FUNDING PLAN AND EQUITY RAISING

17 June 2020


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)
FUNDING PLAN AND EQUITY RAISING


Please find attached the following documents regarding the company’s funding plan,
including a fully underwritten $180 million institutional placement and a fully underwritten
$50 million share purchase plan:

(a) Market Release;

(b) Investor Presentation;

(c) NZX Corporate Action Notice (relating to the share purchase plan);

(d) ASX Appendix 3B.


Authorised by:


Jo Wong
Company Secretary
Phone: +64 9 363 6143
Email: jo.wong@skycity.co.nz

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Page 1 of 2
SkyCity Entertainment Group

17-06-2020 at 10:00 AEST / 12:00 NZST



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CUSTOMER: SkyCity Entertainment Group

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SkyCity Entertainment Group Limited
Equity Raising – Investor Presentation
17 June 2020
Graeme Stephens
Chief Executive Officer
Rob Hamilton
Chief Financial Officer
Not for release to US wire services or distribution in the United States

ThispresentationhasbeenpreparedbySkyCityEntertainmentGroupLimited(theCompany)inrelationtotheplacementandsharepurchaseplanofnewsharesintheCompany(NewShares)tobemadeto:
•Eligibleinstitutionalandotherselectedinvestors(Placement);and
•ExistingshareholdersoftheCompany(SharePurchasePlan),
inNZunderclause19ofSchedule1totheFinancialMarketsConductAct2013(FMCA)andinAustraliaunderpart6D.2oftheCorporationsAct2001(Cth)(theCorporationsAct),asnotionallymodifiedbyAustralian
SecuritiesandInvestmentsCommission(ASIC)Corporations(ShareandInterestPurchasePlans)Instrument2019/547asamendedbyASICInstrument20-0592(AustralianExemptions)(thePlacementandthe
SharePurchasePlan,together,aretheEquityRaising).
Information
Theinformationinthispresentationisofageneralnatureanddoesnotpurporttobecompletenordoesitcontainalltheinformationwhichaprospectiveinvestormayrequireinevaluatingapossibleinvestment
intheCompanyorthatwouldberequiredinaproductdisclosurestatementforthepurposesoftheFMCA.TheCompanyissubjecttoadisclosureobligationthatrequiresittonotifycertainmaterialinformation
toNZXLimited(NZX)andASXLimited(ASX).ThispresentationshouldbereadinconjunctionwiththeCompany'sotherperiodicandcontinuousdisclosureannouncementsreleasedtoNZXandASX.No
informationsetoutinthispresentationwillformthebasisofanycontract.
NZX
TheCompanyhasbeendesignatedasa"Non-Standard"(NS)issuerbyNZXduetothenatureofthecompany’sconstitution.Inparticular,theconstitutionplacesrestrictionsonthetransferofsharesinthe
CompanyincertaincircumstancesandprovidesthatvotesandotherrightsattachedtoSharesmaybedisregardedandSharesmaybesoldiftheserestrictionsarebreached.Furtherdetailsoftheserestrictions
areincludedonpage124ofSkyCity’sAnnualReportforthefinancialyearended30June2019.TheNewShareswillbequotedontheNZXMainBoardfollowingcompletionofeachofthePlacementandtheShare
PurchasePlan.NZXacceptsnoresponsibilityforanystatementinthisdocument.NZXisalicensedmarketoperator,andtheNZXMainBoardisalicensedmarketundertheFMCA.
Notfinancialproductadvice
Thispresentationdoesnotconstitutelegal,financial,tax,accounting,financialproductorinvestmentadviceorarecommendationtoacquiretheCompany'ssecurities(includingtheNewShares),andhasbeen
preparedwithouttakingintoaccounttheobjectives,financialsituationorneedsofindividuals.Beforemakinganinvestmentdecision,prospectiveinvestorsshouldconsidertheappropriatenessofthe
informationhavingregardtotheirownobjectives,financialsituationandneedsandconsultafinancialadviser,solicitor,accountantorotherprofessionaladviserifnecessary.
Investmentrisk
AninvestmentinsecuritiesintheCompanyissubjecttoinvestmentandotherknownandunknownrisks,someofwhicharebeyondthecontroloftheCompany.TheCompanydoesnotguaranteethe
performanceoftheCompanyoranyreturnonanysecuritiesoftheCompany.
Notanoffer
ThispresentationisnotaprospectusorproductdisclosurestatementorotherofferingdocumentunderNZorAustralianlaworanyotherlaw(andwillnotbefiledwithorapprovedbyanyregulatoryauthorityin
NZ,Australiaoranyotherjurisdiction).Thispresentationisforinformationpurposesonlyandisnotaninvitationorofferofsecuritiesforsubscription,purchaseorsaleinanyjurisdiction.Anydecisiontopurchase
NewSharesintheSharePurchasePlanmustbemadeonthebasisoftheinformationtobecontainedintheseparateofferdocumentmadeavailableonNZXandASX(OfferDocument).Anyeligibleshareholder
whowishestoparticipateintheSharePurchasePlanshouldconsidertheOfferDocumentindecidingtoapplyunderthatoffer.AnyonewhowishestoapplyforNewSharesundertheSharePurchasePlanwill
needtoapplyinaccordancewiththeinstructionscontainedintheOfferDocumentandtheapplicationform.ThedistributionofthispresentationoutsideNZorAustraliamayberestrictedbylaw.Anyrecipientof
thispresentationwhoisoutsideNZorAustraliamustseekadviceonandobserveanysuchrestrictions.Refertothesection“ForeignSellingRestrictions”ofthispresentationforinformationonrestrictionson
eligibilitycriteriatoparticipateintheEquityRaising.
ThispresentationisnotfordistributionorreleaseintheUnitedStates.Thispresentationdoesnotconstituteanoffertosell,orthesolicitationofanoffertobuy,anysecuritiesintheUnitedStates.TheNewShares
havenotbeen,andwillnotbe,registeredundertheUSSecuritiesActof1933,asamended(USSecuritiesAct),orthesecuritieslawsofanystateorotherjurisdictionoftheUnitedStates,andmaynotbeofferedor
sold,directlyorindirectly,intheUnitedStatesortoanypersonactingfortheaccountorbenefitofanypersonintheUnitedStates,exceptintransactionsexemptfrom,ornotsubjectto,registrationundertheUS
SecuritiesActandapplicablesecuritieslawsofanystateorotherjurisdictionoftheUnitedStates.
Financialdata
AlldollarvaluesareinNZdollars(NZ$orNZD)unlessotherwisestated.
Disclaimer& Important Notice (1 of 2)
2

