SkyCity Entertainment Group Limited logo

UPDATED SKYCITY DIVIDEND REINVESTMENT PLAN

Dividend23 December 2019SKCConsumer Discretionary

23 December
2019

Client Market Services

NZX Limited

Level 1, NZX Centre

11 Cable Street

WELLINGTON

Copy to:

ASX Market Announcements

Australian Stock Exchange

Exchange Centre

Level 6

20 Bridge Street

Sydney NSW 2000

AUSTRALIA

RE

: SKYCITY ENTERTAINMENT GROUP LIMITED (SKC)

UPDATED SKYCITY DIVIDEND REINVESTMENT PLAN

S

kyCity Entertainment Group Limited advises that it has updated the terms of the SkyCity

Dividend Reinvestment Plan (DRP) to:

(a)reflect changes to the NZX Listing Rules which come into effect from 1 January 2020

relating to mandatory dividend reinvestment plan timetable requirements; and

(b)remove references to Northern Territory legislation and authorities following the sale

o

f the SkyCity Darwin business earlier this year (being minor amendments of a

n

a

dministrative or procedural nature).

A

ttached are copies of the updated DRP Offer Document and Participation Notice

relating to the DRP. These documents are also available from SkyCity’s website at

https://www.skycityentertainmentgroup.com/investor-centre/financial-

information/dividend.

E

xisting participants in the DRP are not required to take any action as a result of the

changes as their participation in the DRP will continue.

Y

ours faithfully

J

o Wong

Company Secretary

---

Dividend Reinvestment Plan
Offer Document

25 February 2011

(updated as at 1 January 2020)

This is an important document, prepared in accordance with the Financial Markets Conduct Act 2013 and

Financial Markets Conduct Regulations 2014, and contains a description of the SkyCity Entertainment Group

Limited Dividend Reinvestment Plan and its terms and conditions. If you have any questions in relation to the

SkyCity Entertainment Group Limited Dividend Reinvestment Plan, please consult your financial adviser.

KEY FEATURES ............................................................................3
TERMS AND CONDITIONS ....................................................4

DIRECTORY ..................................................................................11

Dividend Reinvestment Plan Offer Document

2

CONTENTS

Shares Instead of Dividends
The SkyCity Entertainment Group Limited (SkyCity) Dividend

Reinvestment Plan (Plan) provides you, as a holder of SkyCity

Entertainment Group Limited ordinary shares, with an

opportunity to invest the net proceeds of the cash dividends

payable on your shares in additional fully paid ordinary shares.

This is a convenient method of increasing your investment by

acquiring further shares free of brokerage charges. If you wish to

continue to receive dividends declared by SkyCity in cash, no

action is required.

Additional shares acquired under the Plan may, at the discretion

of the SkyCity board, be new shares issued by SkyCity, existing

shares acquired by SkyCity or its nominee or agent, or any

combination of new shares and existing shares.

Eligibility

All SkyCity shareholders are eligible to participate in the Plan,

except where the SkyCity board elects not to offer participation

under the Plan to shareholders whose registered address is

outside New Zealand or Australia. Participation in the Plan is

optional at the election of a shareholder.

Full or Partial Participation

You may elect to participate in the Plan in respect of all or part of

your shares.

Flexible Joining, Variation and Withdrawal Arrangements

Shareholders can join the Plan, vary their participation or

withdraw from the Plan at any time by forwarding a written

notice to that effect to the Share Registrar, Computershare

Investor Services Limited.

You have until 5.00pm (New Zealand time) on the Business Day

(which for the purpose of this Offer Document has the meaning

given to it in the NZX Listing Rules) following a record date for a

dividend to elect to participate in the Plan for that dividend. Any

notice received after 5.00pm (New Zealand time) on the Business

Day following a record date for a dividend will be effective only

from the next following dividend.

A Participation Notice is enclosed with this Offer Document if you

wish to participate in the Plan.

A new Participation Notice (available from the Investor Centre

section of SkyCity’s website at www.skycityentertainmentgroup.com

or, on request, by contacting the Share Registrar at the address set

out in the Directory) will need to be completed if you wish to vary

your participation in the Plan.

