• Qube to be acquired by a consortium led by Macquarie Asset Management (MAM) for $5.20 cash per share
• Scheme consideration represents a 27.8% premium to Qube's last closing share price
• Qube Board unanimously recommends the Scheme in the absence of a Superior Proposal

Qube Holdings Limited (ASX:QUB) has entered into a Scheme Implementation Deed with a consortium led by Macquarie Asset Management ('MAM') under which the Consortium will acquire 100% of the shares in Qube by way of a scheme of arrangement. Under the Scheme, Qube shareholders (other than UniSuper) will receive $5.20 cash per share, less the cash amount of any dividends declared or paid after the date of the Scheme Implementation Deed. UniSuper will transfer its existing 15.07% direct interest in Qube at equivalent value for a corresponding interest in the holding structure of the Consortium. The Scheme Consideration implies an enterprise valuation for Qube of approximately $11.7 billion and represents a 27.8% premium to Qube's last closing share price. The Qube Board unanimously recommends that Qube shareholders vote in favour of the Scheme in the absence of a Superior Proposal and subject to an independent expert concluding that the Scheme is in the best interests of Qube shareholders (other than UniSuper). The implementation of the Scheme is subject to various customary conditions, including regulatory approvals, Qube shareholder approval, and court approval. Qube is permitted to pay certain dividends up to a maximum of $0.40 cash per share, with the cash amount of any dividend being deducted from the cash offer price.

The Scheme Consideration implies an enterprise valuation for Qube of approximately $11.7 billion, based on the $5.20 cash per share, current diluted shares outstanding of 1,794m and net debt as at June 2025 of $2.3 billion (including Qube's share of Patrick net debt).