Disclaimer
NoneoftheCompany,JardenPartnersLimited,CreditSuisse(Australia)LimitedandUBSNewZealandLimitednortheirrespectiverelatedcompaniesandaffiliatesincluding,ineachcase,theirrespective
shareholders,directors,officers,employees,agentsandadvisers,asthecasemaybe(SpecifiedPersons),haveindependentlyverifiedorwillverifyanyofthecontentofthispresentationandnoneofthemare
underanyobligationtoyouiftheybecomeawareofanychangetoorinaccuracyintheinformationinthispresentation.
Tothemaximumextentpermittedbylaw,eachSpecifiedPersondisclaimsandexcludesallliabilitywhatsoeverforanyloss,damageorotherconsequence(whetherforeseeableornot)sufferedbyanyperson
fromtheuseoftheinformationinthispresentation,fromrefrainingfromactingbecauseofanythingcontainedinoromittedfromthispresentationorotherwisearisinginconnectiontherewith(includingfor
negligence,default,misrepresentationorbyomissionandwhetherarisingunderstatute,incontractorequityorfromanyothercause).NoSpecifiedPersonmakesanyrepresentationorwarranty,eitherexpress
orimplied,astotheaccuracy,completenessorreliabilityoftheinformationcontainedinthispresentation.YouagreethatyouwillnotbringanyproceedingsagainstorholdorpurporttoholdanySpecified
Personliableinanyrespectforthispresentationortheinformationinthispresentationandwaiveanyrightsyoumayotherwisehaveinthisrespect.
Pastperformance
Pastperformanceinformationprovidedinthispresentationisgivenforillustrativepurposesonlyandshouldnotberelieduponas(andisnot)apromise,representation,warrantyorguaranteeastothepast,
presentorfutureperformanceoftheCompany.
Forward-lookingstatements
Thispresentationmaycontaincertainforward-lookingstatementswithrespecttothefinancialcondition,resultsofoperationsandbusinessoftheCompany.Forward-lookingstatementscangenerallybe
identifiedbyuseofwordssuchas'project','foresee','plan','expect','aim','intend','anticipate','believe','estimate','may','should','will'orsimilarexpressions.Thisalsoincludesstatementsregardingthetimetable,
conductandoutcomeoftheEquityRaisingandtheuseofproceedsthereof,statementsabouttheplans,objectivesandstrategiesofthemanagementoftheCompany,statementsabouttheindustryandthe
marketsinwhichtheCompanyoperates,statementsaboutthefutureperformanceoftheCompany'sbusinessandstatementsinrespectofCovid-19anditsimpactontheCompany.Anyindicationsof,or
guidanceoroutlookon,futureearningsorfinancialpositionorperformanceandfuturedistributionsarealsoforward-lookingstatements.Allsuchforward-lookingstatementsinvolveknownandunknownrisks,
significantuncertainties,assumptions,contingencies,andotherfactors,manyofwhichareoutsidethecontroloftheCompany,whichmaycausetheactualresultsorperformanceoftheCompanytobe
materiallydifferentfromanyfutureresultsorperformanceexpressedorimpliedbysuchforward-lookingstatements.Suchforward-lookingstatementsspeakonlyasofthedateofthispresentation.Exceptas
requiredbylaworregulation(includingtheNZXListingRulesandtheASXListingRules),theCompanyundertakesnoobligationtoupdatetheseforward-lookingstatementsforeventsorcircumstancesthat
occursubsequenttothedateofthispresentationortoupdateorkeepcurrentanyoftheinformationcontainedherein.Anyestimatesorprojectionsastoeventsthatmayoccurinthefuture(including
projectionsofrevenue,expense,netincomeandperformance)arebaseduponthebestjudgementoftheCompanyfromtheinformationavailableasofthedateofthispresentation.Anumberoffactorscould
causeactualresultsorperformancetovarymateriallyfromtheprojections,includingtheriskfactorssetoutinthispresentation.Investorsshouldconsidertheforward-lookingstatementsinthispresentationin
lightofthoserisksanddisclosures.
Youarestronglycautionednottoplaceunduerelianceonanyforward-lookingstatements,includingFY20earningsguidance,particularlyinlightofthecurrenteconomicclimateandthesignificantvolatility,
uncertaintyanddisruptioncausedinrelationtotheCompanyandotherwisebytheCovid-19pandemic.
ForpurposesofthisDisclaimerandImportantNotice,"presentation"meanstheslides,anyoralpresentationoftheslidesbytheCompany,anyquestion-and-answersessionthatfollowsthatoralpresentation,
hardcopiesofthisdocumentandanymaterialsdistributedat,orinconnectionwith,thatpresentation.
Theinformationandopinionscontainedinthispresentationareprovidedasatthedateofthispresentationandaresubjecttochangewithoutnotice.TheCompanyreservestherighttowithdraw,orvarythe
timetablefor,thePlacementand/ortheSharePurchasePlan,withoutnotice.
Acceptance
Byattendingorreadingthispresentation,youagreetobeboundbytheforegoinglimitationsandrestrictionsand,inparticular,willbedeemedtohaverepresented,warranted,undertakenandagreedthat:(i)
youhavereadandagreetocomplywiththecontentsofthisDisclaimerandImportantNotice;(ii)youarepermittedunderapplicablelawsandregulationstoreceivetheinformationcontainedinthis
presentation;(iii)youwillbaseanyinvestmentdecisionsolelyoninformationreleasedbytheCompanyviaNZXandASX(including,inthecaseoftheSharePurchasePlan,theOfferDocument);and(iv)youagree
thatthispresentationmaynotbereproducedinanyformorfurtherdistributedtoanyotherperson,passedon,directlyorindirectly,toanyotherpersonorpublished,inwholeorinpart,foranypurpose.
Disclaimer & Important Notice (2 of 2)
3

Rationale for Equity Raising
Contents
4
Impact of Covid-19
Strategic Priorities and Update on Major Projects
Pro-forma Capitalisation and Liquidity
Key Details of Equity Raising and Investment Themes
Appendices and Glossary
5
8
13
17
21
25
1
2
3
4
5
6

