Over Wire : Becoming a substantial holder

603 Page 1 of 3 15 July 2001

Form 603

Corporations Act 2001

Section 671B

Notice of initial substantial holder

For personal use only

ToCompany Name/Scheme	OVER THE WIRE HOLDINGS LIMITED
ACN/ARSN	ACN 151 872 730

1. Details of substantial holder (1)

Weiss Asset Management LP and on behalf of Brookdale International

NamePartners, L.P., Brookdale Global Opportunity Fund, BIP GP LLC, WAM

GP LLC and Andrew Weiss (Weiss Group)

ACN/ARSN (if applicable)

The holder became a substantial holder on 10/02/2022

2. Details of voting power

The total number of votes attached to all the voting shares in the company or voting interests in the scheme that the substantial holder or an associate (2) had a relevant interest (3) in on the date the substantial holder became a substantial holder are as follows:

Class of securities (4)	Number of securities	Person's votes (5)	Voting power (6)
Ordinary Shares	2,999,255	2,999,255	5.03%

3. Details of relevant interests

The nature of the relevant interest the substantial holder or an associate had in the following voting securities on the date the substantial

holder became a substantial holder are as follows:

	Holder of relevant interest		Nature of relevant interest (7)	Class and number of securities
	Weiss Asset Management LP and
	on behalf of
	Brookdale International			2,999,255 Ordinary
	Partners, L.P., Brookdale	Cash-Settled Equity Swaps
	Global Opportunity Fund, BIP	Shares
	GP LLC, WAM GP LLC
	and Andrew Weiss (Weiss
	Group)
4. Details of present registered holders
The persons registered as holders of the securities referred to in paragraph 3 above are as follows:
	Holder of relevant	Registered holder of	Person entitled to be	Class and number of securities
	interest	securities		registered as holder (8)
	Weiss Asset	Weiss Asset	Weiss Asset
	Management LP and on	Management LP and	Management LP and on
	behalf of	on behalf of	behalf of
	Brookdale	Brookdale	Brookdale
	International	International	International	2,999,255 Ordinary
	Partners, L.P.,	Partners, L.P.,	Partners, L.P.,
	Brookdale	Brookdale	Brookdale	Shares
	Global Opportunity	Global Opportunity	Global Opportunity
	Fund, BIP GP LLC,	Fund, BIP GP LLC,	Fund, BIP GP LLC,
	WAM GP LLC	WAM GP LLC	WAM GP LLC
	and Andrew Weiss	and Andrew Weiss	and Andrew Weiss
	(Weiss Group)	(Weiss Group)	(Weiss Group)

603 Page 2 of 3 15 July 2001

5. Consideration

The consideration paid for each relevant interest referred to in paragraph 3 above, and acquired in the four months prior to the day that the substantial holder became a substantial holder is as follows:

only

Holder of relevant

Date of acquisition

Consideration (9)

Class and number of securities

interest

Cash

Non-cash

Refer Appendix A

Refer Appendix A

Refer

Refer Appendix A

Appendix A

use

6. Associates

The reasons the persons named in paragraph 3 above are associates of the substantial holder are as follows:

Name and ACN/ARSN (if applicable)

Nature of association

personal

7. Addresses

The addresses of persons named in this form are as follows:

Name

sign here

Address

date

11/02/2022

Weiss Asset Management LP

and on behalf of

Brookdale International

Partners, L.P., Brookdale

222 Berkeley St, Boston, MA 02116, United States

Global Opportunity Fund,

BIP GP LLC, WAM GP LLC

and

Andrew Weiss

(Weiss

Group)

Signature

capacity Company Secretary - Over the

Mike Stabb

print name

Wire Holdings

For

DIRECTIONS

(1) If there are a number of substantial holders with similar or related relevant interests (eg. a corporation and its related corporations, or the manager and trustee of an equity trust), the names could be included in an annexure to the form. If the relevant interests of a group of persons are essentially similar, they may be referred to throughout the form as a specifically named group if the membership of each group, with the names and addresses of members is clearly set out in paragraph 7 of the form.

(2) See the definition of "associate" in section 9 of the Corporations Act 2001.

(3) See the definition of "relevant interest" in sections 608 and 671B(7) of the Corporations Act 2001.

(4) The voting shares of a company constitute one class unless divided into separate classes.

(5) The total number of votes attached to all the voting shares in the company or voting interests in the scheme (if any) that the person or an associate has a relevant interest in.

(6) The person's votes divided by the total votes in the body corporate or scheme multiplied by 100.

603 Page 3 of 3 15 July 2001

1. Include details of:

only(8)

(9)

For usepersonal

1. any relevant agreement or other circumstances by which the relevant interest was acquired. If subsection 671B(4) applies, a copy of any document setting out the terms of any relevant agreement, and a statement by the person giving full and accurate details of any contract, scheme or arrangement, must accompany this form, together with a written statement certifying this contract, scheme or arrangement; and
2. any qualification of the power of a person to exercise, control the exercise of, or influence the exercise of, the voting powers or disposal of the securities to which the relevant interest relates (indicating clearly the particular securities to which the qualification applies).

See the definition of "relevant agreement" in section 9 of the Corporations Act 2001.

If the substantial holder is unable to determine the identity of the person ( eg. if the relevant interest arises because of an option) write

"unknown".

Details of the consideration must include any and all benefits, money and other, that any person from whom a relevant interest was

acquired has, or may, become entitled to receive in relation to that acquisition. Details must be included even if the benefit is conditional on the happening or not of a contingency. Details must be included of any benefit paid on behalf of the substantial holder or its associate in relation to the acquisitions, even if they are not paid directly to the person from whom the relevant interest was acquired.

Annexure "A"

only	The following two pages are Annexure "A" referred to in the Form 603 "Notice of initial substantial holder"
	Signature
		print name	Mike Stabb	capacity	Company Secretary - Over the Wire Holdings
For personal use	sign here		date	11 / 2 / 2022

For personal use only

Annexure "A" - Page 1

DETAILS OF CASH-SETTLED EQUITY SWAPS

Type of derivative instrument	Cash-Settled Equity Swaps
Identity of taker	Weiss Asset Management LP and on behalf of
	Brookdale International Partners, L.P., Brookdale
	Global Opportunity Fund, BIP GP LLC, WAM GP LLC
	and Andrew Weiss (Weiss Group)
Relevant security	Over The Wire Holdings LTD, (ASX/LSE: OTW)
	ABN 89 151 872 730
Entry date	08 December 2021 - 10 February 2022; See Exhibit A
Number of securities to which the derivative relates	2,999,255; See Exhibit A
Price Range	AUD 5.2800 - 5.5194; See Exhibit A
Long equity derivative positions held by taker and	2,999,255; See Exhibit A
its associates

_____________________________

Mary Ferruolo

Date: 10 February 2022

Weiss Asset Management LP