Demerger of Webjet Group Limited.

If the Demerger proceeds, subject to shareholder approval (see below), it will result in two ASX listed companies with leadership positions in their respective industries and each with their own distinctive operating profiles, strategies and growth opportunities:

• Webjet Group Limited (Webjet B2C) which will operate the B2C businesses of Webjet OTA and GoSee; and
• Webjet Limited (to be renamed WEB Travel Group Limited) which will operate the WebBeds B2B business.

The Demerger will be effected by way of an in-specie dividend and capital reduction. If the Demerger is approved, eligible shareholders will receive one Webjet Group Limited Share for every Webjet Limited Share they hold on the Demerger Record Date (being 7.00pm AEST on 24 September 2024). Shareholders will also retain their existing shareholding in Webjet Limited (to be renamed WEB Travel Group Limited post Demerger).

Information relating to the Demerger has been sent to shareholders including a Demerger Booklet setting out the advantages, disadvantages and risks of the Demerger, a copy of the Independent Expert’s Report, and notice of Extraordinary General Meeting. Shareholders have also been sent the proxy and direct voting form and sale facility form. The Demerger Booklet can be viewed below.

The Extraordinary General Meeting (EGM) will take place at 9.00am (AEST) on Tuesday, 17 September 2024. Meeting details, registration information and attendance details will be available on our Investor Calendar page.

If you have any questions, please contact the Shareholder Information Line on 1300 556 161 (within Australia) or +61 3 9415 4000 (outside Australia) on weekdays between 8:30am and 5:00pm (Sydney time).

If the Demerger is approved, eligible shareholders will receive one Webjet Group Limited (Webjet B2C) Share for every Webjet Limited Share they hold on the Demerger Record Date (being 7.00pm AEST on 24 September 2024). Shareholders will also retain their existing shareholding in Webjet Limited (to be renamed WEB Travel Group Limited post Demerger).

Advantages of the Demerger.

• Create two independent and simplified businesses with increased focus for WEB Travel Group and Webjet Group (Webjet B2C)
• Improve the ability for each business to pursue independent strategic priorities and growth agendas
• Allow each business to adopt tailored capital structures and financial policies appropriate for each businesses’ unique characteristics
• Introduce flexibility for existing and new shareholders to choose their level of investment in WEB Travel Group and Webjet Group (Webjet B2C)

The advantages of the Demerger are expected to outweigh the disadvantages associated with the Demerger. Please see Section 1.3 and Section 1.4 of the Demerger Booklet for further details on the advantages and disadvantages of the Demerger.

Vote in Favour.

The Webjet Limited Board unanimously considers that the Demerger is in the best interests of Webjet Limited Shareholders and unanimously recommends that you vote in favour of the Demerger Resolution to be considered at the Extraordinary General Meeting. Each Webjet Limited Director who holds or controls Webjet Limited Shares intends to vote in favour of the Demerger Resolution to be considered at the Extraordinary General Meeting.

KPMG, the Independent Expert appointed by Webjet Limited to review the proposed Demerger, has also concluded that the Demerger is in the best interests of Webjet Limited Shareholders. The Independent Expert’s Report is contained in Section 8. of the Demerger Booklet.

At the Extraordinary General Meeting, eligible Webjet Limited shareholders will be able to vote on three resolutions:

• Demerger Resolution: The Demerger of Webjet Group Limited (Webjet B2C) from Webjet Limited. The Demerger will be effected by way of an in-specie dividend and capital reduction;
• Change of Name Resolution:  Change of company name from “Webjet Limited” to “WEB Travel Group Limited”; and
• Executive Incentive Resolution: The issue of Webjet Limited rights to John Guscic under the Webjet Limited Long Term Incentive Plan if the Demerger proceeds. If approved, the Webjet Limited rights to be issued under the Executive Incentive Resolution will replace the rights to be issued if Resolution 4 is approved at Webjet Limited’s Annual General Meeting.

Note: The Demerger Resolution is not conditional on the Change of Name Resolution or the Executive Incentive Resolution being approved. For more information, please refer to the Demerger Booklet.

• 1300 556 161 (within Australia) or
• +61 3 9415 4000 (outside Australia)

Weekdays between 8:30am and 5:00pm (Sydney time).

All dates and times below are Australian Eastern Standard Time (AEST), all dates and times following the date of the EGM are indicative only.

Any changes to the timetable will be announced through ASX and will be notified on this website.