1 − Rationale for
Equity Raising

Comprehensivefundingplantostrengthenbalancesheetandsecureadditionalliquidityinresponseto
uncertaintyaroundtheimpactsofCovid-19
•Fullyunderwritteninstitutionalplacementof$180mandsharepurchaseplanof$50m
•Bindingcommitmentletterfor$60mofadditionalfacilitiesfromexistingbankinggroupto15June2022
•Bindingcommitmentletterfor$100mfacilityfromCommonwealthBankofAustraliato31December
2021
Debtcovenantwaivers/reliefandextensionsforupcomingbankmaturities
•$170mofbankdebtextendedtoJune2023($85m)andJune2024($85m)
•Covenantwaivers/relieffor31December2020and30June2021testingperiods
Dividendssuspendedforperiodofcovenantwaivers/relief– BoardtoreviewdividendpolicyinFY21
Fundingplaninadditiontopreviouslyannouncedmeasurestoreducecapexandoperatingcosts,
includinglabourrestructureinNZ
FollowingEquityRaising,expecttoretainBBB-creditratingwithS&PGlobalRatings
AllfundingarrangementssubjecttominimumEquityRaisingof$200m(netoffees)
Rationale for Equity Raising (1 of 2)
6
Comprehensive funding plan
ProceedsofEquityRaising,availablecashandundrawnbankfacilitiesprovidepro-formaadjustedliquidity
of$586masat31May2020tomeetfuturefundingobligations
Sufficientliquiditytorespondtoa rangeofdownsidescenarios,includinga longerandmoreprotracted
recoveryinNZandAustraliaand/orfurtherCovid-19disruptions
FundingavailabletoredeemearlyNZBonds($125m)inSeptember2020and(ifnotrefinanced)
repaymentofUS$100mofUSPPnotesmaturinginMarch2021
AbletofundexpectedfuturecapexrequirementsonmajorprojectsinAdelaideandAuckland
Balance sheet and liquidity
position

Rationale for Equity Raising (2 of 2)
7
Operating environment
Covid-19hashadanunprecedentedimpactonSkyCity’sland-basedoperationsinNZandAdelaide
•Propertiesclosedfrom23March2020whenCovid-19lockdownscommenced
NZproperties(exclWharfCasino)re-openedon14May2020andAdelaideCasinoexpectedtore-openlate
June2020
Tradingsincere -openingofNZpropertieshasbeenencouragingbutoutlookremainsdifficulttopredict
duetouncertaineconomicenvironmentandongoingborderclosures
Groupstrategicplanremainsrelevant
Immediatefocusonre-openingpropertiesandmanagingrecovery
FocusondeliveryofmajorprojectsinAdelaideandAucklandandleveragingbenefitsfrominvestment
ProgressopportunitytoaddressonlinecasinomarketinNZ
Strategic priorities
Long-termfundamentalsremainstrong
Leadinglocalbusinesses,withlong-dated
(1)
, exclusivecasinolicencesinattractivegamingmarkets
Platformtorespondtoexpectedrecoveryingaming,tourismandhospitalitysectors
Historicallystableanddefensiveearningswhichhaverecoveredquicklyfrompreviouseconomicshocks
Majorprojectsunderpinmedium-termearningsandfreecashflowgrowth
Sustainablebusinessoverthelong-termduetoongoinginvestmentinCSR/sustainabilityinitiatives
Key investment themes
(1) Each NZ casino licence can be renewed for further periods of 15 years pursuant to the Gambling Act 2003

2 − Impact of
Covid-19

Only2 new/activecasessincelateApril2020
BeenatequivalentofAlertLevel3 (usingNZscale)sinceendofMarch2020– constructionactivityand
manufacturingcontinued,cafesandrestaurantsopenfortakeaways,butpublicvenuesandeducation
facilitiesclosed
SAGovernmentadopteda three-stepframeworkforrelaxingmobilityrestrictionsandre-openingthe
economy– casinosandgamingvenuesnowexpectedtoopeninlateJune2020
SAinterstateborderexpectedtobefullyopenby20July2020
Status of Covid-19 in NZ and South Australia (SA)
9
South Australia
2 new/activecaseson16June2020(relatingtointernationaltravel)after3 weeksofnocases
MovedtoAlertLevel2 on14May2020− 85%oftheeconomyre-opened,includingpublicvenues,malls,
hotels,casinos,barsandrestaurants
MovedtoAlertLevel1 on8June2020– norestrictionsonmassgatheringsandphysicaldistancing
requirements,butinternationalbordersremainclosed
DomestictravelpermittedunderAlertLevels1 and2 inNZ
NZandAustralianGovernmentsactivelyconsideringopeningTrans-Tasmanbordertoallowtravel
betweenthetwocountries
NZ

PropertiesinNZandAdelaideclosedfrom23March2020
Norevenuefromland-basedpropertiesduringCovid-19lockdownperiod
Offshoreonlinecasino(basedinMalta)tradedpositivelyduringAprilandMay2020
ConstructionactivitycontinuedinAdelaideandrecommencedinNZon28April2020(AlertLevel3)
•Adelaideexpansionprogressingon-timeandon-budget(duetoopenlate2020)
•FletcherConstructionrecommencedworksonNZICCandHorizonHotelsite
•RefurbishmentofpremiumgamingroomsinAucklandexpectedtocompletebyAugust2020
•DevelopmentofAllBlacksExperienceandWetaWorkshopattractionsinAucklandhas
recommencedwithcompletionexpectedbytheendof2020
Response to Covid-19 (1 of 2)
10
Impact on operations and capex
programmes
Cash preservation initiatives
LabourrestructureinNZimplemented
•Annualisedcostsavingsofaround$50m
Stood-downover90%ofstaffinAdelaide
Reducedothernon-essentialordiscretionaryoperatingcosts
Significantreductioninstay-in-businesscapexin4Q20
Reductionindirectorfees(by50%) andmanagementsalaries(by20-40%) in4Q20
AccessedNZGovernmentwagesubsidyandJobKeeperschemeinAustralia

Response to Covid-19 (2 of 2)
11
Re-opening of land-based
properties
NZproperties(exclWharfCasino)re-openedon14May2020(whenNZmovedtoAlertLevel2) − phased
approach,withreducedoperatinghoursandcapacity
•Prioritisedopeningofgamingfacilities,particularlyforpremiumcustomers
•Requirementtoadheretostrictphysicaldistancingguidelinesandrestrictionsonmassgatherings
•Variouszonescreatedonmaingamingfloortoensurenomorethan100guestsinstaticlocation
•Customertrackingsystemimplementedtosupportcontacttracing(ifrequired)
AtAlertLevel1, restrictionsonmassgatheringsliftedandnorequirementforphysicaldistancing,but
internationalbordersremainclosed
ExpectAdelaideCasinotoopeninlateJune2020alongsideotherAustraliancasinos
Implementingchangestoright-sizeoperatingmodelforexpectedfuturedemand
Capital structure and financial
settings
Decisiveactiontakentostrengthenbalancesheetandimproveliquidity
Bindingcommitmentletterforadditional$160mofbankdebtfromexistinglenders
Bindingcommitmentlettertoextend$170mofbankdebtmaturingpriortoMarch2021outto2023
($85m)and2024($85m)
Bindingcommitmentletterforcovenantwaivers/reliefsecuredfrombanksandUSPPnoteholdersfor
31December2020and30June2021testingperiods
Dividendssuspendedforperiodofcovenantwaivers/relief– BoardtoreviewdividendpolicyinFY21
FollowingEquityRaising,expecttoretainBBB-creditratingfromS&PGlobalRatings
AllfundingarrangementssubjecttominimumEquityRaisingof$200m(netoffees)

