Clearview Wealth Limited · ASX:CVW
Clearview Wealth — Merger or Acquisition (July 2026)
27 slides from Clearview Wealth's merger presentation, Jul 27, 2026
Slide 1: Proposed acquisition of ClearView by Zurich – Chairman's address and presentation to Scheme Meeting
ClearView Wealth Limited Market release 27 July 2026 Proposed acquisition of ClearView by Zurich – Chairman’s address and presentation to Scheme Meeting ClearView Wealth Limited (ASX: CVW) (“ClearView”) refers to: • the proposed acquisition of all of the ClearView Shares by Zurich Financial Services
Slide 2: For further information, please contact
For further information, please contact: Investor inquiries Company Secretariat inquiries Trevor Franz companysecretariat@clearview.com.au Lancaster Grove Capital Trevor.Franz@lgcapital.com.au ClearView Wealth Limited ABN 83 106 248 248 ASX Code: CVW clearview.com.au ClearView Wealth Limited 2 of 3
Slide 3: Annexure A: Chairman's address to Scheme Meeting (and accompanying slides)
Annexure A: Chairman’s address to Scheme Meeting (and accompanying slides) ClearView Wealth Limited 3 of 3
Slide 4: Chairman's Address to the Scheme Meeting
ClearView Wealth Limited Chairman’s Address to the Scheme Meeting Welcome Good morning, everyone. My name is Geoff Black and I am the Chairman of ClearView Wealth Limited. Welcome and thank you for attending today’s Scheme Meeting, at which ClearView Shareholders will vote on the proposed Scheme. If
Slide 5: An explanation of how shareholders can ask questions
• an explanation of how ClearView Shareholders and duly appointed proxies, attorneys and corporate representatives of ClearView Shareholders can ask questions, and the voting process and procedures, at this Scheme Meeting; • an overview of the proposed Scheme and the purpose of this Scheme Meeting;
Slide 6: ClearView Shareholders, and duly appointed proxies
ClearView Shareholders, and duly appointed proxies of ClearView Shareholders who have undirected or open proxy directions, who are voting by way of a paper polling card will need to mark a box beside the Scheme Resolution on their blue paper polling card to indicate how they wish to cast the applica
Slide 7: The Scheme Booklet sets out in detail the reasons
The Scheme Booklet sets out in detail the reasons for the ClearView Directors’ unanimous recommendation and reasons to vote in favour of the Scheme, as well as reasons why ClearView Shareholders may wish to vote against the Scheme. These reasons are briefly summarised on the screen. In making their
Slide 8: Scheme Consideration of $0.65 per ClearView Share
Scheme Consideration of $0.65 per ClearView Share, less the aggregate cash amount per ClearView Share of the Special Dividend; and (d) the Scheme is expected to be implemented on Thursday, 20 August 2026, which is when the Scheme Consideration is expected to be paid to ClearView Shareholders who hel
Slide 9: Voting on Scheme Resolution
Voting on Scheme Resolution I now ask ClearView Shareholders and duly appointed proxies, attorneys and corporate representatives of ClearView Shareholders to cast their vote on the Scheme Resolution if they have not already done so, as voting will be closing shortly. For those in the room, please pl
Slide 10: Scheme Meeting
Scheme Meeting Scheme of arrangement for the proposed acquisition by Zurich of all ClearView Shares Date: Monday, 27 July 2026 at 10:00am (Sydney time) Location: Level 15, 20 Bond Street, Sydney NSW 2000 and online through the Online Scheme Meeting Platform
Slide 11: Introduction – ClearView Board
Introduction – ClearView Board Geoff Black Michael Alscher Edward Nadine Gooderick Independent Non-Executive Fabrizio Managing Non-Executive Director Independent Director Chair Non-Executive Director Jennifer Lyon Nathanial Thomson Linda Scott Independent Non-Executive Independent Non-Executive Dire
Slide 12: Scheme Booklet and Notice of Scheme Meeting
Scheme Booklet and Notice of Scheme Meeting 3
