31 March 2022

For personal use only

ASX Market Announcements Australian Securities Exchange 20 Bridge Street

Sydney NSW 2000

Demerger of The Lottery Corporation - Briefing Presentation

Attached is a presentation regarding Tabcorp Holdings Limited's (Tabcorp) proposed demerger of The Lottery Corporation.

This presentation will be webcast on Tabcorp's website atwww.tabcorp.com.au from 10am (Sydney time) today.

The information contained in this presentation should be read subject to Tabcorp's Demerger Booklet dated 30 March 2022 lodged with the ASX today, and other periodic and continuous disclosure announcements lodged by Tabcorp with the ASX.

This announcement was authorised for release by the Tabcorp Board.

For more information:

Media: Nicholas Tzaferis, GM Corporate Communications, +61 3 9868 2529 Investors/Analysts: Chris Richardson, GM Investor Relations & Treasury, +61 3 9868 2800

Tabcorp Holdings Limited

Level 21, Tower 2 727 Collins Street Melbourne VIC 3008

GPO Box 1943

Melbourne VIC 3001

tabcorp.com.au ABN 66 063 780 709

DEMERGER OF THE LOTTERY

CORPORATION

BRIEFING PRESENTATION

31 MARCH 2022

ABN 66 063 780 709

DISCLAIMER

This Presentation contains summary information only about the current activities of Tabcorp Holdings Limited (Tabcorp) and its subsidiaries (Tabcorp Group) as at 31 March 2022. If you are a Tabcorp shareholder, you should read Tabcorp's demerger booklet dated 30 March 2022 (Demerger Booklet) in full before making any decision to vote on the Demerger. This Presentation is not in any way a substitute for the Demerger Booklet and should not be relied upon as such. This Presentation should also be read in conjunction with the Tabcorp Group's other periodic and continuous disclosure announcements lodged with the Australian Securities Exchange (ASX), which are available atwww.asx.com.au.

No member of the Tabcorp Group gives any warranties in relation to the statements or information contained in this Presentation. The information contained in this

Presentation is of a general nature and has been prepared by Tabcorp in good faith and with due care but no representation or warranty, express or implied, is provided in relation to the accuracy or completeness of the information.

This Presentation is not a recommendation to acquire Tabcorp shares. The information provided in this Presentation is not financial product advice and has been prepared without taking into account any recipient's investment objectives, financial circumstances or particular needs, and should not be considered to be comprehensive or to comprise all the information which recipients may require in order to make an investment decision regarding Tabcorp shares.

All dollar values are in Australian dollars (A$) unless otherwise stated.

Neither Tabcorp nor any other person warrants or guarantees the future performance of Tabcorp shares or any return on any investment made in Tabcorp shares. This Presentation may contain certain 'forward-looking statements'. The words 'anticipate', 'believe', 'expect', 'project', 'forecast', 'estimate', 'likely', 'intend', 'should', 'could', 'may', 'target', 'plan' and other similar expressions are intended to identify forward-looking statements. Indications of, and guidance on, financial position and performance are also forward-looking statements. Any forecasts or other forward looking statements contained in this Presentation are subject to known and unknown risks and uncertainties and may involve significant elements of subjective judgement and assumptions as to future events which may or may not be correct. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors, many of which are beyond the control of Tabcorp, that may cause actual results to differ materially from those expressed or implied in such statements. There can be no assurance that actual outcomes will not differ materially from these statements. You are cautioned not to place undue reliance on forward looking statements. Except as required by law or regulation (including the ASX Listing Rules), Tabcorp undertakes no obligation to update these forward-looking statements.

Past performance information given in this Presentation is given for illustrative purposes only and should not be relied upon as (and is not) an indication of future performance.

This Presentation is for information purposes only and is not a prospectus, product disclosure statement or other disclosure or offering document under Australian or any other law. This Presentation does not constitute an offer, invitation or recommendation to subscribe for or purchase any security and neither this Presentation not anything contained in it shall form the basis of any contract or commitment. No securities in a Tabcorp Group member have been, and will not be, registered under the U.S. Securities Act of 1933 (Securities Act) and they may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the

Securities Act.

Table of Contents

4 - 9

Overview of the Demerger

11 - 17

The Lottery Corporation post Demerger

19 - 27

New Tabcorp post Demerger

29 - 37

Appendices

3

OVERVIEW OF THE DEMERGER

The Demerger is anticipated to create two significant, standalone ASX listed companies

OVERVIEW

  • • Tabcorp's Lotteries and Keno business ("The Lottery Corporation" or "TLC") to be demerged into a separate ASX-listed company

  • Eligible shareholders (who have not elected to become a selling shareholder) will retain their current existing shares in Tabcorp and receive one TLC share for each Tabcorp share held at the record date on 25 May 2022

  • Tabcorp has received a draft class ruling for demerger tax relief. Consistent with standard ATO practice, the final class ruling will only be received after the Demerger Implementation Date

  • Shareholders will have the opportunity to vote on the Demerger at the shareholder meetings on 12 May 2022

    • - The Tabcorp Directors unanimously recommend that you vote in favour of the resolutions to approve the Demerger

    • - The Independent Expert has also concluded that the Demerger is in the best interests of Tabcorp shareholders

  • Subject to receipt of the necessary regulatory, shareholder and Court approvals, The Lottery Corporation will commence trading on the ASX on 24 May 2022 on a deferred settlement basis with trading on a normal settlement basis expected to occur on 2 June 2022

    POST DEMERGER STRUCTURE

    Tabcorp shareholders at Record Date

  • Comprehensive information on the Demerger (including the associated disadvantages and risks related to the Demerger and ongoing business operations - refer page 6 for a summary) is set out in the Demerger Booklet (www.tabcorp.com.au/investors/demerger), which should be read by Tabcorp shareholders in full before making any voting decision

4

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Disclaimer

Tabcorp Holdings Limited published this content on 30 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 March 2022 22:45:11 UTC.