Tradingpost-openingofNZproperties(exclWharfCasino)encouraging
•PositivelocalgamingperformanceinAucklandandHamilton,particularlyinEGMs,despitelimitedcapacityandrestrictionson
massgatheringsandphysicaldistancingwhilstatAlertLevel2
•EGMrevenueinAucklandandHamiltonfor32daysto14June2020represented86%ofpre-Covid-19averagedailyrevenuefor
8 monthperiodto29February2020
•Tablegamesrevenueimprovingaftera slowstartduetophysicaldistancingrequirements,withAucklandoperatingataround65%
ofnormallevelsoverthepast2 weeks
•Momentumbuildinginnon-gamingbusinesses,withweekendhoteloccupancyinexcessof90%inAucklandandF&Brevenues
growingsteadily(froma lowbase)
•Positivetradingoverfirstweekend(13-14June2020) atAlertLevel1, particularlyinEGMs
•NZpropertiesEBITDAandcashflowpositive– benefitingfromcostsavings(andNZGovernmentwagesubsidy)
Offshoreonlinecasino(basedinMalta)hastradedpositivelysinceMarch2020
•20k+customerregistrationsasat31May2020(up15k sinceMarch2020)
•EBITDApositiveinAprilandMay2020andexpecttobecomemeaningfulbusinessinFY21
WithNZproperties(exclWharfCasino)nowopen,comfortablereinstatingFY20earningsguidance
•ExpectFY20GroupnormalisedEBITDAof$185m-205mandGroupnormalisedNPATof$52m-67m
(1)
•ExpectFY20GroupreportedEBITDAofbetween$440m-480mandGroupreportedNPATof$330m-360m
(2)
•GroupnormalisedEBITDAfor9 monthsto31March2020was$199mandGroupreportedEBITDAof$456m
•NotplanningtoadjustforimpactofCovid-19andrelatedpropertyclosuresinnormalisedresultsforFY20, otherthanredundancy
costsrelatingtolabourrestructure
•ExpectpartialimpairmentofinvestmentinAdelaideCasino,exacerbatedbyimpactsofCovid-19– impairmentwillbea non-cash
chargewhichwillreduceAdelaideCasino’sintangibleassetvalue(casinolicence)ofA$283m
(3)
Recent Trading and FY20 Earnings Guidance
12
(1) For an explanation on SkyCity’s approach to non-GAAP adjustments refer to SkyCity’s result presentations at https://www.skycityentertainmentgroup.com/investor-centre/financial-information/reports-presentations/
(2) FY20 Group reported results have been impacted by significant events during the period, including Covid-19, the NZICC fire and Auckland car park concession sale. FY20 guidance for reported earnings is stated
before any potential impairment of the investment in Adelaide Casino, but includes updated estimates for damage to and reinstatement costs for the NZICC and Horizon Hotel arising from the NZICC fire
(3) Estimate for 30 June 2020

3 − Strategic Priorities
and Update on Major
Projects

Immediate Strategic Priorities
14
Re-opening properties afterCovid-19 lockdowns
and managing recovery
Implement funding plan to strengthen balance sheet
(capital raising and covenant waivers/relief)
Progress opportunity to address online casino market in
NZ
Complete Adelaide expansion by end of 2020
and leverage benefits
Confirm plan for recommissioning of NZICC and Horizon
Hotel project following fire and impacts of Covid-19
Continue to invest in and enhance key
CSR/sustainability initiatives
Group strategic plan remains relevant − critical to focus on recovery post Covid-19 and executing major projects well

NZICC & Horizon Hotel Project
NZICCfireandimpactofCovid-19hascausedsignificantprojectdelays
•CurrentlyexpectHorizonHoteltobecompletedbymid-2022andNZICCbymid-
2023
•600NZICCcarparksdamagedbyfireexpectedtobereinstatedbymid-2021
RemaincomfortablewithcontractualpositiononNZICCandHorizonHotel
•FletcherConstructionrequiredtocompleteproject
•2 yearextensionoflong-stopdatetocompletetheNZICC(to2 January2025)
agreedwithNZGovernment
Appropriateprojectinsurancewhichis respondingtotheNZICCreinstatement
•Firsttrancheofinsuranceproceeds($105m)receivedbySkyCity
•Nowexpectreinstatementcoststobeatleast$275m– expectedtobefully
coveredbyinsurance
Nomaterialchangetopreviousguidancefortotalprojectcosts
•Expecttotalprojectcostsofaround$750m
•~$270mofnet“cash”capexstilltospendasat31May2020(including
reinstatementworksfundedbyinsuranceproceeds($105m)alreadyreceived)
Nochangetolong-terminvestmentthesisfortheproject
•Investmenttosupportlong-termgrowthintourismexpenditureinNZ
•NewinfrastructuretobesignificantdemanddriverforAucklandprecinct
•ExclusivecasinolicenceforkeyAucklandpropertyoutto2048
15

Adelaide Expansion
Goodprogresswithprojectremainingon-timeandon-budget,despiteCovid-19
disruptions
•Constructionactivitydeemedan“essentialservice”duringCovid-19lockdown
periodinSA
•Totalprojectcostsin-linewithA$330mbudget,witharoundA$95mof“cash”
capexstilltobespentasat31May2020
CompletionexpectedduringOctober2020
•Expecttoopeninstagedmanner,reflectingcustomerdemand
•Focusinitiallyonlocalandinterstatecustomers(givenexpectedongoing
internationalborderrestrictions)
WalkerCorporationcontinuestoadvancecarparkdevelopmentatFestivalPlaza
•Atthisstage,expectcarparktobecompletedlaterthanexpectedandhanded
overduring2Q2021
SAGovernmentregulatoryreviewcompleted− targetingimplementationofnew
reformsintimeforexpansionopening
Masterplanningworksonexistingbuildingon-tracktocompletebyexpansion
opening
Continuetoexpectexpansiontogeneratesignificantincrementalearningsfor
AdelaideCasino
16