Slide 13: Procedural matters – questions and voting
Procedural matters – questions and voting
Slide 14: Asking questions at this Scheme Meeting
Asking questions at this Scheme Meeting • If you are attending the Scheme Meeting online, questions can be submitted through the Online Scheme Meeting Platform at any time from now. • To ask a question in writing, click on the ‘Q & A’ icon on the webpage, select the topic your question relates to fr
Slide 15: Voting procedures
Voting procedures If you are attending and are eligible to vote at this Scheme Meeting, you may vote on the Scheme Resolution as follows: • The ‘Vote’ icon will appear once I declare the poll on the Scheme Resolution open Attending online • Once you click the ‘Vote’ icon, the Scheme Resolution will
Slide 16: Purpose of this Scheme Meeting and overview of the Scheme
Purpose of this Scheme Meeting and overview of the Scheme • On 24 February 2026, ClearView announced to the ASX that it had entered into the Scheme Implementation Deed, under which Zurich agreed to acquire all of the ClearView Shares for the Scheme Consideration by way of the Scheme, subject to the
Slide 17: ClearView Directors' recommendation in respect of the Scheme
ClearView Directors’ recommendation in respect of the Scheme • The ClearView Directors unanimously recommend that ClearView Shareholders vote in favour of the Scheme Resolution at the Scheme Meeting, in the absence of a Superior Proposal and subject to the Independent Expert continuing to conclude t
Slide 18: Reasons to vote for or against the Scheme
Reasons to vote for or against the Scheme Reasons to vote in favour of the Scheme Possible reasons why ClearView Shareholders may vote against the Scheme The all-cash Scheme Consideration of $0.65 per ClearView Share represents an attractive premium They may disagree with the ClearView Directors
Slide 19: Independent Expert's conclusion in respect of the Scheme
Independent Expert’s conclusion in respect of the Scheme • The Independent Expert, Grant Thornton, has concluded that the Scheme is fair and reasonable and in the best interests of ClearView Shareholders, in the absence of a superior alternative proposal emerging. • As outlined in the Independent Ex
Slide 20: Status of conditions precedent to the Scheme becoming Effective
Status of conditions precedent to the Scheme becoming Effective At the time of this Scheme Meeting, implementation of the Scheme remains subject to the satisfaction (or, if applicable, waiver) of the following conditions precedent: • The approval of the Scheme by the Requisite Majorities of ClearVie
Slide 21: Indicative timetable for implementation of the Scheme
Indicative timetable for implementation of the Scheme Event Key date If the Scheme is approved by the Requisite Majorities of ClearView Shareholders at the Scheme Meeting Second Court Hearing 9:15am (Sydney time) on Date on which Court approval of the Scheme will be sought Thursday, 30 July 2026 Eff
Slide 22: Scheme Resolution
Scheme Resolution To consider and, if thought fit, to pass the following resolution in accordance with section 411(4)(a)(ii) of the Corporations Act: “That pursuant to, and in accordance with, section 411 of the Corporations Act, the Scheme, the terms of which are contained in and more particularly
Slide 23: Valid proxies received in respect of the Scheme Resolution
Valid proxies received in respect of the Scheme Resolution Number of ClearView % of ClearView Number of proxy % of proxy Proxy vote direction Shareholders voting Shareholders voting votes cast votes cast by proxy by proxy For 476,059,222 97.86% 239 87.23% Open1 7,213,222 1.48% 13 4.74% Against 3,202
Slide 24: Questions
Rl ClearView Questions
Slide 25: Voting on the Scheme Resolution – submit your vote
Voting on the Scheme Resolution – submit your vote
Slide 26: Poll on the Scheme Resolution closed
Poll on the Scheme Resolution closed
Slide 27: Closure of Scheme Meeting
Thank you Closure of Scheme Meeting