Application of the Plan

The SkyCity board will determine whether the Plan will apply to a

particular dividend. If the board determines that the Plan will

apply to a particular dividend, then the Plan will apply if you have

previously elected or elect to participate in the Plan and you have

not withdrawn from the Plan as at 5.00pm (New Zealand time)

on the Business Day following the record date for that particular

dividend.

If the board determines that the Plan will not apply to a particular

dividend, then notwithstanding that you may have previously

elected or elect to participate in the Plan, the Plan will not apply

to that particular dividend and you will receive the dividend

declared by SkyCity in cash.

Shares at or Around Market Price

Under the Plan, additional shares acquired in respect of a

dividend will be acquired at their market price or, at the SkyCity

board’s discretion, at a discount of up to 5%.

Shares Acquired Rank Equally and may be Sold

Additional shares acquired under the Plan will rank equally in all

respects with existing SkyCity shares and may be sold at any time.

Taxation

Shareholders who participate in the Plan are treated, for New

Zealand tax purposes, in the same way as if they had received the

cash dividend. Australian resident shareholders who participate

in the Plan are treated, for Australian tax purposes, in the same

way as if they had received the cash dividend.

Details Will be Sent to you

If you elect to participate in the Plan, details of your total

entitlement and the number of shares acquired by you under the

Plan will be sent to you after each dividend payment.

Dividend Policy

As at the date of this Offer Document, SkyCity’s current dividend

policy is to pay a dividend of a minimum of 20 cents per share per

annum and not less than 80% of annual Normalised NPAT,

subject to maintaining SkyCity’s investment grade credit rating

and giving priority to the funding of strategic projects. SkyCity’s

dividend policy is subject to change at the Board’s sole discretion

(from time to time). SkyCity’s most up to date dividend policy can

be found at www.skycityentertainmentgroup.com.

3

Dividend Reinvestment Plan Offer Document

KEY FEATURES

1. Introduction
Pursuant to the constitution of SkyCity Entertainment Group

Limited (SkyCity), the board of directors (board) has approved the

adoption of the SkyCity Entertainment Group Limited Dividend

Reinvestment Plan (Plan). Under the Plan, holders of ordinary

shares in SkyCity may elect to forgo their right to dividends or

distributions on all or any of their fully paid ordinary shares in

SkyCity and receive fully paid ordinary shares in SkyCity

(Additional Shares) instead. This Offer Document sets out the

terms and conditions of the Plan and is issued in compliance with

the exclusion for dividend reinvestment plans contained in

Schedule 1 to the Financial Markets Conduct Act 2013 and the

Financial Markets Conduct Regulations 2014. Accordingly, no

product disclosure statement or prospectus is required in respect

of the Plan.

2. The Offer

2.1 Offer to all Shareholders

Subject to clauses 2.4 to 2.6, SkyCity offers to all shareholders the

right to elect to participate in the Plan.

2.2 Available Options

Shareholders may elect to participate in the Plan by exercising

one of the following options:

• Full Participation

If you elect full participation, participation in the Plan will apply

to all of your shares.

• Partial Participation

If you elect partial participation, only the number of shares

nominated by you will be eligible for participation in the Plan.

If you hold less than your nominated number of shares, then the

Plan will apply to such lesser number of shares.

• Non-Participation

If you do not wish to participate and you wish to receive

dividends or distributions in cash, you are not required to do

anything.

2.3 Information for Australian Shareholders

The offer of shares under the Plan does not need disclosure for the

purposes of section 708 of the Corporations Act 2001 (Cth).

Accordingly, this Offer Document will not be lodged with the

Australian Securities and Investments Commission (ASIC).

Australian resident shareholders should note that SkyCity is not

licensed to provide financial product advice in relation to the

shares offered under the Plan. There is no cooling-off regime that

applies in respect of the acquisition of shares offered under the

Plan.

This Offer Document does not take into account shareholders'

personal objectives, financial situations or needs. Shareholders

should consider obtaining their own financial product advice in

relation to the offer from an independent person who is licensed

by ASIC to give such advice.