4 − Pro-Forma
Capitalisation and
Liquidity

FollowingEquityRaising,SkyCitywellcapitalisedtomeetexpectedfuturefundingobligations
Pro-formaadjustedliquidityasat31May2020of$586m− combinationofcash(afterEquityRaising)andundrawndebtfacilities,net
ofearlyredemptionofNZBonds
FundingplanexpectedtoprovideSkyCitywithsufficientliquidityandflexibilityto:
•Respondtoa rangeofdownsidecases,includinga longerandmoreprotractedrecoveryinNZandAustraliaand/orfurtherCovid-19
disruptions
•Fundexpectedfutureoperatingcosts,workingcapitalandcapexrequirements
•RedeemNZBonds($125m)earlyinSeptember2020and(ifnotrefinanced)repayUS$100m(hedgedat$108m)ofUSPPnotes
maturinginMarch2021
•RetainBBB-investmentgradecreditratingfromS&PGlobalRatings
•Recommencedividendsfromendofcovenantwaiver/reliefperiod
(1)
Evaluatingfurtheropportunitiestoreleasecapital,butnotcriticaltonear-termfundingplan
•Potentialsaleofnon-coreassets,suchasAACentreinAucklandoncecurrentbuildingworksandleasingcompleted
•Exploringinternalrestructuringofoperationsandpropertyassets– potentialopportunitytoestablishseparatefundingstructures
andtounlockunrecognisedvalueinpropertyassets
Pro-Forma Capitalisation and Liquidity
18
(1) Board intending to review SkyCity's dividend policy during FY21 and recommence the payment of dividends as soon as possible after the covenant waiver period

Pro-Forma LiquidityPosition (as at 31 May 2020)
19
(1) Net proceeds of fully underwritten Equity Raising (after transaction costs)
(2) Additional bank debt provided by banking group (maturing 15 June 2022)
(3) Tranche B/C of bank debt restructured to be $85m each ($170m combined)
(4) Pro-forma liquidity following early redemption of NZ Bonds in September 2020
(5) Assumed to be redeemed at 3% premium to principal value
$NZ million
Liquidity
(as at 31 May 2020)
Impact of funding
plan
Change in use of
debt facilities
Pro-forma adjusted
liquidity
(as at 31 May 2020)
(4)
Drawn debt
Bank debt
Tranche A--5454
Tranche B50-(50)-
Tranche C100-(100)-
Sub-total150-(96)54
USPP notes
2011 notes108--108
2018 notes217--217
Sub-total325--325
NZ Bonds125-(129)
(5)
-
Total drawn debt 600-(225)379
Lease related liabilities98--98
Total debt + lease related liabilities698--477
Undrawn debt
Bank debt
Tranche A299-(54)245
Tranche B
(3)
-355085
Tranche C
(3)
20(35)10085
Tranche D-60
(2)
-60
Bridging facility-100-100
Total undrawn debt319-96575
Cash11225
(1)
(225)11
Total liquidity330385(129)586

Hedged Debt Maturity Profile
20
(1)
Pro-forma maturity profile reflecting extensions of near-term bank debt maturities ($170m) to 2023 and 2024, $160m of new
bank facilities (maturing in FY22) and NZ Bonds ($125m) redeemed early in September 2020
Hedged debt maturity profile (as at 31 May 2020) ($m)Pro-forma hedged debt maturity profile (as at 31 May 2020) ($m)
(1)
$108
$147
$70
$125
$50
$100
$20
$299
$98
0
50
100
150
200
250
300
350
400
450
500
FY20FY21FY22FY23FY24FY25FY26FY27FY28Other
USPPNZ BondBank -DrawnBank -UndrawnLease-related liabilities
$108
$147
$70
$54
$405
$85
$85
$98
0
50
100
150
200
250
300
350
400
450
500
FY20FY21FY22FY23FY24FY25FY26FY27FY28Other
USPP
Bank -DrawnBank -Undrawn
Lease-related liabilities

5 − Key Details of
Equity Raising and
Investment Themes

Equity Raising Details
22
Offer size and structure$230mEquityRaising,comprising
•$180minstitutionalplacement(“Placement”)
•$50msharepurchaseplan(“SPP”)
SizingofPlacementandSPPreflectscompositionofSkyCityshareholderbase(79%institutionaland21 %retail)andobjectivetoprovide
almostallexistingshareholderstheopportunitytoachieveatleasttheirpro-rataportionofNewShares
TogethertheEquityRaisingrepresentsapproximately13%ofSkyCity’smarketcapitalisationasatmarketcloseon16June2020
Placement offer price
Fixedofferpriceof$2.50
Offerpricerepresentsa discountof:
•6.4%tothelastclosingpriceof$2.67on16June2020
•10.4%tothe5-dayVWAPontheNZXof$2.79priortoannouncement
Ranking and quotation
NewSharesissuedunderthePlacementandtheSPPwillrankequallywithSkyCity’sexistingsharesonissuefromthedateofallotment
NewSharestobequotedonNZXandASXfromsettlement
Underwriting
BoththePlacementandSPParefullyunderwrittenbytheJointLeaderManagersontermscustomaryforanofferofthisnature,
includingrelevantterminationevents,warrantiesandindemnities(ref. page36formoredetails)
Pre-commitments
SkyCityhasreceivedpre-commitmentsfromanumberofinstitutionalshareholdersforatotalvalueexceedingthesizeofthe
Placement
SkyCitydirectorshaveallcommittedtoparticipateintheSPP
Share purchase plan
(1)
SPPtoraise$50mwithnooversubscriptions
EligibleshareholdersinNZandAustraliawillbeinvitedtoapplyforuptoNZ$50,000/A$47,000ofNewSharesfreeofanybrokerage,
transactionandcommissioncosts
NewSharesundertheSPPwillbeissuedattheloweroftheofferpriceforthePlacementanda 2.5%discounttothe5-dayVWAPof
SkyCitysharesontheNZXuptoandincludingtheclosingdateoftheSPP
SPPis subjecttoscalinghavingregardtoexistingholdingsontherecorddateof16June2020andotherwiseatSkyCity’sdiscretion
(1)Full details for SPP to be contained in the SPP offer booklet which will be sent to shareholders on 22 June 2020

Equity Raising Timetable
23
EventDate
Trading halt and announcement of Placement and SPPWednesday, 17 June 2020
Placement
Placement bookbuild Wednesday, 17 June 2020
Announcement of results of Placement and trading halt lifted (expected to be at 11am NZT/9am AEST)Thursday, 18 June 2020
ASX settlement Tuesday, 23 June 2020
NZX settlement Wednesday, 24 June 2020
Allotment and commencement of trading of New Shares on NZX and ASXWednesday, 24 June 2020
Share Purchase Plan
Record date for SPP (7pm NZT/5pm AEST)Tuesday, 16 June 2020
Expected dispatch of SPP offer document and application forms Monday, 22 June 2020
SPP offer opens (9am NZT/7am AEST)Monday, 22 June 2020
SPP offer closes (7pm NZT/5pm AEST)Friday, 3 July 2020
Announcement of results of SPP, including offer price of SPP in NZ$ and A$Wednesday, 8 July 2020
NZX and ASX settlement and allotmentThursday, 9 July 2020
Commencement of trading of New Shares on NZX Thursday, 9 July 2020
Commencement of trading of New Shares on ASXFriday, 10 July 2020
Dispatch of statements Monday, 13 July 2020

