at pickup.

  • Pay in full at the time of booking.

  • Pay in full at pickup to the supplier.

In all the above instances the fully integrated Cars & Motorhomes booking platform recognises the booking revenue and the liability to the supplier based on agreed pricing provided by suppliers. Supplier payments are made once the supplier has provided the service to the consumer and submitted an invoice to Cars & Motorhomes.

Amounts paid by customers, net of commission, is recognised as a liability owed to supplier in Cars & Motorhomes’ balance sheet. Since consumers can book vehicles up to 12 months in advance, suppliers may take several months to invoice Cars & Motorhomes. A difference in liability recognition may arise between the supplier’s statement and the recorded liability in Cars & Motorhomes’ balance sheet due to the customer not travelling or an error in the supplier’s record keeping/reconciliation systems. The standard Cars & Motorhomes agreements with its suppliers includes a clause that restricts its suppliers’ from submitting invoices no longer than 12 months after the customer’s travel date. In accordance with AASB 9 Financial Instruments , our obligation to suppliers does not expire until the earlier of contractual expiry date where the contract specifies such a date or such a date that the relevant jurisdictional legislation prescribes.

Unclaimed supplier amounts and differences are recognised only on derecognition of the supplier accrual and/or trade payable. Given the terms of our contractual arrangements, generally we will derecognise supplier liabilities on the earlier of payment, contractual expiry or legal expiry of the obligation, where there the relevant jurisdiction permits expiry in the absence of an enforceable contractual expiry date.

62 Webjet Group Limited Annual Report 2025

5 Revenue (continued)

5.2 Disaggregation of revenue

Revenue by segment, disaggregated by major revenue stream and timing of revenue recognition is as follows:

Revenue Cars &
For the year ended 31 March 2025 Recognition Webjet OTA Motorhomes Trip Ninja Total
$ m $ m $ m $ m
Booking commission revenue Point in time 81.8 16.1 0.3 98.2
Supplier rebates Point in time 9.3 9.3
Supplier rebates Over time 12.6 0.5 13.1
Other revenue Over time 12.2 2.7 14.9
Other revenue Point in time 3.7 0.2 3.9
Revenue(i) 119.6 19.5 0.3 139.4

(i) Excludes Other income from the consolidated statement of profit or loss and other comprehensive income.

Revenue Cars &
For the year ended 31 March 2024 Recognition Webjet OTA Motorhomes Trip Ninja Total
$ m $ m $ m $ m
Booking commission revenue Point in time 89.6 18.4 0.9 108.9
Supplier rebates Point in time 10.1 10.1
Supplier rebates Over time 13.7 0.7 14.4
Other revenue Over time 9.8 2.5 12.3
Other revenue Point in time 3.8 3.8
Revenue(i) 127.0 21.6 0.9 149.5

(i) Excludes Other income from the consolidated statement of profit or loss and other comprehensive income.

5.3 Contract assets and contract liabilities

AASB 15 uses the terms ‘contract asset’ and ‘contract liability’ to describe what might more commonly be known as ‘accrued revenue’ and ‘deferred revenue’. Webjet Group has adopted the terminology used in AASB 15 to describe such balances. These balances are included in trade receivables and other assets and trade payables and other liabilities in the balance sheet.

Cars &
As at 31 March 2025 Webjet OTA Motorhomes Trip Ninja Total
$ m $ m $ m $ m
Contract assets 5.2 5.2
Contract liabilities (0.2) (0.2)
Cars &
As at 31 March 2024 Webjet OTA Motorhomes Trip Ninja Total
$ m $ m $ m $ m
Contract assets 4.9 4.9
Contract liabilities (0.1) (0.1)

Contract assets relate to revenue accrued but not invoiced and are typically realised within three to six months from initial recognition. Contract liabilities relates to cash received in advance of services being performed.

63

Notes to the consolidated financial statements

6 Expenses

6.1 Employee benefit expenses

Employee benefit expenses comprise salaries (basic pay and benefits), salary on costs (post-employment benefits and payroll taxes), share-based payments expense and other employee benefits (staff benefits, amenities and fringe benefits tax). Total employee benefit expenses for the year is as follows:

For the year ended 31 March
2025 2024
$ m $ m
Salaries 28.7 40.0
Salary on costs (post-employment contribution and payroll taxes) 4.2 4.0
Share-based payments expense(i) 4.0 4.6
Other employee benefts 0.8 0.6
Total employee beneft expenses 37.7 49.2

(i) Share-based payments expense in the current period reflects acceleration of Webjet Limited FY23 and FY24 performance rights as a result of the demerger and FY25 Webjet Group performance rights.

6.2 Operating expenses

Operating expenses comprise:

6.2
Operating expenses
Operating expenses comprise:
For the year ended 31 March
2025 2024
$ m $ m
Operational expenses 30.1 29.8
Marketing expenses 22.0 21.2
Technology expenses 5.8 4.4
Administrative expenses 5.6 3.2
Other expenses 3.1 2.1
Total operating expenses 66.6 60.7

6.3 Non-operating expenses

Non-operating expenses comprise:

6.3
Non-operating expenses
Non-operating expenses comprise:
For the year ended 31 March
2025 2024
$ m $ m
Litigation settlements and associated legal costs(i) 10.7
Restructuringcosts(ii) 3.4
Total non-operating expenses 14.1

(i) Following the release of Webjet Group’s half-year results for the six months ended 30 September 2024, the ACCC commenced proceedings against Webjet Marketing Pty Ltd, a wholly-owned subsidiary of Webjet Group. In February 2025, an agreement with the ACCC was reached to resolve the matter (subject to court approval of proposed orders); the proposed penalty and legal costs payable to the ACCC of $9.1 million has been recorded as an accrual. Additionally, $1.6 million has been incurred to date relating to legal representation in this matter.

(ii) Restructuring costs represent one-off expenses related to establishing the strategic direction of Webjet Group, including consulting fees, redundancy costs, and one-time staff payments associated with the demerger.

6.4 Net interest and finance costs

Net interest and finance costs comprise:

For the year ended 31 March
2025 2024
Note $ m $ m
Borrowing costs (0.7) (0.9)
Related party interest(i) (1.4) (3.8)
Lease interest 15 (0.2) (0.1)
Interest expense and fnance costs (2.3) (4.8)
Interest income 4.0 3.2
Net interest and fnance costs 1.7 (1.6)

(i) Related party interest in the pcp and first half of the current period relates to related party loans and is no longer applicable to Webjet Group post-demerger.

64 Webjet Group Limited Annual Report 2025

7 Share-based payments expense

Accounting policy

Share-based payments transactions of the Company

Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the grant date. The fair value excludes the effect of non-market-based vesting conditions. Details regarding the determination of the fair value of equity-settled share-based transactions are set out below.

The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on Webjet Group’s estimate of the number of equity instruments that will eventually vest. At each reporting date, Webjet Group revises its estimate of the number of equity instruments expected to vest as a result of the effect of non-marketbased vesting conditions. The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to reserves.

Cash-settled share-based payments expense

As a result of the demerger, Web Travel Group existing FY24 performance rights were modified to be cash-settled in four equal tranches in December 2024, March 2025, June 2025 and September 2025. These payments are subject to the recipient’s continued employment with Webjet Group at each tranche dates. As required by AASB 2, the cost is recognised in share-based payments expense over the period the service conditions are fulfilled.

Equity-settled share-based payments expense

The Company has an employee share plan (the Plan , encompassing Rights) for senior executives, as well as other senior employees of Webjet Group and Webjet Group’s key management personnel ( KMP ) which consist of the MD and Group Chief Financial Officer ( CFO ), in accordance with the terms of the Plan, as approved by the Board.