2.4 Ability to Exclude Overseas Shareholders from the Plan

The board may, in its absolute discretion, elect not to offer

participation under the Plan to shareholders whose address is

outside New Zealand or Australia if the board considers:

• that to do so would risk breaching the laws of places outside

New Zealand or Australia; or

• it would be unreasonable having regard to the associated costs

of ensuring that the laws of those places are complied with.

2.5 Representations and Warranties from Overseas Shareholders

Shareholders who apply to participate in the Plan and who reside

outside New Zealand or Australia represent and warrant to

SkyCity that the offer of the Plan and their participation in it

would not breach any laws in their country of residence.

Any person residing outside New Zealand or Australia who holds

shares through a New Zealand or Australian resident nominee

should not allow their nominee to participate in the Plan if

participation in respect of their shares would be contrary to the

laws of their country of residence.

Any person residing outside New Zealand or Australia who

participates in the Plan through a New Zealand or Australian

resident nominee will be deemed to represent and warrant to

SkyCity that they can lawfully participate through their nominee.

SkyCity accepts no responsibility for determining whether a

shareholder is able to participate in the Plan under laws

applicable outside of New Zealand or Australia.

2.6 Exclusion Where Liens or Charges Over Shares

Any shares over which SkyCity has a lien or charge in accordance

with SkyCity’s constitution or other requirements of law will not

be eligible to participate in the Plan.

3. Method of Participation

3.1 Participation Notice

To participate in the Plan you must:

• complete the Participation Notice which accompanies this

Offer Document in accordance with the instructions on that

notice; and

Dividend Reinvestment Plan Offer Document

4

TERMS AND CONDITIONS

• forward the completed Participation Notice to:

SkyCity Entertainment Group Limited Share Registrar

Computershare Investor Services Limited

Level 2

159 Hurstmere Road

Takapuna

Private Bag 92119

Auckland 1142


or to such other person or address as SkyCity may determine.

3.2 Participation Cutoff

Participation will be effective as to dividends or distributions

payable from the Business Day following the first record date after

receipt by the Share Registrar of a properly completed

Participation Notice (including, for the avoidance of doubt, the

dividend or distribution to be paid in respect of that record date).

Any notice received after 5.00pm (New Zealand time) on the

Business Day following a record date for a dividend will be

effective only from the next following dividend.

4. Additional Share Entitlement

4.1 General

Subject to clause 6, the number of Additional Shares to be

acquired by a shareholder who has elected to participate in the

Plan will be:

• based on the net amount of the dividend or distribution the

shareholder would otherwise have received; and

• calculated on the basis that the issue price of the Additional

Shares will be the market price of shares less a discount (if any),

as determined in accordance with the formula set out in

clause 4.2.

4.2 Formula for Calculation of Number of Additional Shares

Subject to clause 6, the number of Additional Shares to be

acquired by a shareholder who has elected to participate in the

Plan will be calculated in accordance with the following formula:

Additional Shares =

(SxD) + B

Cx (1 – E)


Where:

S is the number of shares in respect of which an election to

participate in the Plan has been made by the shareholder.

D is the amount of the dividend or distribution (expressed in cents

and fractions of cents and after deduction of any amounts of

resident withholding, or other taxes, if any, payable by SkyCity in

respect of the dividend or distribution) payable per share which

would otherwise have been payable to a shareholder if the

shareholder had not elected to participate in the Plan.

B is the amount (if any) held to the order of the shareholder under

the Plan in accordance with clause 4.3 below as a result of

rounding the number of Additional Shares to be acquired by the

shareholder when the Plan last operated.

C is the volume weighted average sale price for a share (expressed

in cents and fractions of cents) calculated on all sales of shares

which took place through the NZX main board market (NZSX)

operated by NZX Limited (NZX) on the five trading days

commencing on the Ex Date (which has the meaning given to it

in the NZX Listing Rules). If no sales of shares occur during the five

trading days commencing on the Ex Date, then the volume

weighted average sale price shall be deemed to be the first sale

price for a share which took place on the NZSX after the Ex Date

as determined by NZX.

Any volume weighted average sale price so determined may be

reasonably adjusted by the board to allow for any bonus or

dividend or other distribution expectation. If, in the opinion of the

board, any exceptional or unusual circumstances have artificially

affected the volume weighted average sale price so determined,

the board may make such adjustment to that sale price as it

considers reasonable.