Key Investment Themes
24
Exclusive long-term
(1)
casinolicences in attractive gaming markets – high-quality and defensive earnings
Major projects (Adelaide and Auckland) to underpin medium/long-term earnings and free cash flow growth
Platform to respond to expected recovery in gaming, tourism and hospitality sectors
Opportunity to become multi-channel gaming operator (online and land-based)
Significant investment in property assets – ~$2bn of land & buildings owned as at 31 March 2020
(2)
Sustainable business over the long-term – focus on CSR/sustainability and protecting social licence to operate
1
3
5
2
4
6
Strong and experienced management team
7
(1)Each NZ casino licence can be renewed for further periods of 15 years pursuant to the Gambling Act 2003
(2)Includes property value of NZICC & Horizon Hotel and Adelaide expansion “as built”

6 − Appendices and
Glossary

Portfolio Overview (1 of 2)
26
LocationOpened/AcquiredActivities Summary
Auckland, NZOpened in 19961,877 EGMs, 150tables, 240 ATGs
~630 hotel rooms
~20 restaurants and bars
~2,700employees
Hamilton, NZOpened in 2002
Acquired 100% ownership in 2005
339 EGMs, 23 tables
~350 employees
Queenstown, NZ
SkyCity Queenstown
Acquired 100% ownership in 2012
Wharf Casino
Acquired in 2013
SkyCity Queenstown
86EGMs, 12 tables
Wharf Casino
74 EGMs, 6 tables
~80 employees
Adelaide,South Australia,
Australia
Acquired in 2000 900 EGMs*, 70 tables**
~1,200 employees
*Allowancefor 1,500. **Allowance for 200.
Malta, EuropeOffshore online casino launched in mid-
2019 with GiG plc, based out of Malta
Full-suite online casino offering available for NZ customers
Diversified business by activity and geography, with recent move into online casino through partnership with GiG

Portfolio Overview (2 of 2)
27
Long-term exclusive casino licences secured in all key sites –casino licence to 2048 at key Auckland property
Exclusive casino licence in Adelaide to 2035 –full
licence term to 2085
Exclusive casino licence in Auckland
to 2048
(1)
Exclusive casino licence in
Hamilton to 2027
(1)
Exclusive casino licences to 2024
(Wharf)and 2025 (Queenstown)
(1)
(1)Each NZ casino licence can be renewed for further periods of 15 years pursuant to the Gambling Act 2003

Historical Financial Metrics (1 of 2)
28
Stable and resilient earnings and cash flows over the last 10+ years
Group EBITDA and NPAT: FY08-19 ($m)
(1)
Group EBITDA and Cash Flows: FY08-19 ($m)
(1)
(1)Includes contribution from Darwin Casino prior to sale in April 2019
(2)For an explanation on SkyCity’s approach to non-GAAP adjustments refer to SkyCity’s result presentations at https://www.skycityentertainmentgroup.com/investor-centre/financial-information/reports-
presentations/
0
50
100
150
2 00
250
3 00
350
400
FY08
FY09
FY10
FY11FY12
FY13
FY14
FY15
FY16
FY17FY18FY19
Group normalised EB ITDAGroup reported EBITDA
Group normalised NPATGroup reported NPAT
0%
10%
2 0%
3 0%
40%
5 0%
60%
70%
8 0%
90%
100%
0
50
100
150
2 00
250
3 00
350
400
FY08FY09FY10FY11FY12FY13FY14FY15FY16FY17FY18FY19
Group normalised EB ITDAGroup reported EBITDA
Group Operating Cash FlowsCash Conversion (%) (RHS)

0
1 00
200
300
400
500
600
700
FY00FY01FY02FY03FY04FY05FY06FY07FY08FY09FY10FY11FY12FY13FY14FY15FY16FY17FY18FY19
Aucklan dAdelaide (A$)Oth er NZ
Historical Financial Metrics (2 of 2)
29
Historically 85%+ of SkyCity’s Group earnings derived from its local businesses (ex International Business)
SkyCity has recovered quickly from previous economic shocks and/or regulatory changes, typically led by local gaming
Group local and IB EBITDA: FY08-19 ($m)
(1)
Group local gaming revenue: FY00-19 ($m)
(2)
Changes to
smoking laws in NZ
Global Financial
Crisis
SARS
(1)Includes contribution from Darwin Casino prior to sale in April 2019
(2)Excludes gaming revenue from Darwin Casino, Christchurch Casino and Other NZ Casinos prior to FY04 for comparability
50%
55%
60%
65%
70%
75%
80%
85%
90%
95%
1 00%
0
50
1 00
150
200
250
300
350
400
FY08FY09FY10FY11
FY12
FY13FY14
FY15
FY16FY17FY18FY19
Normalised IB EBITDALocal EBIT DALocal EBITDA as a % of Group EBITDA (RHS)

Indicative Lease Term Sheet for SkyCity
30

Commitment to Sustainability
“The aim of SkyCity is to be a business which
succeeds in financial, social and environmental
terms in the long-run”
(1)
(Rob Campbell, SkyCity Chair)
(1)FY19 SkyCity Annual Report
31

Key Risks Relating to Equity Raising (1 of 4)
32
TherearerisksassociatedwithaninvestmentinSkyCityshares. WhilstthissectionpurportstohighlightsomeofthekeyrisksSkyCity
hasidentifiedrelatingtoitsbusinessandtheEquityRaising,itisnotintendedtobeexhaustive. Additionally,somerisksmaybe
unknownandotherrisks,currentlybelievedtobeimmaterial,couldturnouttobematerial.
InvestorsshouldbeawarethattheCovid-19pandemicandrelatedactionstakeninresponsebyNZandotherGovernments,including
nationallockdowns,bordercontrols/travelrestrictionsandtheeffectsofthepandemicontheglobalanddomesticeconomyhave
had,andarelikelytocontinuetohave,a materialadverseeffectonSkyCity,itsfinancialperformanceandoutlook,liquidityand/or
shareprice.
ItislikelythattherewillbefurthernegativeimpactsfromCovid-19ofanasyetunknownmagnitudeandduration. Itisnotcertain
whenthesenegativeimpactswillbegintoabate. ItisalsolikelytherewillbefurtherunforeseenadverseimpactsasCovid-19
continuestoaffecttheworldandGovernmentresponsesandrestrictionscontinue. SkyCitywillcontinuetorespondtothese
challengesbasedonbestavailableinformation,butthereisnocertaintyastotheseverityorlikelihoodofsuchunforeseenimpacts
arisingnorwhetheranymitigatingactionbySkyCitywillbeeffectiveorcan,infact,betaken.
InlightofCovid-19, extracautionshouldbeexercisedwhenassessingtherisksassociatedwithaninvestmentinSkyCity.Theever
changingsituationisbringingunprecedentedchallengestoglobalfinancialmarketsandtheglobaleconomy. Capitalmarketshave
seenequitysecuritiessufferfromspikesinvolatilityandrelatedsignificantsharepricedeclines.
BeforedecidingwhethertoinvestinSkyCityshares,investorsmustmakeanindependentassessmentoftherisksassociatedwiththe
investment,includinginherentuncertaintiesduetotheimpactofCovid-19andshouldconsiderwhethersuchaninvestmentis
suitableforthemhavingregardtothecontentsofthispresentation,SkyCity'sNZXandASXannouncementsandotherpublicly
availableinformationasa whole.