Each employee Right converts into one Ordinary share of the Company on exercise. No amounts are paid or payable by the recipient on grant of the Rights. The Board may determine the entitlement of a dividend in respect of all or some of the Rights to be paid by cash or in shares. The Rights do not carry voting rights and may be exercised at any time from the date of vesting to the date of their expiry.

The number of Rights granted is based on performance measures approved by the Remuneration and Nomination Committee and the Board, focused on sustainable long-term value creation. Rewards are linked to achieving strategic goals, with vesting determined by performance against total shareholder return (TSR) and underlying diluted earnings per share (EPS) CAGR, each weighted equally.

Rights are exercisable at $nil consideration, with a typical vesting period of 3 years. Any Rights that remain unexercised after a period of 5 years from the date of vesting will lapse. Rights issued prior to and during the reporting period are forfeited in full if the employee leaves Webjet Group.

The following is a summary of the share-based payments arrangements for senior executives, as well as other senior employees of Webjet Group:


of Webjet Group:
Balance Balance Unvested
at the start of at the end of at the end of
Type Grants theperiod Granted Exercised Forfeited theperiod theperiod
**Senior Leadership ** **Team(excluding ** KMP)
2025
Rights
FY25 Grant 1,023,125 (249,264) 773,861 773,861
Senior Managers
2025
Rights
FY25 Grant 2,059,000 2,059,000 2,059,000

The information related to the Rights granted to the MD and CFO are included in the Remuneration report.

65

Notes to the consolidated financial statements

7 Share-based payments expense (continued)

The key terms of the share-based payment arrangements in existence during the year, as well as the key assumptions used to determine the fair value at grant date are summarised below:

FY25 rights(i)
Vesting basis:
– Tenure Yes
– Performance Yes
Performance hurdle Scaled TSR measured against performance of selected
ASX 300 companies and underlyingEPSgrowth.
Performance hurdle vestingassumption Met/not met and vestingscale
Pricingmodel Monte Carlo
Exerciseprice($) nil
Dividend Yield(%) nil
Risk-free interest rate(%) 2.53
Expected volatility (%) 30
Expected life(years) 2.5(ii)
Fair valueper share($) 0.3025
Vestingdate 31 March 2027
Expirydate 5years after vestingdate

(i) ASX provided an in-principle waiver from ASX Listing Rule 1.1 condition 12 to permit Webjet Group to issue or have on issue Webjet Group Limited Rights.

(ii) FY25 Rights have the effective grant date of 10 January 2025, vesting is subject to continued tenure and performance relative to key hurdles over the 2.5-year performance period from 1 October 2024 to 31 March 2027. As at 31 March 2025 the remaining contractual life of FY25 Rights is 2 years.

Critical accounting judgements and key sources of estimation uncertainty

Expected volatility has been formulated with reference to market observations for the Company and the comparator companies. As required by AASB2, market-based conditions such as share price and TSR hurdles are incorporated within the valuation of the Rights. Non-market conditions such as tenure and (EPS) CAGR performance are not incorporated in the fair valuation of the instruments. Instead, they are taken into account in assessing the probability of vesting and therefore the amount of share-based payments expense for the year.

The cost of equity-settled transactions is determined by the fair value at grant date using an appropriate valuation model. That cost is recognised in share-based payments expense, together with a corresponding increase in equity (share-based payments reserve), over the period in which the service and performance conditions are fulfilled. The cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Company’s best estimate of the number of equity instruments that will ultimately vest.

8 Key management personnel compensation

The KMP of Webjet Group comprise Non-Executive Directors, the MD and CFO.

The Company was incorporated on the 15 July 2024, with KMP nominated on the same date. However, they were not remunerated as Webjet Group KMP until the demerger was finalised with Web Travel Group on the 30 September 2024. Therefore, the amounts shown below reflect remuneration for the period 1 October 2024 to 31 March 2025.


shown below refect remuneration for the period 1 October 2024 to 31 March 2025.
For theyear ended 31 March
2025 2024
$ m $ m
Short-term employee benefts 1.0
Other employee benefts 0.1
Post-employment benefts 0.1
Share-basedpayments expense 0.1
Total 1.3

66 Webjet Group Limited Annual Report 2025

9 Taxation

Accounting policy

The income tax expense or benefit for the period is the tax payable on the current period’s taxable income using the applicable income tax rate for each jurisdiction adjusted for changes in deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge or credit is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period in the countries where the Company’s controlled entities operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to positions in which applicable tax regulations may be subject to interpretation. Webjet Group recognises provisions, where appropriate, on the basis of amounts expected to be paid to the relevant tax authorities.

Deferred income tax is provided in full using the liability method and based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill. Deferred assets and/or liabilities are also not recognised if they arise from the initial recognition of an asset or liability in a transaction, other than a business combination, and at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised, or the deferred income tax liability is settled.

Deferred tax assets are recognised only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax assets and liabilities arising from temporary differences between the carrying amount and tax bases of investments in foreign operations are not recognised where the company is able to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

The Company and its Australian wholly owned subsidiaries were members of the Web Travel Group Limited’s tax consolidated group ( Web Travel TCG ) until the implementation of the demerger on 30 September 2024. As a consequence, the entities within the Web Travel TCG were taxed as a single entity for Australian income tax purposes.

Following the implementation of the demerger, the Company and its Australian wholly owned subsidiaries exited the Web Travel TCG. From 1 October 2024, each entity within Webjet Group is responsible for its own income tax obligations and will be lodging its own income tax return with the Australian Taxation Office. There is no intent to form a new tax consolidated group at the reporting date.

Any current and deferred tax balances of the entities have been recognised in the separate financial statements of each entity. Historic tax losses generated by Web Travel Group have remained with the Web Travel TCG and were not transferred to Webjet Group for any of its Australian wholly owned subsidiaries.

Current and deferred tax balances are recognised in the statement of profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

Critical accounting judgements and key sources of estimation uncertainty

Webjet Group currently operates across many tax jurisdictions and complies with local tax laws and its transfer pricing policies with respect to its cross-border operations. While Webjet Group maintains a global presence, its significant operations are limited to Australian and New Zealand tax jurisdictions. Application of tax laws can be complex and requires judgement to assess risk and estimate outcomes, particularly in relation to significant transactions and Webjet Group’s cross-border operations and transactions. These judgements are subject to risk and uncertainty, hence there is a possibility that changes in circumstances or tax laws will alter expectations, which may impact the amount of tax assets and tax liabilities, including deferred tax, recognised on the balance sheet. Given the inherent uncertainty in assessing tax outcomes of Webjet Group in future periods, there may be adjustments that have a material impact on Webjet Group’s result in a particular period.

Webjet Group’s current tax liability of $4.0 million predominantly relates to management’s assessment of the amount of tax payable where the liabilities remain to be agreed with local tax authorities. Due to the complexities associated with current tax liabilities, there is a possibility that, on lodgement of tax returns at a future date, the final outcome may differ. It is not anticipated that the actual liability will differ materially from the existing provision.

