Doctor Care Anywhere : Security Purchase Plan

For personal use only

7 March 2022

Doctor Care Anywhere Security Purchase Plan

Doctor Care Anywhere Group PLC (ASX:DOC, "DOC", "Doctor Care Anywhere" or "the Company") announced on Monday 28 February 2022 that it would be undertaking a security purchase plan ("SPP"). The SPP is now open to eligible DOC securityholders to apply for up to A$30,000 of new CHESS Depositary Interests ("New CDIs") without incurring brokerage or other transaction costs. The SPP aims to raise up to A$1 million1 and is not underwritten.

The SPP follows DOC's successfully completed A$11.2 million placement to institutional investors, which was conducted at A$0.31 per CDI (the "Placement Price").

Securityholders are eligible to participate in the SPP if they had a registered address in Australia or New Zealand on DOC's register at 7pm (AEDT) on Friday 25 February 2022 ("Eligible Securityholders").

New CDIs are being offered at the Placement Price of A$0.31 per CDI. This issue price represents a:

• 12.7% discount to the closing price of CDIs of A$0.355 per CDI on 25 February 2022 (the last trading day prior to the announcement of the Placement and SPP); and
• 17.0% discount to the 5-day VWAP of A$0.373 per CDI up to and including 25 February 2022 (being the 5 trading day period ending on the last trading day prior to announcement of the Placement and SPP).

The SPP is not underwritten. Participation in the SPP is voluntary. New CDIs will rank pari passu with existing DOC CDIs on issue from their date of allotment.

The SPP is subject to the terms and conditions set out in a communication to Eligible Securityholders, which is being sent by post/email to Eligible Securityholders today, and the SPP Booklet, which is available for Eligible Securityholders to view at https://DOCSPP.thereachagency.com. A copy of the communication to Eligible Securityholders and the SPP Booklet are attached to this announcement. If you are unable to access the website, please contact DOC's share registry on 1300 850 505 (callers within Australia) or [phone] (callers outside Australia).

Eligible Securityholders are encouraged to read the SPP Booklet carefully, and if in any doubt about whether or not to apply for New CDIs under the SPP offer, to consult with a financial or other professional adviser.

Securityholders with questions in relation to how to participate in the SPP may contact DOC's share registry from 8.30am to 5.00pm (AEDT) Monday to Friday on 1300 850 505 (callers within Australia) or [phone] (callers outside Australia).

1 DOC may decide to accept applications (in whole or in part) that result in the SPP raising more or less than this amount in its absolute discretion.

Doctor Care Anywhere Group plc

ARBN 645 163 873

13-15 Bouverie Street, 2nd Floor

London EC4Y 8DP

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Key Dates

Date	Event
7:00pm (AEDT) Friday 25 February 2022	Record Date for the SPP
Monday 7 March 2022	SPP offer opens
5:00pm (AEDT) on Monday 21 March 2022	SPP offer closes
Thursday 24 March 2022	Announcement of results of the SPP
Monday 28 March 2022	SPP allotment date
Tuesday 29 March 2022	Commencement of trading of SPP CDIs on the
	ASX and despatch of holding statements

The above timetable is indicative only and subject to change. The commencement and quotation of CDIs is subject to confirmation from ASX. Subject to the requirements of the Corporations Act 2001 (Cth), the ASX Listing Rules and other applicable rules, DOC reserves the right to amend this timetable at any time, including extending the period for the SPP or accepting late applications, either generally or in particular cases, without notice

- ENDS -

This ASX announcement has been authorised for release by the Chief Financial Officer and Company Secretary.

About Doctor Care Anywhere:

Doctor Care Anywhere Group PLC is a UK-based telehealth company that is committed to delivering the best possible patient experience and clinical care through digitally enabled, joined up, evidence based pathways on its proprietary platform. Doctor Care Anywhere utilises its relationships with health insurers, healthcare providers and corporate customers to connect with patients to deliver a range of telehealth services.

Further Information:

Roger Newby

Domestique Consulting - Investor Relations [phone]

Daniel Curran

Chief Financial Officer and Company Secretary [e-mail]

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES

This announcement is not financial product advice and has not taken into account your objectives, financial situation or needs. This announcement has been prepared for release in Australia. This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States or in any jurisdiction in which such an offer would be illegal. The New CDIs have not been, nor will be, registered under the U.S. Securities Act of 1933 (the "Securities Act") or the securities laws of any state or other jurisdiction of the United States. Accordingly, the New CDIs may not be offered or sold, directly or indirectly, to any person in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable U.S. state securities laws.

Doctor Care Anywhere Group plc

ARBN 645 163 873

13-15 Bouverie Street, 2nd Floor

London EC4Y 8DP

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Doctor Care Anywhere Group PLC

(Company Number 08915336) (ARBN 645 163 873)

DOC

MR SAM SAMPLE FLAT 123

123 SAMPLE STREET THE SAMPLE HILL SAMPLE ESTATE SAMPLEVILLE VIC 3030

SRN WITHHELD DEC

7 March 2022

Dear Securityholder

Security Purchase Plan - Letter to Eligible Securityholders

I write to you as a holder of Doctor Care Anywhere Group PLC (ARBN 645 163 873) (ASX: DOC) (DOC or the Company) CHESS Depositary Interest (CDIs) with a registered address in Australia or New Zealand as at the record date of 7.00pm (AEDT) on 25 February 2022 (Record Date).