E is the percentage discount determined by the board from time

to time (if any) in its absolute discretion, provided that such

percentage discount (if any) shall not exceed 5%.

4.3 Fractional Entitlements

Where the number calculated in accordance with the formula in

clause 4.2 includes a fraction then the number of Additional

Shares to be acquired shall be rounded down to the nearest

whole number.

Any net amount of the dividend or distribution as described in the

definition of ‘D’ plus the amount ‘B’ in clause 4.2 above which is

not applied to acquire part of an Additional Share because of this

clause 4.3 shall be held to the order of the shareholder and be

applied under the Plan on the shareholder’s behalf the next time

the Plan operates.

Should a shareholder:

• terminate his or her participation in the Plan under clause 8.4;

or

• cease to be a shareholder,

any amount of NZ$2.00 or more which at the time is held to the

order of the shareholder under this clause 4.3 will be paid in cash

to the shareholder on the next dividend payment date. Amounts

not more than NZ$2.00 which are held to the order of the

shareholder will be forfeited.

5

Dividend Reinvestment Plan Offer Document

TERMS AND CONDITIONS

TERMS AND CONDITIONS
4.4 Share Price Information Publicly Available

SkyCity will ensure that at the time the price for the Additional

Shares is set under clause 4.2 it will have no information that is

not publicly available and that would, or would be likely to, have a

material adverse effect on the realisable price of the shares if the

information was publicly available.

5. Operation of the Plan

5.1 Additional Shares

Subject to clause 6, the board will, on the day that a shareholder

who has elected to participate in the Plan would otherwise have

been paid a dividend or distribution, either issue or arrange the

transfer of the Additional Shares to that shareholder in

accordance with clause 4.

5.2 Terms and Ranking of Additional Shares

Additional Shares acquired by shareholders under the Plan will be

issued or transferred on the terms set out in this Plan and, subject

to the rights of termination, suspension and modification set out

in clause 8, will not be issued or transferred on any other terms

and will all be subject to the same rights as each other. The

Additional Shares acquired by shareholders under the Plan will,

from the date of issue or transfer, rank equally in all respects with

each other and with all other ordinary shares of SkyCity on issue

as at that date.

5.3 Source of Additional Shares

Additional Shares to be acquired by shareholders under the Plan

may, at the board’s discretion, be:

• new shares issued by SkyCity;

• existing shares acquired by SkyCity or a nominee or agent

of SkyCity; or

• any combination of new shares and existing shares.

6. Regulatory Approval

As at the date of this Plan, SkyCity and its shareholders are subject

to specific casino industry legislation in New Zealand and South

Australia which, amongst other matters, governs the suitability or

otherwise of the persons who are or will be able to exercise

significant influence over the management or operation of any of

SkyCity’s casino businesses in New Zealand (in the case of the

New Zealand legislation) or who attain a position of control or

significant influence over the holder of SkyCity’s South Australian

casino licence (in the case of the South Australian legislation). The

legislation is administered by the Secretary of the Department of

Internal Affairs and the Gambling Commission in New Zealand

and Consumer and Business Services in South Australia.

It is possible that SkyCity and its subsidiaries may acquire other

licences, whether for the operation of casinos or the operation or

conduct of other forms of gaming or wagering, or may otherwise

become subject to other regulatory regimes under which

approvals may be required from other regulatory or statutory

authorities or bodies for the acquisition of shares by shareholders

in certain circumstances.

The Secretary of the Department of Internal Affairs and the

Gambling Commission in New Zealand and Consumer and

Business Services in South Australia, and any other such

regulatory or statutory authority or body which may have

jurisdiction over SkyCity or any of its subsidiaries are referred to in

this clause 6 as “Regulatory Authorities”.