67

Notes to the consolidated financial statements

9 Taxation (continued)

9.1 Income tax expense

9.1
Income tax expense
For theyear ended 31 March
2025 2024
$ m $ m
Current tax 7.0 11.5
Adjustment for current tax ofpriorperiods (0.1) 0.2
Total current tax expense 6.9 11.7
Deferred tax
Current year deferred tax beneft
Adjustments for deferred tax ofpriorperiods
(0.2)
(0.1)
2.9
(1.1)
Total deferred tax beneft (0.3) 1.8
Income tax expense 6.6 13.5

9.2 Numerical reconciliation of income tax expense to prima facie tax payable

9.2
Numerical reconciliation of income tax expense to prima facie tax payable
For theyear ended 31 March
2025 2024
$ m $ m
Proft from continuingoperations before income tax expense 11.7 2.9
Tax at the Australian tax rate of 30.0% 3.5 0.9
Effect of income/expenses that are not assessable/deductible in determining taxable proft
Difference in overseas tax rates
Adjustments from prior periods
Derecognised tax losses
Others
3.4
0.1
(0.1)
(0.2)
(0.1)
9.0
0.6

3.3
(0.3)
Income tax expense 6.6 13.5

9.3 Movement in deferred tax assets

==> picture [484 x 206] intentionally omitted <==

----- Start of picture text -----

Intangible Tax Employee
assets losses benefits Other Total
$ m $ m $ m $ m $ m
At 1 April 2024 (0.4) 1.6 0.3 – 1.5
(Charged)/credited
– Transfer (1.7) 0.7 0.3 0.2 (0.5)
– Income tax expense reserve – – (0.1) – (0.1)
– Under/over – 0.1 – – 0.1
– Other – (0.3) 0.6 (0.6) (0.3)
– To profit or loss – – (0.7) 0.7 –
At 31 March 2025 (2.1) 2.1 0.4 0.3 0.7
At 1 April 2023 (2.5) 4.5 2.6 0.1 4.7
(Charged)/credited
– Transfer 2.1 (3.7) (2.0) (0.1) (3.7)
– Under/over – – 0.1 – 0.1
– To profit or loss – 0.8 (0.4) – 0.4
At 31 March 2024 (0.4) 1.6 0.3 – 1.5
----- End of picture text -----

In applying judgement in recognising deferred tax assets, all available information has been assessed, including 5-year future business profit projections. As at 31 March 2025, Webjet Group has $2.1 million of carried forward tax losses attributable to the Cars & Motorhomes Business.

It is expected that these tax losses will be utilised by future taxable profits derived by Webjet Group, taking into account the reversal of existing taxable temporary differences and trading profits in the relevant jurisdictions to which the tax losses relate. There are no unrecognised deferred tax assets.

68 Webjet Group Limited Annual Report 2025

9 Taxation (continued)

9.4 Movement in deferred tax liabilities

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----- Start of picture text -----

Intangible Tax Employee
assets losses benefits Other Total
$ m $ m $ m $ m $ m
At 1 April 2024 6.0 (0.7) (1.8) (1.3) 2.2
(Charged)/credited
– Transfer (1.7) 0.7 0.3 0.2 (0.5)
– – –
– To profit or loss (0.2) (0.2)
– Other 0.6 – 0.7 0.9 2.2
– Under/over provision – – – – –
At 31 March 2025 4.9 – (1.0) (0.2) 3.7
At 1 April 2023 – – – – –
(Charged)/credited
– Transfer 2.1 (3.7) (2.0) (0.1) (3.7)
– Acquisition 3.9 – – – 3.9
– To profit or loss – 3.0 1.2 (1.2) 3.0
– Under/over provision – – (1.0) – (1.0)
At 31 March 2024 6.0 (0.7) (1.8) (1.3) 2.2
----- End of picture text -----

10 Dividends

No dividends were declared during the current year or previous year.

69

Notes to the consolidated financial statements

11 Earnings per share

Earnings per share is calculated as net profit or loss after tax divided by the weighted average number of ordinary shares in issue. Diluted earnings per share is calculated as net profit after tax divided by the weighted average number of shares in issue adjusted for dilutive potential ordinary shares.

The calculation of the basic and diluted earnings per share is based on the following data:

Earnings

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----- Start of picture text -----

For the year ended 31 March
2025 2024
$ m $ m
Earnings/(loss) for the purposes of basic and diluted earnings per share 5.1 (10.6)
Number of shares
For the year ended 31 March
2025 2024
m m
Weighted average number of Ordinary shares for the purposes of basic earnings per share 392.5 392.5
Effect of dilutive potential Ordinary shares:
– Rights [(i)] 4.4 –
Weighted average number of Ordinary shares for the purposes of dilutive earnings per share 396.9 392.5
----- End of picture text -----

(i) Rights for the current period relate to FY25 Webjet Group performance rights granted.

Earnings per share

Earnings per share
For theyear ended 31 March
2025 2024
Cents Cents
per share per share
Basic 1.30 (2.70)
Diluted 1.28 (2.70)

12 Cash and cash equivalents

In the consolidated statement of financial position, cash and cash equivalents are comprised of:

  • cash at bank which earns interest at floating rates based on daily bank deposit balances; and

  • cash equivalents relating to receivables from credit card merchants for electronic funds transfers, and credit card and debit card point of sale transactions.

Cash balances, for which use by Webjet Group is subject to third party contractual restrictions, are included as part of cash unless the restrictions result in a bank balance no longer meeting the definition of cash. If the contractual restrictions to use the cash extend beyond 12 months after the end of the reporting period, the related amounts are classified as non-current in the statement of financial position.


of fnancial position.
For theyear ended 31 March
2025 2024
$ m $ m
Cash at bank(i) 118.1 57.4
Restricted cash(ii) 30.8 42.9
Cash and cash equivalents 148.9 100.3

(i) Cash at bank as at 31 March 2025 excludes $16.9 million attributable to Web Travel Group and was in the process of being transferred.

(ii) Restricted cash relates to cash held within legal entities of Webjet Group for payment to suppliers or cash held for supplier guarantees where contractually required with an equal obligation recognised as a liability. Restricted cash includes monies received from customers which is due to be paid to airline suppliers in accordance with International Air Transport Association (IATA) requirements.

70 Webjet Group Limited Annual Report 2025

13 Intangible assets

Critical accounting judgements and key sources of estimation uncertainty Intangible assets comprise goodwill, capitalised development costs and other identifiable intangibles.

Category Recognition and measurement Amortisation
Goodwill Goodwill for Webjet Group arises on business Goodwill is not amortised but is
acquisitions and represents the difference between assessed for impairment on an annual
the total consideration paid and the fair value of the basis, or more frequently if events or
net assets acquired. changes in circumstances indicate that
it might be impaired.
Capitalised development Costs associated with maintaining software programs Booking platforms – 10 years.
– Booking platforms are recognised as an expense as incurred. Development
costs that are directly attributable to the design of
identifable and unique software products controlled by
Webjet Group are recognised as intangible assets as
capitalised development. Directly attributable costs that
are capitalised as part of the software include employee
costs and an appropriate portion of relevant overheads.
The capitalised development intangible assets represent
Webjet Group’s travel booking systems and licences
as well as additional distribution systems that enable
customers to access the booking platforms. Capitalised
development is amortised on a straight-line basis.
Other identifable Other identifable intangible assets arise on business Supplier agreements and customer
intangibles acquisitions and are comprised of supplier agreements contracts are not amortised but are
and customer contracts/relationships. assessed for impairment on an annual
basis, or more frequently if events or
changes in circumstances indicate that
it might be impaired.

Impairment testing

Webjet Group performed its annual impairment testing of goodwill, capitalised development costs and other identifiable intangibles with infinite useful life as at 31 March 2025 across its cash generating units (“ CGUs ”). Webjet Group’s CGUs are Webjet OTA, Cars & Motorhomes and Trip Ninja.

