Scheme Booklet

Wotif Group registered a Scheme Booklet with the Australian Securities and Investments Commission on 5 September 2014, providing shareholders of Holdings Limited (ACN 093 000 456) with information about the proposed acquisition by Expedia Australia Investments Pty Ltd (ACN 600 494 086), a wholly owned subsidiary of Expedia, Inc.

Shareholders can view the Scheme Booklet here, under the Meeting Documents section.

Scheme Timetable and Key Dates


Time and Date

Last time and date for receipt of Proxy Forms, powers of attorney or certificates of appointment of body corporate representative for Scheme Meeting

10.00 am on Tuesday, 7 October 2014

Time and date for determining eligibility to vote at Scheme Meeting

7.00 pm (Sydney time) on Tuesday, 7 October 2014

Scheme Meeting

10.00 am on Thursday, 9 October 2014

If the Scheme is agreed to by the requisite majorities of WTF Shareholders:

Second Court Date (Second Court Hearing for approval of the Scheme)

Tuesday, 14 October 2014

Ex-dividend date for the Special Dividend

Tuesday, 14 October 2014

Dividend Record Date – time and date for determining entitlements to the Special Dividend

7.00 pm (Sydney time) on Thursday, 16 October 2014

Expected decision of NZCC

Wednesday, 5 November 2014

Adjourned Court Hearing date

Thursday, 6 November 2014

Effective Date

Thursday, 6 November 2014

Court Order lodged with ASIC and announced on ASX
Final day of ASX trading in WTF Shares

Thursday, 6 November 2014

Payment of the Special Dividend/Dividend Payment Date

Monday, 10 November 2014

Scheme Record Date – time and date for determining entitlements to Scheme Consideration

7.00 pm (Sydney time) on Tuesday, 11 November 2014

Implementation Date – transfer of WTF Shares to Expedia and despatching Scheme Consideration to Scheme Shareholders

Friday, 14 November 2014

Unless otherwise indicated, all references to time in the above table are to Brisbane time.

All dates in the above timetable are indicative only and are subject to change. The actual timetable will depend on many factors outside of the control of Wotif Group including the time at which the Conditions Precedent to the Scheme are satisfied or, if applicable, waived; or approvals from the Court and other regulatory authorities are received. Those conditions are summarised in the Scheme Booklet. WTF (with the agreement of Expedia) has the right to vary the timetable set out above subject to the approval of such variation by the Court and the ASX where required. Any variation to the timetable set out above will be announced by WTF on ASX and published on the Wotif Group website at