SG FLEET GROUP LIMITED(SGF)

delisted at entity's request under Listing Rule 17.11

we understand Westmann Bidco Pty Limited, an entity owned and controlled by funds managed or advised by Pacific Equity Partners Pty Ltd, acquired all of the issued shares in SGF with SG Fleet Shareholders receiving $3.60 per SGF share and Relevant Management Shareholders receiving 3.5 Topco Shares per SGF share

The company has acquired all shares in SG Fleet through a scheme of arrangement. Bidco now holds all ordinary shares, and SG Fleet Shareholders have received $3.60 per share. Relevant Management Shareholders will receive 3.5 Topco Shares for each share, subject to rounding.

The securities of SG Fleet Group Limited will be suspended from quotation at the close of trading on Wednesday, 16 April 2025 under Listing Rule 17.2, following lodgement of the Supreme Court of New South Wales orders with ASIC approving the scheme of arrangement by which Westmann Bidco Pty Limited will acquire all of the issued shares in SGF.

The suspension of trading in the securities of SG Fleet Group Limited will be lifted immediately following the release by SGF of an announcement regarding a capital raising.

The company has successfully completed the institutional component of its 1 for 7.44 pro rata accelerated non-renounceable entitlement offer. The proceeds will be used to partially fund the acquisition of LeasePlan ANZ for $387 million. The offer was raised at the offer price of $2.45 per new share. The offer raised approximately $72 million and attracted strong support from institutional shareholders with a take-up rate of 99.98% from eligible institutional shareholders. The suspension is expected to be lifted by 6 April 2021.

SG Fleet has announced a pro rata accelerated non-renounceable entitlement offer of 1 fully paid ordinary share in SG Fleet for every 7.44 SG Fleet ordinary shares held as at 7.00 pm (AEDT) on Tuesday, 6 April 2021 by shareholders with a registered address in Australia, New Zealand and certain other jurisdictions in which SG Fleet decides to extend the Entitlement Offer.

The company releases a notice of Proposed issue of Securities - SGF.

The company releases its LeasePlan Investor Presentation.

SG Fleet to acquire LeasePlan ANZ for cash consideration of $273 million and a 13% equity interest in the combined entity. Creates highly compelling fleet management and leasing offering across Australia and New Zealand "“ enterprise value $2.5bn / 250,000 vehicles under management. SG Fleet to undertake an accelerated, non-renounceable Entitlement Offer to fund a portion of the cash consideration for the acquisition of LeasePlan, acquire additional acquisition debt and enter into new securitisation warehouse facilities.

SG Fleet intends to make an announcement in relation to the outcome of the institutional component of the Entitlement Offer on Thursday, 1 April 2021. SG Fleet requests that the voluntary suspension remain in place until the commencement of normal trading on Tuesday, 6 April 2021.

SG Fleet requests that the voluntary suspension remain in place until the earlier of commencement of trading on 1 April 2021 and when SG Fleet requests that the voluntary suspension otherwise be lifted.

The securities of SG Fleet Group Limited will be suspended from quotation immediately under Listing Rule 17.2, at the request of SGF, pending the release of an announcement regarding a potential material transaction.

listed entity carried for record purposes only