The recoverable amounts of Webjet OTA and Cars & Motorhomes have been determined by management using the ‘value in use’ approach, which incorporates significant judgement related to the estimation of future cash flows, short term growth rates, long term growth rates and an appropriate discount rate.

The recoverable amount of Trip Ninja has been determined by management using its fair value less cost to sell. In assessing the fair value less cost to sell, the estimated future cash flows are discounted to their present value using a post-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

The disclosure in the financial report highlights that the recoverability of a CGU remains highly sensitive to achieving performance in line with forecast expectations, taking into account current market and economic conditions, risks, uncertainties and opportunities for improvement.

Key assumptions used for determination of recoverable amounts

Cars and
Webjet OTA Motorhomes Trip Ninja
Year 2-5 CAGR growth in budgeted EBITDA(i) 18.1% 12.8% 63.6%
Terminal growth rate 3.0% 2.0% 2.0%
Tax rate 30.0% 28.0% 29.0%
Post tax discount rate 11.4% 12.5% 12.4%

(i) Year 2-5 represents FY27-FY30.

Sensitivity analysis indicates that no reasonably possible change in key assumptions would result in an impairment loss.

Accordingly, Webjet Group has concluded that no impairment is required based on current market and economic conditions and expected future performance.

71

Notes to the consolidated financial statements

13 Intangible assets (continued)

The value of the intangible assets of Webjet Group are as follows:

Capitalised
Goodwill development Other Total
$ m $ m $ m $ m
At 1 April 2024
Cost 45.6 55.0 7.4 108.0
Accumulated amortisation and impairment (28.3) (7.8) (36.1)
Net book amount 17.3 47.2 7.4 71.9
Additions
Amortisation charge
Exchange differences


12.3
(9.6)
(0.5)


12.3
(9.6)
(0.5)
Closing net book amount 17.3 49.4 7.4 74.1
At 31 March 2025
Cost
Accumulated amortisation and impairment
45.6
(28.3)
66.9
(17.5)
7.4
119.9
(45.8)
Net book amount 17.3 49.4 7.4 74.1
Capitalised
Goodwill development Other Total
$ m $ m $ m $ m
At 1 April 2023
Cost 45.6 8.8 7.4 61.8
Accumulated amortisation and impairment (2.5) (2.5)
Net book amount 45.6 6.3 7.4 59.3
Additions
TSA transfer(i)
Impairment
Amortisation charge
Exchange differences


(28.3)

11.5
34.8

(5.3)
(0.1)




11.5
34.8
(28.3)
(5.3)
(0.1)
Closing net book amount 17.3 47.2 7.4 71.9
At 31 March 2024
Cost
Accumulated amortisation and impairment
45.6
(28.3)
55.0
(7.8)
7.4
108.0
(36.1)
Net book amount 17.3 47.2 7.4 71.9

(i) In the pcp Web Travel Group transferred the Travel Services Aggregator (TSA) asset to Webjet OTA. This technology platform consolidates multiple travel products for integration into the Webjet OTA booking platform.

An impairment test was undertaken for the period ended 31 March 2024, where the carrying value of assets in the Cars & Motorhomes CGU (business operations that enable customers to search, compare and book rental cars, motorhome and campervans worldwide) were assessed for impairment. The recoverable amount of this CGU was determined using a value in use calculation and it was lower than its carrying value. As a result, in the income statement we recognised a $28.3 million impairment charge, writing down the remaining goodwill to $17.3 million. The impairment reflects the result of the business which did not meet its FY24 budget targets as trading and earnings remained depressed due to supply chain issues and a lag in inbound passenger numbers.

The estimated future cash flows were discounted to their present value using a pre-tax discount rate (derived from a post-tax discount rate), which reflects the current market assessments of the time value of money and risks specific to the CGU. The post-tax discount rates applied by Webjet Group for impairment testing purposes are as follows: Cars & Motorhomes 12.5% (31 March 2024 –11.5%).

Cars and
Webjet OTA Motorhomes Trip Ninja Total
$ m $ m $ m $ m
At 31 March 2025
Carrying amount of goodwill 17.3 17.3
Carryingamount of other intangible assets 41.8 10.5 4.5 56.8
41.8 27.8 4.5 74.1
At 31 March 2024
Carrying amount of goodwill
Carryingamount of other intangible assets

40.1
17.3
10.8

3.7
17.3
54.6
40.1 28.1 3.7 71.9

72 Webjet Group Limited Annual Report 2025

14 Property, plant and equipment

Property, plant and equipment (PPE) of Webjet Group comprises IT equipment, right-of-use assets and other PPE (furniture and fittings, office equipment and leasehold improvements).

Each class of property, plant and equipment is carried at historical cost less accumulated depreciation.

The depreciation rate used for each class of depreciable asset is:

IT equipment 5years
Right-of-use assets Over the term of lease
Other PPE 5 to 8years

The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at the end of each reporting period.

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in the consolidated statement of profit or loss and other comprehensive income.

Webjet Group’s property, plant and equipment are as follows:

IT Right-of-use Other
Equipment assets PPE Total
$ m $ m $ m $ m
At 1 April 2024
Cost 2.9 4.9 2.1 9.9
Accumulated depreciation (2.3) (3.8) (1.7) (7.8)
Net book amount 0.6 1.1 0.4 2.1
Additions
Depreciation charge
0.6
(0.5)
2.2
(0.9)
0.4
(0.3)
3.2
(1.7)
Closing net book amount 0.7 2.4 0.5 3.6
At 31 March 2025
Cost
Accumulated depreciation
3.5
(2.8)
4.9
(2.5)
2.5
(2.0)
10.9
(7.3)
Net book amount 0.7 2.4 0.5 3.6
IT Right-of-use Other
Equipment assets PPE Total
$ m $ m $ m $ m
At 1 April 2023
Cost 2.5 3.4 1.8 7.7
Accumulated depreciation (1.9) (2.7) (1.5) (6.1)
Net book amount 0.6 0.7 0.3 1.6
Additions
Depreciation charge
Exchange differences
Closing net book amount
0.3
(0.4)
0.1
0.6
1.5
(1.0)
(0.1)
1.1
0.3
(0.3)
0.1
0.4
2.1
(1.7)
0.1
2.1
At 31 March 2024
Cost
Accumulated depreciation
2.9
(2.3)
4.9
(3.8)
2.1
(1.7)
9.9
(7.8)
Net book amount 0.6 1.1 0.4 2.1

73

Notes to the consolidated financial statements

15 Leases

Accounting Policy

Webjet Group leases various offices. Rental contracts are typically made for fixed periods of 3 to 5 years but may have extension options, with optionality used to maximise operational flexibility in terms of managing contracts. The majority of extension and termination options held are exercisable only by Webjet Group and not by the respective lessor.

Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants, but leased assets may not be used as security for borrowing purposes.

Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by Webjet Group. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.

Assets and liabilities arising from leases are initially measured on a present value basis.

Lease liabilities include the net present value of the following lease payments:

  • fixed payments (including in-substance fixed payments), less any lease incentives receivable;

  • variable lease payments that are based on an index or a rate;

  • the exercise price of a purchase option if the lessee is reasonably certain to exercise that option; and

  • payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee’s incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions.

Right-of-use assets are measured at cost comprising the following:

  • the amount of the initial measurement of lease liability;

  • any lease payments made at or before the commencement date less any lease incentives received;

  • any initial direct costs; and

  • restoration costs.

Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in the consolidated statement of profit or loss and other comprehensive income. Short-term leases are leases with a lease term of 12 months or less. The total cash outflow for leases amount to $0.8 million (2024: $1.1 million).

