Scheme Implementation Deed with MAM-led Consortium

• Qube to be acquired by a consortium led by Macquarie Asset Management 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 (the 'Consortium') 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, which holds a 15.07% direct interest in Qube, will transfer its existing interest 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 of $4.07 on 21 November 2025. The Qube Board has unanimously recommended 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 shareholders (other than UniSuper). The implementation of the scheme is subject to various customary conditions, including regulatory approvals, Qube shareholder and court approval.

The scheme consideration implies an enterprise valuation for Qube of approximately $11.7 billion, based on Qube's FY25 proportionally consolidated EBITDA of approximately $806 million.

Macquarie Asset Management has extensive experience in developing supply chain infrastructure and is looking forward to partnering with co-investors and working with Qube's management team as the company enters its next phase.