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Fletcher Building successfully completes entitlement offer

Capital Raise16 May 2018FBUMaterials

Fletcher Building successfully completes entitlement offer

(NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES)


Auckland, 16 May 2018: Fletcher Building Limited is pleased to advise the successful completion

of the Retail component of its NZ$750 million fully underwritten pro-rata accelerated 1 for 4.46

entitlement offer (“Retail Offer”) of new Fletcher Building Limited shares (“New Shares”). The

Retail Offer has raised gross proceeds of approximately NZ$229.5 million from the issue of

approximately 47.8 million new shares at an issue price of NZ$4.80 per share. The Entitlement

Offer was announced on 17 April 2018.


Approximately 20.2 million new shares were offered for sale under the retail shortfall bookbuild

(“Retail Bookbuild”).The Retail Bookbuild was well supported by eligible institutional

shareholders and new investors. The clearing price under the Retail Bookbuild was NZ$6.45 per

share, representing a premium of NZ$1.65 per share over the Entitlement Offer price of NZ$4.80.

Eligible retail shareholders who elected not to take up their entitlements and ineligible retail

shareholders will receive NZ$1.65 for each entitlement not taken up by them.


Amounts payable to eligible retail shareholders who did not take up their full entitlement or

ineligible retail shareholders with nominated Australian dollar bank accounts will be converted

from New Zealand dollars by the Registrar at the prevailing exchange rate for buying Australian

dollars using New Zealand dollars at the time of payment. That exchange rate may be different

to the exchange rate used to set the A$ Offer Price.


The ASX settlement date for new shares issued under the Retail Entitlement Offer and the Retail

Bookbuild is 17 May 2018. The NZX settlement date for new shares issued under the Retail

Entitlement Offer and the Retail Bookbuild is 18 May 2018. Allotment of these shares on NZX and

ASX is expected to occur on 18 May 2018.


The Retail Premium will be despatched and paid to retail shareholders who elected not to take

up their entitlements and ineligible retail shareholders on 23 May 2018.


Fletcher Building Chairman, Sir Ralph Norris, commented, “It is pleasing to see that many of our

retail shareholders took up the opportunity to participate in the offer, while those that did not or

were ineligible to participate will receive a premium of NZ$1.65 per entitlement.”

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Fletcher Building CEO, Ross Taylor, commented, “The completion of the entitlement offer means

we can now significantly reduce group debt and improve the capital structure of Fletcher

Building. This puts us in a stronger position to focus our portfolio and pursue a new group

strategy, and we look forward to briefing the market on this in more detail in June.”


Further information and shareholder enquiries

Shareholders with any questions in relation to the Offer, can contact the Fletcher Building Offer

Information Line on 0800 650 034 (within New Zealand) and 1800 501 366 (within Australia) or

+64 9 488 8777 (outside of New Zealand or Australia) between 8.30am and 5:00pm (NZ time and

Sydney time) Monday to Friday. For other questions, shareholders should consult their broker,

solicitor, accountant, financial adviser, or other professional adviser.


#Ends


For further information please contact:


MEDIA

Leela Gantman

Head of Communications

+64 27 541 6338

Leela.gantman@fbu.com

INVESTORS AND ANALYSTS

Rodney Deacon

Head of Investor Relations

+64 21 631 074

Rodney.deacon@fbu.com


This announcement has been prepared for publication in New Zealand and Australia and may not be

released or distributed in the United States. This announcement does not constitute an offer, invitation

or recommendation to subscribe for or purchase any security or financial product and neither this

announcement nor anything attached to this announcement shall form the basis of any contract or

commitment. In particular, this announcement does not constitute an offer to sell, or the solicitation of

an offer to buy, securities in the United States or any other jurisdiction in which such an offer would

be illegal. Any securities described in this announcement have not been, and will not be, registered

under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of

any state or jurisdiction of the United States and may not be offered or sold directly or indirectly in the

United States except in transactions exempt from, or not subject to, the registration of the U.S.

Securities Act and any other applicable U.S. state securities laws.


Forward looking statements

This announcement contains forward looking statements, including statements of current intention,

statements of opinion and predictions as to possible future events. Forward looking statements

should, or can generally, be identified by the use of forward looking words such as “believe”, “expect”,

“estimate”, “will”, “may”, “target” and other similar expressions within the meaning of securities laws of

applicable jurisdictions, and include but are not limited to the expected outcome of the various and

ongoing negotiations in connection to the Offer. Indications of, and guidance or outlook on, future

earnings or financial position or performance are also forward looking statements. Such statements

are not statements of fact and there can be no certainty of outcome in relation to the matters to which

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the statements relate. These forward looking statements involve known and unknown risks,

uncertainties, assumptions and other important factors that could cause the actual outcomes to be

materially different from the events or results expressed or implied by such statements. Those risks,

uncertainties, assumptions and other important factors are not all within the control of Fletcher

Building and cannot be predicted by Fletcher Building and include changes in circumstances or

events that may cause objectives to change as well as risks, circumstances and events specific to the

industry, countries and markets in which Fletcher Building operates. They also include general

economic conditions, exchange rates, interest rates, competitive pressures, selling price, market

demand and conditions in the financial markets which may cause objectives to change or may cause

outcomes not to be realised.

None of Fletcher Building or any of its subsidiaries, advisors or affiliates (or any of their respective

officers, employees or agents) makes any representation, assurance or guarantee as to the accuracy

or likelihood of fulfilment of any forward looking statement or any outcomes expressed or implied in

any forward looking statements. Statements about past performance are not necessarily indicative of

future performance.


Key dates

Event Day Date

Settlement of Retail Entitlement Offer and Retail

Bookbuild on ASX

Thursday

17 May 2018

Settlement of Retail Entitlement Offer and Retail

Bookbuild on NZX Main Board and allotment of

New Shares under the Retail Entitlement Offer and

Retail Bookbuild on NZX Main Board and ASX

Friday

18 May 2018

Trading of New Shares commences on NZX Friday

18 May 2018

Trading of New Shares commences on ASX Monday

21 May 2018

Despatch of holding statement in respect of New

Shares issued under the Retail Entitlement Offer

Monday

21 May 2018

Despatch and Payment of Retail Premium Wednesday

23 May 2018

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.