As at 31 March As at 31 March
2025 2024
$ m $ m
Right-of-use assets 2.4 1.1
Lease liabilities
– Current 0.9 0.5
– Non-current 1.8 0.7

Reconciliation of financing cash flows

Opening Reclass Closing
Balance Interest Payments Additions to current Balance
$ m $ m $ m $ m $ m $ m
At 31 March 2025
Current lease liabilities 0.5 0.2 (0.8) 1.0 0.9
Non-current lease liabilities 0.7 2.1 (1.0) 1.8
Total lease liabilities 1.2 0.2 (0.8) 2.1 2.7
Opening Reclass Closing
Balance Interest Payments Additions to current Balance
$ m $ m $ m $ m $ m $ m
At 31 March 2024
Current lease liabilities 0.6 0.1 (1.1) 0.9 0.5
Non-current lease liabilities 1.6 (0.9) 0.7
Total lease liabilities 0.6 0.1 (1.1) 1.6 1.2

74 Webjet Group Limited Annual Report 2025

16 Trade receivables and other assets

Accounting Policy

Trade receivables and other assets are recognised initially at fair value and, subsequently measured at amortised cost using the effective interest rate method, less a provision for impairment in accordance with the simplified approach permitted by AASB 9 Financial Instruments . Expected credit losses are based on the difference between the contractual cashflows due in accordance with the contract and all the cashflows that Webjet Group expects to receive.

Contract assets relate to revenue accrued but not invoiced and are typically realised within three to six months from initial recognition.

Webjet Group applies the simplified approach to providing for expected credit losses prescribed by AASB 9, which permits the use of the lifetime expected credit loss provision for all trade receivables and contract assets.

Trade receivables and other assets

Trade receivables and other assets
As at 31 March
2025 2024
$ m $ m
Trade receivables 5.6 7.0
Contract assets 5.2 4.9
Credit loss allowance (0.2) (0.2)
Total trade receivables 10.6 11.7
Prepayments
Other current assets
1.6
4.2
1.6
4.3
Total trade receivables and other assets 16.4 17.6

Receivables ageing, contract assets and credit risk allowance

Receivables ageing, contract assets and credit risk allowance
As at 31 March
2025 2024
$ m $ m
Current 3.4 4.2
30 to 90 days 1.9 2.3
90 to 180 days 0.1 0.4
over 180 days 0.2 0.1
5.6 7.0
Contract assets 5.2 4.9
Gross trade and other receivables 10.8 11.9
Allowance based on expected credit losses
Adjustment for expected changes in credit risk
(0.2) (0.2)
Total trade receivables 10.6 11.7

Impairment of trade receivables

To measure the expected credit losses, trade receivables and contract assets have been grouped based on shared credit risk characteristics and the days past due. The contract assets relate to unbilled income and have substantially the same risk characteristics as the trade receivables for the same types of contracts. Webjet Group has therefore concluded that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for the contract assets.

Trade receivables are reviewed in line with the credit risk grading below and provided for when there is no reasonable expectation of recovery.

The movement in the credit loss allowance was as follows:


of recovery.
The movement in the credit loss allowance was as follows:
As at 31 March
2025 2024
$ m $ m
Opening credit allowance (0.2) (0.2)
Utilisation of provision 0.2
Increase ofprovision (0.2)
Closing credit loss allowance (0.2) (0.2)

In 2025, Webjet Group has not written off any receivables (2024: $0.2 million).

75

Notes to the consolidated financial statements

16 Trade receivables and other assets (continued)

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to Webjet Group. There have been no modifications to contractual cash flows during the current period.

Webjet Group reviews the recoverable amount of each trade receivable on an individual basis at the end of the reporting period to ensure that adequate loss allowance is made for irrecoverable amounts. In this regard, the Directors of the Company consider that Webjet Group’s credit risk is significantly reduced.

Due to the low-value, high-volume transactional nature of the travel industry, Webjet Group does not have material credit risk exposure to a single debtor.

The carrying amount of financial assets in the financial statements, net of any impairment losses and credit loss allowances, represents Webjet Group’s maximum exposure to credit risk. As at 31 March 2025, Webjet Group’s maximum exposure to credit risk which will cause a financial loss arises from:

  • The maximum amount the entity would have to pay if the financial guarantee is called upon, irrespective of the likelihood of the guarantee being exercised as disclosed in Note 22.1.

  • The carrying amount of the respective recognised financial assets as disclosed in Note 22.2.

Webjet Group’s current credit risk grading framework comprises the following categories:

Basis for recognising
Category Recognition and measurement expected credit losses
Performing The counterparty has a low risk of default and does not have any Lifetime ECL
past-due amounts
Doubtful Amount is >180 days past due or there has been a signifcant Lifetime ECL
increase in credit risk since initial recognition
In default/write-off Amount is >365 days past due or there has been a signifcant Lifetime ECL
increase in credit risk since initial recognition, with the exception of
reciprocal balances for in default customers

17 Trade payables and other liabilities

Accounting policy

Trade payables and other liabilities represent liabilities for goods and services provided to Webjet Group prior to the end of the financial year which are unpaid. Trade payables and other liabilities are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.

As at 31 March As at 31 March
2025 2024
$ m $ m
Trade payables 54.7 59.3
Accrued expenses and other liabilities(i) 15.7 8.1
Total tradepayables and other liabilities 70.4 67.4

(i) Increase in accrued expenses and other liabilities predominately relates to the proposed ACCC penalty of $9.1 million.

76 Webjet Group Limited Annual Report 2025

18 Other liabilities

Accounting policy

Provisions are recognised when:

  • Webjet Group has a present obligation (legal or constructive) as a result of past events;

  • It is probable that resources will be expended to settle the obligation; and

  • A reliable estimate can be made of the amount of the obligation.

Webjet Group provisions include employee benefits which represents annual leave, long service leave and cash-settled share-based payments.

18.1 Other current and non-current liabilities

As at 31 March As at 31 March
2025 2024
Notes $ m $ m
Other current liabilities
Contract liabilities 5.3 0.2 0.1
Gift card liabilities 5.1 11.5 11.4
Current tax liabilities 9 4.0
Provisions 4.5 4.3
Lease liabilities 15 0.9 0.5
Total other current liabilities 21.1 16.3
Other non-current liabilities
Other non-current liabilities(i)
Provisions
Lease liabilities
15
0.1
1.8
72.4
0.3
0.7
Total other non-current liabilities 1.9 73.4

(i) Other non-current liabilities in the pcp relates to related party funding not applicable to current operations of Webjet Group.

18.2 Provisions

Annual Cash-settled
and long share-based Total
service leave payments provisions
$ m $ m $ m
Carrying amount at 1 April 2024 3.7 0.9 4.6
Net provisions arising during the year 3.4 0.8 4.2
Utilised (3.3) (0.9) (4.2)
Carrying amount at 31 March 2025 3.8 0.8 4.6

19 Issued capital

As at 31 March As at 31 March As at 31 March
2025(i) 2024(iii) 2025(ii) 2024(iii)
No of shares No of shares
(m) (m) $ m $ m
Ordinaryshares – fully paid 392.5 392.5 26.9 26.9
Total issued capital 392.5 392.5 26.9 26.9

(i) On 30 September 2024, on completion of the demerger, Webjet Group’s shares were issued on a 1:1 basis to eligible Webjet Limited shareholders, resulting in issuance of 392,530,357 ordinary shares. The total number of ordinary shares outstanding at the end of the period was 392,530,357 (2024: 392,530,357).