The board may, in its absolute discretion, notwithstanding an

election by a shareholder to participate in the Plan, decide not to

issue or transfer Additional Shares to the shareholder under the

Plan, and instead pay the relevant dividend or distribution to the

shareholder in cash, if approval from any of the Regulatory

Authorities may be required for the issue or transfer of the

Additional Shares to the shareholder unless, prior to 5.00pm

(New Zealand time) on the Business Day following the record date

for the dividend, the shareholder provides SkyCity with the

necessary approval from the relevant Regulatory Authorities for

the issue or transfer of the Additional Shares to that shareholder

or confirmation from the relevant Regulatory Authorities that the

issue or transfer of those Additional Shares does not require their

approval.

7. Statements to Shareholders

7.1 Statements on Dividend Date

Subject to clauses 2.4 to 2.6 and 7.2, SkyCity will send to each

shareholder who has elected to participate in the Plan, on each

dividend payment date, a statement detailing in respect of that

shareholder:

• the number of shares of the shareholder as at the relevant

record date;

• the amount of the cash dividend used to subscribe for

Additional Shares and the amount paid in respect of shares

nominated for participation in the Plan and shares not

nominated for participation in the Plan (if applicable);

• the amount of any taxation deduction;

• the number of Additional Shares acquired by the shareholder

under the Plan and the issue price of those Additional Shares

(including any discount (if any)) determined by the board under

clause 4.2;

Dividend Reinvestment Plan Offer Document

6

TERMS AND CONDITIONS
• the amount held to the order of the shareholder under clause

4.3; and

• advice as to the amount of any imputation or other taxation

credits.

7.2 Statements Where Regulatory Approval Required

If the board decides under clause 6 not to issue or transfer

Additional Shares to a shareholder who has elected to participate

in the Plan, SkyCity will send to that shareholder a statement

detailing the reasons why the board exercised its discretion under

clause 6, including the type of confirmation or approval which the

board believes the relevant shareholder may need to seek from

the Regulatory Authorities in order to be able to acquire

Additional Shares under the Plan in the future.

8. Termination, Suspension and Modification

8.1 Termination or Modification by SkyCity

The board may at any time and from time to time in its sole

discretion:

• terminate or modify the Plan. If the Plan is modified, then a

Participation Notice will be deemed to be a Participation Notice

under the Plan as modified unless that Participation Notice is

withdrawn by the shareholder; or

• suspend the operation of the Plan so that it will not apply to the

whole or part of any dividends or distributions; or

• resolve that participation will not apply to the whole or part of

any dividend and that the dividend or the balance of the

dividend (as the case may be) will be paid in cash; or

• resolve that the price at which Additional Shares may be

acquired shall be at a discount to the market price of shares in

accordance with clause 4.2; or

• resolve that in the event of the subdivision, consolidation or

reclassification of the shares into one or more new classes of

shares, that a Participation Notice will be deemed to be a

Participation Notice in respect of the shares as subdivided,

consolidated or reclassified unless such Participation Notice is

subsequently changed or withdrawn by the participating

shareholder; or

• resolve that a Participation Notice will cease to be of any effect;

or

• resolve that the Plan may be underwritten on such terms as

agreed between SkyCity and an underwriter.

8.2 Prior Notice

Notice of any modification or termination by the board will be

given to all shareholders participating in the Plan.

8.3 When no Notice Required

Notwithstanding clause 8.2, SkyCity may at any time, without the

need of any notice:

• modify the Plan to comply with SkyCity's constitution, the

listing rules of any stock exchange on which the shares are

listed or any law; or

• make minor amendments to the Plan where such amendments

are of an administrative or procedural nature.

8.4 Variation or Termination by a Participating Shareholder

A shareholder may, at any time:

• increase or decrease the number of their shares which are

participating in the Plan by completing and sending a new

Participation Notice to the Share Registrar; or

• terminate their participation in the Plan by written notice to

that effect to the Share Registrar.

8.5 Variation or Termination Effective

A variation or termination under clause 8.4 will take effect

immediately upon receipt by the Share Registrar of the new

Participation Notice or the written termination notice, as the case

may be, provided that any notice received after 5.00pm

(New Zealand time) on the Business Day following the record date

for a dividend will be effective only from the next following

dividend.

8.6 Death of Participating Shareholder

If a shareholder participating in the Plan dies, participation by

that shareholder in the Plan will be terminated by SkyCity upon

receipt by SkyCity of a notice of death in a form acceptable to

SkyCity. Death of one of two or more joint shareholders will not

automatically terminate participation.

