• Proposed acquisition of Xref by SEEK Limited for $0.218 per share
• Independent Expert concludes Scheme is fair and reasonable
• Xref Board unanimously recommends shareholders vote in favor

Xref Limited (ASX: XF1) is holding a Scheme Meeting for shareholders to vote on a proposed acquisition of the company by SEEK Limited's wholly-owned subsidiary, SEEK International Investments Pty Ltd. Under the Scheme, SEEK will acquire 100% of Xref's issued shares for cash consideration of $0.218 per Xref share. This represents a 61% premium to Xref's undisturbed share price prior to the announcement of the Strategic Review. The Independent Expert has concluded that the Scheme is fair and reasonable and in the best interests of Xref shareholders in the absence of a superior proposal. The Xref Board unanimously recommends that shareholders vote in favor of the Scheme, in the absence of a superior proposal and subject to the Independent Expert continuing to conclude that the Scheme is in the best interests of shareholders. The Scheme remains subject to approval by Xref shareholders at the required majorities and approval by the Supreme Court of New South Wales. If approved, Xref shares are expected to be suspended from trading on the ASX on 11 February 2025, with the Scheme Consideration of $0.218 per share to be paid to eligible shareholders on 20 February 2025.