(ii) Issued capital relates to investments in subsidiaries transferred by Web Travel Group as part of the demerger after establishing Webjet Group.

(iii) Issued capital of the demerged stand-alone Webjet Group is presented as if the demerger had occurred at the beginning of the comparative period.

77

Notes to the consolidated financial statements

20 Share-based payments reserve

20Share-based payments reserve
As at 31 March
2025 2024
$ m $ m
Opening balance 1.7 1.2
Credit to equity-settled share-based payments expense 0.4
Deferred tax on share-basedpayments expense (0.2) 0.5
Closing balance 1.9 1.7

21 Investment in associates

Webjet Group holds 25% investment in Taguchi Marketing Pty Ltd (“ Taguchi Marketing ”). During the period, Webjet Group received dividends of $0.3 million (2024: $0.2 million) from Taguchi Marketing, which has been recognised in the consolidated statement of profit or loss and other comprehensive income as Other income. The aggregate carrying amount of Webjet Group’s interests in Taguchi Marketing as at 31 March 2025 was $0.3 million (2024: $0.3 million).

Name of associate
Principal
activity
Place of
incorporation
Proportion of ownership
interest and voting rights
by Webjet Group
Value of investment
made by
Webjet Group
As at 31 March
As at 31 March
2025
2024
2025
2024
%
%
$ m
$ m
Taguchi Marketing Pty Ltd
Digital
Marketing
Australia
25%
25%
0.3
0.3

22 Financial risk management

Webjet Group’s risk management is based on policies approved by the Board of Directors. Group finance identifies, evaluates and hedges financial risks in close co-operation with Webjet Group’s business units. The Board provides written principles for overall risk management, and review and approved policies covering specific areas, such as foreign exchange risk and interest rates.

22.1 Capital risk management

Webjet Group manages its capital to ensure that it will be able to continue as going concerns while maximising the return to shareholders.

The capital structure of Webjet Group consists of net cash (less lease liabilities) and equity of Webjet Group.

Net cash is defined as cash and cash equivalents excluding restricted cash.

Equity includes issued capital, reserves, retained earnings, and non-controlling interests.

Effective 1 October 2024, Webjet Group is supported by a 3-year $20 million revolving credit facility, with no borrowings as of 31 March 2025. Webjet Group also has bank guarantee facilities totalling $25 million. As at 31 March 2025, Webjet Group had drawn bank guarantee facilities amounting to $6.1 million.


guarantee facilities amounting to $6.1 million.
Net cash(less lease liabilities) As at 31 March
2025 2024
Notes $ m $ m
Cash at bank 12 118.1 57.4
Less: lease liabilities 15 2.7 1.2
Net cash(less lease liabilities) 115.4 56.2
Net cash(less lease liabilities) to equity ratio As at 31 March
2025 2024
$ m $ m
Net cash (less lease liabilities) 115.4 56.2
Equity 146.9 34.4
Net cash(less lease liabilities) to equity ratio 78.6% 161.4%

78 Webjet Group Limited Annual Report 2025

22 Financial risk management (continued)

22.2 Classification of financial instruments

22.2 Classifcation of fnancial instruments
As at 31 March
2025 2024
Notes $ m $ m
Financial assets measured at amortised cost
Receivables(i) 14.8 16.0
Cash and cash equivalents 12 148.9 100.3
Financial liabilities measured at amortised cost
Trade payables and other liabilities 17 70.4 67.4
Lease liabilities 15 2.7 1.2

(i) Receivables comprise total trade receivables and other assets excluding prepayments.

22.3 Foreign exchange risk

Webjet Group’s financial statements are presented in Australian dollars. However, a portion of Webjet Group’s revenues and expenses are denominated in other currencies. As a result, these revenue and expenses are sensitive to movements in the exchange rate between foreign currencies and the Australian dollar where currency translation effects occur. While Webjet Group hedges a portion of its foreign currency exchange rate, Webjet Group does not seek to hedge all of its foreign currency exchange rate exposure. For the year ended 31 March 2025 Webjet Group assessed its exposures to foreign exchange risk as not material.

22.4 Interest rate risk

Webjet Group’s interest rate risk arises mainly from its cash and cash equivalents.

As at 31 March 2025, Webjet Group had cash and cash equivalents of $148.9 million (2024: $100.3 million). The average interest rate on all deposits was 3.2% (2024: 3.6%). Profit or loss is sensitive to higher/lower interest income from cash and cash equivalents as a result of changes in interest rates. If interest rates were to increase or decrease by 0.25%, the impact to the consolidated statement of profit or loss and other comprehensive income would be an increase or decrease to interest revenue of $0.3 million (2024: $0.2 million).

22.5 Liquidity risk

Liquidity risk is managed centrally by Webjet Group through the maintenance of appropriate cash and bank facility arrangements to cover reasonably foreseeable events. Webjet Group monitors its cash position on a weekly basis to ensure sufficient liquidity is available to meet operational needs.

Financing arrangements

Webjet Group had access to the following undrawn borrowing facilities at the end of the reporting period:

Financing arrangements
Webjet Group had access to the following undrawn borrowing facilities at the end of the reporting period:
Financing arrangements
Webjet Group had access to the following undrawn borrowing facilities at the end of the reporting period:
As at 31 March
2025 2024(i)
$ m $ m
Undrawn revolving credit facility
20.0

(i) During the pcp Webjet Group had access to the credit facility of Web Travel Group.

79

Notes to the consolidated financial statements

22 Financial risk management (continued)

22.6 Maturities of financial liabilities

The tables below analyse Webjet Group’s financial liabilities into relevant maturity groupings based on their contractual maturities for trade payables and lease liabilities for an understanding of the timing of the cash flows. Webjet Group has estimated that the potential future lease payments for the lease contracts as at the end of the financial period would result in an increase in undiscounted lease liabilities of $3.2 million.

Total
Less than
1 year
1 to
2 years
2 to
5 years
contractual
cash fows
Carrying
amount
$ m $ m $ m $ m $ m
31 March 2025
Trade payables and other liabilities 70.4 70.4 70.4
Lease liabilities 0.9 0.5 1.3 2.7 2.7
Total fnancial liabilities 71.3 0.5 1.3 73.1 73.1
Total
Less than
1 year
1 to
2 years
2 to
5 years
contractual
cash fows
Carrying
amount
$ m $ m $ m $ m $ m
31 March 2024
Trade payables and other liabilities 67.4 67.4 67.4
Lease liabilities 0.5 0.6 0.1 1.2 1.2
Total fnancial liabilities 67.9 0.6 0.1 68.6 68.6

22.7 Client funds held

As at 31 March 2025, Webjet Group had $30.8 million of cash received from customers which is due to be paid to airlines in accordance with International Air Transport Association (IATA) requirements (2024: $42.9 million). Refer to Note 12 for further details.

23 Parent entity financial information

Webjet Group Limited was incorporated on 15 July 2024 and has been prepared on the same basis as the consolidated financial statements. The individual financial statements for the parent entity show the following aggregate amounts:

As at 31 March As at 31 March
2025 2024(i)
$ m $ m
Balance sheet
Current assets 2.0
Non-current assets 27.4 26.9
Total assets 29.4 26.9
Current liabilities
Non-current liabilities
1.4
0.6

Total liabilities 2.0
Net assets 27.4 26.9
Equity
Issued capital
Reserves
Retained earnings
26.9
0.7
(0.2)
26.9

Total equity 27.4 26.9
Loss for theyear (0.2)
Total comprehensive loss (0.2)

(i) Webjet Group has elected to adopt predecessor accounting, whereby the financial statements for Webjet Group are presented as if the demerger had occurred at the beginning of the comparative period to ensure continuity and comparability in its financial reporting. Issued Capital relates to investments in subsidiaries transferred by Web Travel Group as part of the demerger after establishing the Company.