Key Risks Relating to Equity Raising (2 of 4)
33
Sufficiency of capital and
compliance with requirements of
debt providers
SkyCityhasmodelleditscapitalrequirementsona conservativesetofassumptionsinwhichSkyCityconsidereda rangeofdownsidescenarios.However,if theimpactsof
Covid-19orotherunexpectedmattersresultinmoreadverseoutcomesforSkyCitythanithasmodelled,thereisariskSkyCitywillhaveinsufficientcapitaltomeet
operationalandfinancialrequirements. Inthatscenario,SkyCitymayneedtoaccessadditionalequityand/ordebtfinancingortakeothermeasurestoaddressitsexpected
financialrequirements. Takingsuchstepscouldhavea furtheradverseeffectonSkyCity’sfinancialandoperationalperformanceandtheperformanceofSkyCity’sshare
price.
TheagreementswhichSkyCityhasreachedwithitsdebtprovidersobligeSkyCitytomeetcertainrequirements(including,asa conditionprecedentthatSkyCityreceives
newequityof$200m(netoffees)andthesuspensionofalldividendpaymentsuntilafter30June2021attheearliest). SkyCityexpectstomeetalloftheserequirements,but
if itisunableto,thenSkyCitywillnotsatisfytheconditionsprecedenttothetermssheetsforitsnewandamendedfundingarrangements. ThismayrequireSkyCityto
refinanceitsdebtfacilitieswhichmaynotbeabletobeachievedorcouldbeachievedbutontermsmateriallylessfavourabletoSkyCity.
Theproposedadditionaldebtfacilitiesdescribedundertheheading“Pro-FormaCapitalisationandLiquidity”aresubjecttobindingtermsheetsfromthelenders. Thereisa
riskthatSkyCityisunabletofinaliselegaldocumentationinrespectoftheadditionalfacilities,meaningSkyCitymayhavetoseekalternativeloanarrangementsortake
othermeasurestoaddressitsfinancialpositionandliquidityrequirements,potentiallyontermsmateriallylessfavourabletoSkyCity.
Financial risks − managing
liquidity and solvency
SkyCity'sabilitytoachieveitsbusinessobjectivesis dependentonit beingabletoeffectivelymanageitsliquidityandsolvencythroughouta periodofnoand/orsignificantly
diminishedrevenueandearnings. Thereissignificantcomplexityrelatedtomanagingthosematters,includingasa consequenceofa numberofmattersbeingoutsideof
SkyCity'scontrol.SuchunexpectedmatterscouldresultinSkyCity'sfinancialpositionandfutureperformancebeingadverselyimpacted.
Failure to complete Equity Raising
WhilstboththePlacementandSPPareunderwritten,thereisa riskthatoneorbothcomponentsoftheEquityRaisingdoesnotcomplete. FailuretocompletetheEquity
RaisingwouldlikelyleaveSkyCityunabletocomplywithrequirementsimposedbydebtprovidersintheshort-term. Suchanoutcomecouldresultinaneventofdefault
underSkyCity'sfundingarrangements,requiringSkyCitytorefinanceitsdebtfacilitiesortoaccessalternativedebtorequityfunding. Thereisnocertaintythatsuch
refinancingoralternativefundingcouldbeachievedorachievedontermsnotmateriallylessfavourabletoSkyCity. Thismayhavea materialadverseeffectonSkyCity’s
financialpositionorperformance.
Equity market risks
SkyCity’ssharesarecurrentlylistedonNZXandASXandaresubjecttotheusualmarketrelatedforceswhichimpactonSkyCity’sshareprice. Therecanbenoassurancethat
tradinginthesharesfollowingtheEquityRaisingwillnotresultinthesharepricetradingatlevelsbelowtheofferpricepaidbyinvestors.Theequitymarketshaveinrecent
timesbeensubjecttopronouncedvolatilityduetothecontinuingimpactsofCovid-19. Thereis nocertaintythatthisrecentvolatilitywillnotcontinueorworsen,whichcould
havea materiallyadverseimpactonthemarketpriceofSkyCity’sshares.
TheriskfactorsdisclosedinthispresentationaswellasotherfactorscouldcausethemarketpriceofSkyCity’ssharestodeclineortomateriallyfluctuate. It isalsopossible
thatnewmarketrisksmaydevelopasa resultoftheNZorAustralianequitymarketsexperiencingextremestress,orduetoexistingrisks(includingtheimpactsofCovid-19)
manifestingthemselvesinwaysthatarenotcurrentlyforeseeable.
AweakeningintheNZdollarasagainstothercurrencieswillcausethevalueofthesharestodeclineinanyportfoliowhichisdenominatedina currencyotherthanNZ
dollars.
Global Recession risk
SkyCity’srevenueandprofitabilitywouldbeadverselyimpactedbya globalrecession,includingasa resultofreducedcustomerdemand,theneedfordiscountedpricing,a
reductioninthelevelofbusinesstravelandout-of-townconferencesanda reductioninleisurevisitors.SkyCitymayneedtotakeadditionalmeasuresinordertorespondto
a globalrecession(whichmaybeofuncertaindepthandduration),whichmayresultinSkyCityincurringadditionalcostsorsufferinglosses,includingthroughlossinasset
value.