9. Reduction or Termination of Participation Where no

Notice Given

9.1 Dispositions Where Partial Participation

Where a shareholder who is participating in the Plan in respect of

some but not all of their shares disposes of some of their shares

then unless the shareholder notifies the Share Registrar otherwise

in writing:

• the shareholder will be deemed to have disposed of shares

which are not participating in the Plan if the total number of

non-participating shares held by them is greater than the

number of shares being disposed of by them; and

7

Dividend Reinvestment Plan Offer Document

TERMS AND CONDITIONS
• if the number of shares disposed of is greater than the number

of the shareholder’s shares which are not participating in the

Plan, they will be deemed to have disposed of all of their

non-participating shares, and the balance will be attributed to

shares participating in the Plan.

9.2 Partial Dispositions Where Full Participation

If a shareholder with full participation disposes of part of their

holding of shares without giving the Share Registrar written

notice terminating their participation in the Plan, the shareholder

will be deemed to have terminated their participation in the Plan

with respect to the shares disposed of by them from the date that

SkyCity registers a transfer of those shares.

9.3 Dispositions of all of Shares

If a shareholder disposes of all of their holding of shares without

giving the Share Registrar written notice terminating their

participation in the Plan, the shareholder will be deemed to have

terminated participation in the Plan from the date that SkyCity

registers a transfer of those shares.

10. Taxation

The statements below in relation to taxation are based on current

New Zealand and Australian taxation laws at the date of this Offer

Document.

10.1 New Zealand Shareholders

Additional Shares acquired by a New Zealand shareholder will be

taxable to the shareholder as a dividend at their respective

marginal tax rate.

Where the Additional Shares carry imputation credits, the

resident withholding tax liability will be reduced by the amount of

the imputation credits.

10.2 Australian Resident Shareholders

Additional Shares acquired by an Australian shareholder

(including any withholding tax deducted in New Zealand) will be

taxable to the shareholder as a dividend at their respective

marginal tax rate. The shareholder may be entitled to a foreign

income tax offset against their Australian tax payable for any

withholding tax deducted in New Zealand.

Provided an Australian resident shareholder holds less than 10%

of SkyCity’s share capital on capital account, Additional Shares

acquired by the Australian resident shareholder which have full

imputation credits attached to them will effectively be subject to

nil New Zealand non-resident withholding tax. To the extent

Additional Shares acquired by an Australian resident shareholder

are not fully imputed, non-resident withholding tax will be

deducted at the rate of 15%. The New Zealand tax consequences

for Australian shareholders holding greater than 10% of SkyCity’s

share capital may differ.

10.3 Other Non-resident Shareholders

Provided a non-resident shareholder holds less than 10% of

SkyCity’s share capital, Additional Shares acquired by the non-

resident shareholder which have full imputation credits attached

to them will effectively be subject to nil New Zealand non-

resident withholding tax. To the extent Additional Shares acquired

by a non-resident shareholder are not fully imputed, non-resident

withholding tax will be deducted at the rate of 15% or 30%

(depending on where the non-resident shareholder is resident).

The New Zealand tax consequences for non-resident shareholders

holding greater than 10% of SkyCity’s share capital may differ.

11. Costs

There are no charges for participation or withdrawal from the

Plan. No brokerage costs will be incurred on the acquisition of

Additional Shares.

12. Stock Exchange Quotation

SkyCity will apply for quotation of Additional Shares which may

be issued under the Plan on the NZSX and the official list of the

Australian Securities Exchange (ASX) after they have been allotted.

However, neither NZX nor ASX accept any responsibility for any

statement in this Offer Document.

13. Governing Law

This Offer Document and the Plan, and its operation, are governed

by the laws of New Zealand.

14. Other Information

You have the right to receive from SkyCity, free of charge, a copy of

SkyCity’s most recent annual report and audited consolidated

financial statements (complying with the Financial Reporting Act

2013) by downloading them from the Investor Centre section of

SkyCity’s website at www.skycityentertainmentgroup.com or, on

request, by contacting SkyCity at the address set out in the

Directory.