80 Webjet Group Limited Annual Report 2025

24 Related party transactions

Balances and transactions between entities in Webjet Group have been eliminated on consolidation and are not disclosed in this note.

Balances and transactions between entities in Webjet Group have been eliminated on consolidation and are not disclosed in this note. been eliminated on consolidation and are not disclosed in this note.
For theyear ended
2025 2024
$ m $ m
Taguchi Marketing
Services purchased 0.6 0.6
Dividends received 0.3 0.2
Web Travel Group
Services purchased 3.2
Servicesprovided 1.7

Transactions with Taguchi Marketing

Webjet Group holds 25% investment in Taguchi Marketing and therefore based on AASB 124 Related Party Disclosures has significant influence. During the period, Webjet Group received dividends of $0.3 million (2024: $0.2 million) from Taguchi Marketing, which has been recognised in the consolidated statement of profit or loss and other comprehensive income as Other income. Webjet Group acquired marketing services from Taguchi Marketing of $0.6 million (2024: $0.6 million) which occurred on the basis of normal commercial terms. As at 31 March 2025 there are no balances receivable or payable between Webjet Group and Taguchi Marketing.

Transactions with Web Travel Group

AASB 124 Related Party Disclosures defines KMP as those individuals who have authority and responsibility for planning, directing, and controlling the activities of the entity. In the lead-up to the demerger date of 30 September 2024, certain KMP and/or Board members held transitional roles and responsibilities across both businesses, thus making Webjet Group and Web Travel Group related parties.

Following the demerger effective 1 October 2024, Webjet Group entered into a Transitional Services Agreement (“ TSA ”) with Web Travel Group for up to 18 months to support continuity of business operations and enable Webjet Group to become self-sufficient. Two Directors also continued to hold positions with both Webjet Group and Web Travel Group.

The TSA covers key business support areas, common infrastructure and supplier agreements related to payroll, finance, tax, IT and brand services. The TSA was established on normal commercial terms, and all amounts invoiced under the agreement represent payments for services provided in accordance with agreed terms. During the period 1 October 2024 to 31 March 2025 total purchases from Web Travel Group amounted to $3.2 million (FY24:$ nil) and Webjet Group invoiced $1.7 million (FY24:$ nil) to Web Travel Group. The invoices were settled on a net basis and as at 31 March 2025 the net amount payable to Web Travel Group was $0.4 million (FY24:$ nil) and is disclosed in trade payables and other liabilities.

As at 31 March 2025, $16.9 million cash attributable to Web Travel Group was in the process of being transferred and has been excluded from cash at bank in Note 12.

81

Notes to the consolidated financial statements

25 Remuneration of auditors

25Remuneration of auditors
For theyear ended
2025 2024
$ 000 $ 000
Deloitte and related network frms
Audit or review of fnancial reports:
– Group(i) 592.0 73.5
– Subsidiaries 95.0 86.6
Other services:
– Tax related services 20.4
– Other non-audit services 22.3
709.3 180.5
Other auditors and their related network frms
Audit or review of fnancial reports:
– Subsidiaries
Other services:
– Tax related services


Total remuneration 709.3 180.5

(i) Group audit remuneration in the pcp is stated at a nominal value that does not represent the scope of work performed.

It is Webjet Group’s policy to engage Deloitte on assignments additional to their statutory audit duties where Deloitte’s expertise and experience with Webjet Group are important and which do not impair independence. For FY25, these assignments were principally immigration services. Webjet Group’s practice is to seek competitive tenders for any major consulting projects.

26 Credit facilities

Covenant compliance

Webjet Group has access to banking facilities that are subject to market standard covenants of net leverage and interest cover ratios. Webjet Group has complied with the financial covenants of its borrowing facilities during the current and comparative reporting periods.

82 Webjet Group Limited Annual Report 2025

27 Subsidiaries

The ultimate controlling entity of Webjet Group is Webjet Group Limited, otherwise described as the Company. Outlined below are the Company’s subsidiaries as at 31 March 2025.

Percentage Owned(%)
Entity Name Country of Incorporation 2025 2024(1)
Webjet Marketing Pty Ltd Australia 100% 100%
Webjet Marketing NZ Pty Ltd New Zealand 100% 100%
Trip Ninja Inc Canada 100% 100%
GoSee Travel Pty Ltd Australia 100% 100%
GoSee Limited New Zealand 100% 100%
GoSee Travel LLC USA 100% 100%
GoSee Travel Limited UK 100% 100%
Early Bird (Shenzen) Limited China 100% 100%
Search Republic PtyLtd New Zealand 51% 51%

(i) Subsidiaries of the demerged stand-alone Webjet Group is presented as if the demerger had occurred at the beginning of the comparative period.

28 Contingent assets and liabilities

At 31 March 2025, Webjet Group had drawn bank guarantee facilities amounting to $6.1 million.

29 Subsequent events

On 13 May 2025, the Company announced that it had received an unsolicited, non-binding indication of interest from BGH Capital Pty Ltd (“ BGH ”) to acquire a controlling interest in the Company for $0.80 per share (the “ BGH Proposal ”). After carefully considering the BGH proposal, including obtaining advice from its financial and external legal advisers, the Board unanimously concluded that the BGH Proposal materially undervalued the Company and therefore was not in the best interests of the Company’s shareholders. In addition, the Board considered that the BGH Proposal involved significant uncertainty for the Company and its shareholders, including in relation to its structure and proposed conditions. For those reasons, the Board decided not to grant BGH access to due diligence and rejected the BGH Proposal.

Other than the matter noted above, there has been no other matter or circumstance subsequent to the end of the financial year ended 31 March 2025 that has significantly affected, or may significantly affect, the operations of Webjet Group, the results of those operations, or the state of affairs of Webjet Group in future periods.

83

Consolidated entity disclosure statement

As at 31 March 2025

Set out below is a list of entities that are consolidated in the financial statements at the end of the financial year as required by s.295(3A) of the Corporations Act 2001 .

Country of % of
Australian or Incorporation and Share Capital
Entity Name Entity Type Foreign Resident Tax Residency Held
Webjet Group Limited Body Corporate Australia Australia N/A
Webjet Marketing Pty Ltd Body Corporate Australia Australia 100%
Webjet Marketing NZ Pty Ltd Body Corporate Foreign New Zealand 100%
Trip Ninja Inc Body Corporate Foreign Canada 100%
GoSee Travel Pty Ltd Body Corporate Australia Australia 100%
GoSee Limited Body Corporate Foreign New Zealand 100%
GoSee Travel LLC Body Corporate Foreign USA 100%
GoSee Travel Limited Body Corporate Foreign UK 100%
Early Bird (Shenzen) Limited Body Corporate Foreign China 100%
Search Republic PtyLtd BodyCorporate Foreign New Zealand 51%

84 Webjet Group Limited Annual Report 2025

Directors’ Declaration

The Directors declare that:

  • (a) in the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable;

  • (b) the attached financial statements are in compliance with International Financial Reporting Standards, as stated in note 2 of the financials;

  • (c) in the Directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001 , including compliance with accounting standards and giving a true and fair view of the financial position and performance of the consolidated entity for the year to 31 March 2025; and

  • (d) in the Directors’ opinion, the attached consolidated entity disclosure statement required by s.295(3A) of the Corporations Act 2001 is true and correct.

