oOh!media (OML) Scheme meeting 2026 summary

Opening remarks and agenda

• Supreme Court of New South Wales-convened meeting opened with a quorum; shareholders were asked to approve OOH BidCo, owned by funds managed or advised by I Squared Capital, acquiring all shares.

• Public process began in April with an AUD 1.40-per-share proposal; I Squared, Pacific Equity Partners and Oaktree Capital Management completed due diligence, and the scheme was the highest offer received.

• Scheme Implementation Agreement signed on 10 August 2026; AUD 1.68 cash consideration represented premiums of 98% to the 28 April undisturbed price, 81% to one-month VWAP and 67% to three-month VWAP.

Shareholder proposals

• Section 411 scheme resolution proposed the arrangement, subject to court-approved changes agreed in writing by the parties; it also authorized directors to agree to such changes and implement the scheme, subject to the agreement and court approval.

Board and executive committee updates

• Directors, excluding David Ferrarin, unanimously recommended voting for the scheme absent a superior proposal and would vote shares held or controlled in favor.

• Ferrarin abstained from recommending and voting due to a potential conflict involving an entity that advised I Squared; he did not participate in those services or the board’s scheme deliberations.

• James Taylor’s benefits if implemented were detailed in the Scheme Booklet; Taylor abstained from the board’s determination on his ability to recommend the scheme.