On behalf of the Directors, I am pleased to offer you the opportunity to participate in DOC's security purchase plan (SPP), announced on 28 February 2022 and following shortly after the successful placement of CDIs to institutional, professional and sophisticated investors which raised approximately A$11.2 million (Placement) (the Placement and SPP together, the Capital Raising).

The SPP aims to raise up to approximately A$1 million1 and is not underwritten.

DOC intends to use the proceeds of the SPP for additional working capital.

For further information on the Placement, please refer to the investor presentation issued by the Company on 28 February 2022. In particular, please have regard to the 'Risks' section on pages 13 - 16 of the investor presentation released on the ASX on 28 February 2022.

The issue price of CDIs to be issued under the SPP (SPP CDIs) is A$0.31 per SPP CDI (Issue Price), which is the same price as was paid for each CDIs by investors in the Placement.

This Issue Price represents a:

• 12.7% discount to the closing price of CDIs of A$0.355 per CDI on 25 February 2022 (the last trading day prior to the announcement of the Capital Raising); and
• 17.0% discount to the 5-day VWAP of A$0.373 per CDI up to and including 25 February 2022 (being the 5 trading day period ending on the last trading day prior to announcement of the Capital Raising).

• DOC may decide to accept applications (in whole or in part) that result in the SPP raising more or less than this amount in its absolute discretion.

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The SPP will allow Eligible Securityholders (as defined below) to apply for up to $30,000 worth of SPP CDIs at the Issue Price, without incurring brokerage or other transaction costs.

An offer booklet in relation to the SPP was lodged with ASX today (Booklet). A copy of the Booklet along with information about how to apply under the SPP via BPAY® (or if you are New Zealand securityholder and unable to pay via BPAY®, via electronic funds transfer (EFT)) is available at https://DOCSPP.thereachagency.com.

If you are unable to pay by BPAY® or EFT or have any questions in relation to how to participate in the SPP, please contact the Registry from 8.30am to 5.00pm (AEDT) Monday to Friday on 1300 850 505 (callers within Australia) or [phone] (callers outside Australia).

Unless otherwise defined, capitalised terms used in this letter have the meaning given in the Booklet.

Availability of the Security Purchase Plan

The SPP is available to all Securityholders registered on the Record Date whose registered address is in Australia or New Zealand, provided they are not in the United States or acting for the account or benefit of a person in the United States (Eligible Securityholders). The SPP is not being extended to any Securityholders with an address outside Australia and New Zealand.

The SPP is also being offered to Eligible Securityholders who are Custodians or nominees and who wish to apply for SPP CDIs on behalf of certain Eligible Beneficiaries. Custodians and nominees are not required to participate on behalf of their Eligible Beneficiaries. Custodians and nominees may choose whether or not to extend the SPP to their Eligible Beneficiaries.

Key features of the Security Purchase Plan

The SPP allows Eligible Securityholders to apply for a minimum of A$1,000 and a maximum of A$30,000 worth of SPP CDIs at the Issue Price of A$0.31 per SPP CDI.

Applications and payment of funds must be received on or before 5.00pm (AEDT) on 21 March 2022, unless DOC extends the Closing Date for applications.

SPP CDIs issued will be fully paid and rank equally with all existing CDIs on issue.

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Key Dates
Record Date (the date that eligibility to	7.00pm (AEDT), 25 February 2022
participate in the SPP was determined)
Opening Date for applications	7 March 2022
Closing Date for applications	5.00pm (AEDT), 21 March 2022
Results of SPP announced	24 March 2022
Issue of SPP CDIs	28 March 2022
SPP CDIs commence trading on ASX	29 March 2022
Despatch of holding statements	29 March 2022

This timetable is indicative only and subject to change. DOC reserves the right to alter the dates above at its discretion, subject to the Listing Rules and Corporations Act. All references to times are to Australian Eastern Daylight Time.

Actions required by Eligible Securityholders

Eligible Securityholders may participate in the SPP by applying online at https://DOCSPP.thereachagency.com. If you are unable to access the website, please contact the Registry on 1300 850 505 (callers within Australia) or [phone] (callers outside Australia). Applications for SPP CDIs can only be made by Eligible Securityholders invited to make an application under the SPP Offer.

DOC reserves the right to close the SPP early or extend the SPP in its discretion.

Participation is entirely voluntary. Before you decide whether to participate in the SPP, DOC recommends you seek independent financial advice from your stockbroker, accountant or other professional adviser. Your right to participate in the SPP is not transferable.

Scale back

The amount that each Eligible Securityholder can apply for under the SPP is capped at A$30,000. The SPP aims to raise up to approximately A$1 million. DOC may decide to accept applications (in whole or in part) that result in the SPP raising more or less than this amount in its absolute discretion.

To the extent it is necessary to scale back the number of SPP CDIs that will be issued to Eligible Securityholders under the SPP, DOC intends to do so in its discretion, having regard to factors including the pro rata holding of Eligible Securityholders (as at the SPP Closing Date) who apply for SPP CDIs.

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