Signed in accordance with a resolution of the Directors made pursuant to s.303 (5) of the Corporations Act 2001 .

On behalf of the Directors

==> picture [116 x 22] intentionally omitted <==

Don Clarke Chair Melbourne, 21 May 2025

85

Phone: +61 3 9671 7000 www.deloitte.com.au

Deloitte Touche Tohmatsu ABN 74 490 121 060 477 Collins Street Melbourne, VIC, 3000 Australia

Independent Auditor’s Report to the Members of � ���������������������

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We have audited the financial report of Webjet Group Limited (the “Company”) and its subsidiaries (the “Group”) �������������������������������������������������������������������������������������������������������� ���������������������������������������������������������������������������������������������������������������� ������������������������������������������������������������������������������������������������������������������� ������������������������������������������������������������������������������������������������������������� statement and the directors’ declaration .�

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  • Giving a true and fair view of the Group’s financial position as at 31 March 2025 and of its financial ������������������������������������������

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Liability limited by a scheme approved under Professional Standards Legislation.

Member of Deloitte Asia Pacific Limited and the Deloitte organisation.

86 Webjet Group Limited Annual Report 2025

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87

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  • �� Challenging management’s assumptions where a rate of ������������������������������������

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  • �� ������������������������������������������������� capitalisation in accordance with the Group’s accounting ���������������������������������������

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88 Webjet Group Limited Annual Report 2025

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  • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on ������������������������������������������������������������������������������������������������������������ cast significant doubt on the Group’s a���������������������������������������������������������������������� uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the ������������������������������������������������������������������������������������������������������������� the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may ����������������������������������������������������������

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90 Webjet Group Limited Annual Report 2025

Shareholder information

The shareholder information set out below was applicable as at 1 May 2025.

A. Distribution of equity securities

Analysis of numbers of equity security holders by size of holding:

Number of equity holders
Ordinary Performance
Holding Shares Options Rights
1 – 1,000 24,299
1,001 – 5,000 9,114
5,001 – 10,000 1,860
10,001 – 100,000 1,760
100,001 and over 128
37,161

B. Voting rights

  • 392,530,357 fully paid ordinary shares are held by 37,161 individual shareholders. All issued ordinary shares carry one vote per share.

  • 4,426,143 LTI performance rights are held by 64 individuals and have been granted but not yet vested, no voting rights are attached.

C. Equity security holders

The names of the twenty largest holders of quoted equity securities are listed below:

Ordinary Shares Ordinary Shares
Percentage of
Name Number held shares issued
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED 99,896,350 25.45
CITICORP NOMINEES PTY LIMITED 53,069,396 13.52
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED 30,035,285 7.65
PORTFOLIO SERVICES PTY LTD 12,432,349 3.17
CHESTERS NOMINEES PTY LTD 10,614,073 2.70
RETAIL TRAVEL INVESTMENTS PTY LTD 8,116,684 2.07
PORTFOLIO SERVICES PTY LTD 6,690,962 1.70
NATIONAL NOMINEES LIMITED 6,218,840 1.58
HUNO PTY LTD 5,710,234 1.45
JAYELLE SUPER PTY LTD 5,300,000 1.35
WASHINGTON H SOUL PATTINSON AND COMPANY LIMITED 5,000,000 1.27
BNP PARIBAS NOMINEES PTY LTD 4,259,232 1.09
MR STEVEN SCHEUER 3,358,105 0.86
UBS NOMINEES PTY LTD 3,272,694 0.83
WOODROSS NOMINEES PTY LTD 2,448,643 0.62
BNP PARIBAS NOMS PTY LTD 2,343,073 0.60
NEWECONOMY COM AU NOMINEES PTY LIMITED <900 ACCOUNT> 2,306,098 0.59
MR JOHN LEMISH 2,200,000 0.56
WARBONT NOMINEES PTY LTD 2,048,458 0.52
BNP PARIBAS NOMINEES PTY LTD 1,530,939 0.39
266,851,415 67.98

D. Substantial holders

Substantial holders in the Company are set out below:

D. Substantial holders
Substantial holders in the Company are set out below:
Holding Number held Percentage
Mitsubishi UFJ Financial Group, Inc. 41,054,057 10.46
MA Financial Group Limited 27,913,874 7.11
Perpetual Limited 24,811,882 6.32
Commonwealth Bank of Australia 19,838,053 5.05
Comet Asia Holdings II Pte Ltd 19,838,053 5.05
Remaining 259,074,438 66.01

91

Glossary

Glossary
Term Meaning
2H25 6 months ending 31 March 2025
2Q25 3 months ending 30 September 2024
ACCC Australian Competition and Consumer Commission
AI Artifcial intelligence
ASIC Australian Securities and Investments Commission
ASX Australian Stock Exchange
AU/NZ Australia and New Zealand
B2B Business to business
B2C Business to consumer
CAGR Compound annual growth rate
Company Webjet Group limited
EBIT Earnings before interest and tax
EBITDA Earnings before interest, tax, depreciation, amortisation and impairment
EPS Earnings per share
ESG Environmental social and governance
FAR Fixed annual remuneration
FY24 12 months ending 31 March 2024
FY25 12 months ending 31 March 2025
FY26 12 months ending 31 March 2026
FY30 12 months ending 31 March 2030
KMP Key management personnel
LTI Long term incentive
NDC New Distribution Capability
NED Non-executive director
NPAT Net proft after tax
OTA Online travel agency
PCP Previous corresponding period
Pre pandemic and pre covid 12 months ending 31 December 2019 (ie pre-Covid)
restated to align to 31 March year end
STI Short term incentive
TAM Total Addressable Market
TSR Total shareholder return
TTV Total transaction value
UX User Experience
VoC Voice of Customer
VWAP Volume-weighted average price
Webjet Group Webjet Group Limited and its consolidated entities
Web Travel Group Web Travel Group Limited, formerly Webjet Limited

Unless noted otherwise

  • All references in this Annual report to $ are to Australian dollars; and

  • All financial data apart from the Financial Report refers to Underlying Operations and comparisons are made against the previous corresponding period ( pcp ).

92 Webjet Group Limited Annual Report 2025

Corporate directory

Directors

Don Clarke , Chair Independent Non-Executive Appointed on 15 July 2024

Katrina Barry Group CEO and Managing Director Appointed on 15 July 2024

Shelley Beasley

Non-Executive Director Appointed on 15 July 2024

Brad Holman Independent Non-Executive Director Appointed on 15 July 2024

Ellen Comerford

Independent Non-Executive Director Appointed on 1 October 2024

Company Secretary

Meaghan Simpson Appointed on 15 July 2024

Share Registry Automic

Level 12, 530 Collins Street Melbourne, VIC, Australia 3000

Level 5, 126 Phillip Street Sydney, NSW, Australia, 2000 www.automicgroup.com.au

For all registry related queries, please email: [email protected] or call 1300 288 664 (within Australia) or +61 2 8072 1400 (outside Australia).

Auditor

Deloitte Touche Tohmatsu 477 Collins Street Melbourne Victoria 3000 Australia

Stock Exchange Listing

Webjet Group Limited’s shares are listed on the Australian Securities Exchange (ASX: WJL).

Registered office

Level 2, 509 St Kilda Road Melbourne Victoria 3004 Australia

Phone: +61 3 9828 9500 Email: [email protected] Website: www.webjetgroup.com

93

Webjet Group Level 2, 509 St Kilda Road Melbourne VIC 3004, Australia www.webjetgroup.com

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