Announcement • Jun 24

Credit Corp Group Limited (ASX:CCP) cancelled the acquisition of Humm Group Limited (ASX:HUM).

Credit Corp Group Limited (ASX:CCP) proposed a non-binding indicative proposal to acquire Humm Group Limited (ASX:HUM) for approximately AUD 380 million on November 19, 2025. A cash consideration valued at AUD 0.77 per share will be paid by Credit Corp Group Limited. As part of consideration, (i) a proposed scheme of arrangement at AUD 0.77 per humm group share in cash (less any dividends or distributions declared after November 19, 2025); or alternatively, (ii) should the scheme of arrangement be unsuccessful, an off-market takeover offer at AUD 0.72 per share in cash (less any dividends or distributions declared after November 19, 2025), conditional upon Credit Corp achieving acceptances for 50.1% of humm group's shares. Directors are committed to acting in the best interests of all humm group shareholders and are open to supporting a proposal that they believe represents appropriate value for shareholders. Credit Corp Group Limited formed an Independent Board Committee for the acquisition. The proposal is subject to numerous conditions, including satisfactory completion of due diligence, final Credit Corp Board approval, negotiation of binding transaction documents, unanimous recommendation by humm group's Independent Board Committee, regulatory approvals and finalization of Credit Corp's financing arrangements. No binding agreement exists between humm group and Credit Corp, and there is no certainty that any transaction will proceed. The Board has informed Credit Corp that it is willing to engage on the proposal and has offered to provide due diligence, subject to settling a market standard non-disclosure agreement. humm group shareholders do not need to take any action at this time. Australian Government Takeovers Panel is reviewing the transaction. As of March 23, 2026, The IBC currently comprises Robert Hines and two other independent non-executive directors of the Company, Teresa Fleming and Andrew Darbyshire AM. Humm Group is in discussions to appoint an additional independent non-executive director who, upon appointment to the Board, will assume the role of Chair of the IBC. While Fleming, Darbyshire and Robert Hines would continue to serve as members of the IBC. Following a declaration of unacceptable circumstances, the Panel has ordered Humm's board to issue a corrective disclosure clarifying its view on the Credit Corp proposal. Concurrently, an investor group, TAG, is being penalized through a forced divestment of its shares, which will be managed by ASIC. TAG is also banned from acquiring more Humm shares for a specified period. This order is triggered only if Credit Corp makes a formal bid that becomes unconditional and secures acceptances for 47.1% of Humm's shares. If these conditions are met, ASIC must halt the open-market sale of TAG's remaining shares and instead accept the Credit Corp Bid for those shares, provided no superior offer has emerged. As of May 1, 2026, the Independent Board Committee of Humm Group Limited is of the view that the offer price of AUD 0.77 per share is not compelling and Credit Corp is still conducting due diligence, it has not yet submitted a binding proposal which sets out detailed terms and conditions as well as information on funding. The IBC has requested Flagstaff to update its valuation. Indicatively, the IBC expects Flagstaff’s updated valuation will be completed by early May. The IBC will keep shareholders updated in accordance with its continuous disclosure obligations as the transaction with Credit Corp develops. Shareholders do not need to take any action at this time. There is no certainty that the Credit Corp proposal will result in any transaction. Flagstaff Partners Pty Ltd acted as financial advisor for Humm Group Limited. Macquarie Capital Limited acted as financial advisor for Credit Corp Group Limited. Flagstaff Partners and Herbert Smith Freehills Kramer act as advisor for Independent Board Committee. Credit Corp Group Limited (ASX:CCP) cancelled the acquisition of Humm Group Limited (ASX:HUM) on June 22, 2026. As the process progressed, the IBC sought and received confirmations from Credit Corp regarding the status of its proposal, including in relation to value and other terms. Those confirmations, including after the conclusion of substantive diligence, did not indicate that any updated proposal would, in aggregate, depart materially from the key parameters that had underpinned humm group’s decision to engage with Credit Corp. After close of market on 19 June 2026, Credit Corp submitted an updated non-binding, conditional proposal to the IBC that offered to acquire humm group by way of a scheme of arrangement at a price materially lower than the proposal previously advanced, with no indication of form of consideration. Having considered the updated proposal, the IBC has concluded that it is not capable of recommendation to the Company’s shareholders and that it is not in the interests of shareholders to continue discussions. Accordingly, the IBC has determined to cease discussions with Credit Corp with immediate effect.

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