Dividend Reinvestment Plan Offer Document

8

NOTES
9Dividend Reinvestment Plan Offer Document

NOTES
Dividend Reinvestment Plan Offer Document

10

DIRECTORY
REGISTERED OFFICE

SkyCity Entertainment Group Limited

Level 13

99 Albert Street

PO Box 6443

Wellesley Street

Auckland

New Zealand

Telephone: +64 9 363 6000

Facsimile: +64 9 363 6140

Email: sceginfo@skycity.co.nz

www.skycityentertainmentgroup.com

Registered Office in Australia

c/o Finlaysons

81 Flinders Street

GPO Box 1244

Adelaide

South Australia

Telephone: +61 8 8235 7400

Facsimile: +61 8 8232 2944

SOLICITORS

Russell McVeagh

Vero Centre

48 Shortland Street

PO Box 8

Auckland

Bell Gully

Vero Centre

48 Shortland Street

PO Box 4199

Auckland

AUDITOR

PricewaterhouseCoopers

188 Quay Street

Private Bag 92162

Auckland

SHARE REGISTRARS

NEW ZEALAND

Computershare Investor Services Limited

Level 2

159 Hurstmere Road

Takapuna

Private Bag 92119

Auckland

Telephone: +64 9 488 8700

Facsimile: +64 9 488 8787

Email: enquiry@computershare.co.nz

AUSTRALIA

Computershare Investor Services Pty Limited

Level 3

60 Carrington Street

Sydney NSW 2000

GPO Box 7045

Sydney NSW 2001

Telephone: +61 2 8234 5000

Facsimile: +61 2 8234 5050

Email: enquiry@computershare.co.nz

11Dividend Reinvestment Plan Offer Document

skycityentertainmentgroup.com

---

Dividend Reinvestment Plan Participation Notice
DO NOT COMPLETE THIS FORM IF YOU WISH TO RECEIVE IN CASH ALL DIVIDENDS DECLARED.

Name and Address Description of Shares

CSN/Holder No. Shares Held

Registered Holder(s)

The SkyCity Entertainment Group Limited Dividend Reinvestment Plan (Plan) allows you to elect to forgo your right to receive

dividends or distributions on all or any of your fully paid ordinary shares in SkyCity Entertainment Group Limited in cash, and instead

to reinvest all or part of the net proceeds of your cash dividends in fully paid ordinary shares in SkyCity. Full details of the Plan are set

out in the accompanying Dividend Reinvestment Plan Offer Document dated 25 February 2011 (updated as at 1 January 2020) (Offer

Document).

If you wish to participate in the Plan, please complete this Participation Notice, fold where indicated and tape, and post to SkyCity’s

Share Registrar at your earliest convenience. There is no postage charge if posted in New Zealand.

Choose One Alternative Only

I/We elect to participate in the Plan at the level of participation nominated below and elect to renounce my/our right to have

dividends or distributions declared in respect of participating shares paid in cash accordingly:

Full Participation

Include all fully paid ordinary shares from time to time registered in my/our name(s).

For full participation please tick (✔) here:

Partial Participation

Include the number of fully paid ordinary shares registered in my/our name(s) shown below plus all new shares acquired

under the Plan.

For partial participation please tick (✔) here:

Insert the number of shares to participate:

Note: If you do not complete the above in relation to full participation or partial participation, you will be deemed to have elected not

to participate in the Plan.



I/We acknowledge I/we have received and read a copy of the Offer Document.

I/We agree to be bound by the terms and conditions of the Plan as set out in the Offer Document.

I/We acknowledge that this election will continue to apply in respect of any dividend that SkyCity determines the Plan will apply until

varied or terminated by written notice in accordance with the terms and conditions of the Plan.


Signature(s)

Dated

This Participation Notice is not valid unless duly completed and signed. Joint holders must each sign. Companies must execute by an

authorised officer or attorney. If signed by an attorney, the power of attorney must either have been previously produced to SkyCity or

must accompany this Participation Notice and a certificate of non-revocation of the power of attorney needs to be enclosed.

Fold here
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Other issuers discussed similar conditions around this time

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