Key Risks Relating to Equity Raising (3 of 4)
34
Operational risks arising from
Covid-19 and potential
reoccurrence of the virus
BothNZandAustraliahaveachievedrelativesuccessinensuringa lowlevelofinfectionandmortality,comparedtomanyothercountriesaroundtheworld. However,the
ongoinghealthandsafetyrisksofCovid-19, aswellastheeconomicimpactsoftherelativelyconservativere-openingframeworks,havesignificantlyalteredthecommercial
landscapeforSkyCity'sland-basedpropertiesinbothjurisdictions.
Inaddition,thereisa riskofa “secondwave”ofCovid-19bytheendof2020oreveninto2021, andtheongoingriskofcoronaviruses. A returntotighterrestrictionsinNZor
Australia,ora delayinallofSkyCity’sland-basedfacilitiesbeingfullyre-openedbytheendof2020, wouldleadtoreducedrevenueandprofitabilitywhichcouldbesignificant
dependingonthedurationoftherestrictions.
Internationalbordersmayremainclosed,orsignificantlyrestricted(includingasa resultofquarantinemeasures)foratleastthenext12-18months. SkyCity’sbusinesswould
beadverselyaffectedbya prolongedperiodofrestrictionsgiventheimportanceoftourismandinternationalvisitorstoitsbusiness.ThismayresultinSkyCitybecominga
smaller,domesticallyfocusedbusinessforsometime.
Thereisalsoa riskthata clusterisattributedtoa SkyCityemployeeorcustomer. Theidentificationofa "SkyCitycluster",ora clusteroriginatingfromanotheroperator’s
casino,hotelorotherhospitalityvenue,mayresultinaperiodofreducedvisitationtoSkyCity’svenues. ThiswouldresultinSkyCity'sfinancialpositionandfuture
performancebeingadverselyimpacted.
ThereisnocertaintythatdemandforSkyCity’sserviceswillnormalisetoa levelexistingpriortotheimpactofCovid-19if thereisa significantchangeinthebehaviourof
customersortheirspendinghabits. SkyCityfaceschallengeswithanexpectedcontractioninpersonalwealthanddisposableincomesinNZandAustralia,resultingin
reduceddiscretionaryspend. Ashiftinconsumerbehaviour,includingawayfromretailortraditionalland-basedactivities,wouldadverselyimpactSkyCity’sbusinessand
futureperformance.
Itisexpectedthatitwillbesomeyearsbeforecustomerdemandandthebusinessreturnsto‘normal’levelsacrossSkyCity'skeymarkets. SkyCityisintheprocessof
implementingalabourrestructureandcostcontainmentprogrammeinNZtoright-sizethebusinessforexpectedfuturedemand. Postcompletionofthelabour
restructure,SkyCityexpectstohaveretrenchedaround900staffinNZ,whichequatestoaround25%ofitstotalpre-Covid-19NZlabourforce.
Restructuring risks arising from
Covid-19 and otherwise
Thereisnocertaintythatanyofthecostsavinginitiativesannouncedrecentlywillbeabletobesuccessfullyimplemented,orthattheywilldelivertheirexpectedsavings.
Further,thosecostsavinginitiativesmayresultina lessresourcedbusinesswhichmaynotbeaswellplacedtorespondtonewriskswhichmayemerge.
SkyCityrecognisesthatit isimportanttoconsiderevolvingcustomerdemographicsandpreferencesinbothgamingandnon-gamingoperations,includingnewofferings,
technologiesandinnovation. ToensureSkyCityremainsrelevanttoitscustomers,keystrategicprojectsarecurrentlybeingprogressed,witha focusonemergingindustry
trendsandopportunitiesforleveragingnewtechnologyanddemographicchanges.
Technologyrepresentsa criticalplatformtoSkyCity’sbusiness– notonlyforfacilitating/enablingitsoperations,butalsomitigatingcyber-threatsandensuringcompliance
withregulatoryandlicencerequirements.
Ashiftincustomerpreferencestowardsonlineentertainmentplatforms,includingsocialgamingande-sports,andawayfromland-basedentertainmentatSkyCity’s
premises(whetherasa resultofCovid-19ormoregeneralshiftsincustomerpreferences)mayhavea materialadverseimpactonSkyCity’sbusinessandrevenue.SkyCity
mayneedtoincuradditionalcapitalexpendituretosustainand/orgrowitsbusinessinresponsetoanysuchchangeinpreferences.
Thereisa riskthatCovid-19willhavea long-termstructuralimpactonglobalandlocaleconomies,whichmayrequirea newstrategicresponseforSkyCity’slong-term
growthobjectivesandsustainability. AnysuchimpactsmayadverselyaffectSkyCity’sbusinessandoperations.

Key Risks Relating to Equity Raising (4 of 4)
35
Development risks on major
projects in Adelaide and Auckland
SkyCityhasexistingmaterialcapexcommitmentsinrelationtoitstwomajorprojectsinAdelaideandAuckland. Delaysandcostincreasesintheseprojectscouldimpact
SkyCity'sfinancialposition.
AdelaideExpansion– constructionhascontinuedinAdelaidedespiteCovid-19restrictions.However,riskstothesupplychainandlabouravailabilityhavebeenexacerbated
bytheimpactsofCovid-19, whichhasthepotentialtodelayscheduledopeningdates.
NZICCandHorizonHotel– duringAlertLevel3, constructionrecommencedinNZ. TheNZGovernmenthasagreedtoa 2-yearextensionofthelongstopdatetocomplete
theNZICCundertheCrownLicensingAgreement(i.e. from1 January2023to2 January2025). However,SkyCityfacesongoingchallengeswithrespecttotheestimatedcosts
andcompletiondatesoftheseprojects. Thecompletionoftheseprojectsmayalsobeimpactedbyriskstosupplychainandlabouravailability,whichhavebeenexacerbated
bytheimpactsofCovid-19.
Thereisa riskthatoncecompleted,theAdelaideexpansion,NZICCandHorizonHotelprojectswillnotdelivertheexpectedlevelsofrevenueandprofitability. Operational
readinessplansforbothdevelopmentshavebeenadjustedaccordinglyandreturnexpectationsareintheprocessofbeingreviewedandpotentiallyrevised,particularly
in-lightofpotentiallydiminishedcustomerdemandarisingfromCovid-19.
Impairment risks
SkyCityis requiredtoannuallytestthecarryingvalueofallofitspropertiesforimpairmentofgoodwillandotherintangibleassetsnotamortisedorif thereis anindicationof
impairment. SkyCity’simpairmentreviewofthecarryingvalueoftheAdelaideCasinoisongoingandremainssubjecttofurtherreviewandsign-offfromtheBoardof
DirectorsandSkyCity’sauditors,PwC. SkyCityexpectstopartiallyimpairtheinvestmentinAdelaideCasinointheFY20financialstatementswiththepotentialimpairment
exacerbatedbytheimpactsofCovid-19. Theimpairmentwillbea non-cashchargewhichwillreduceAdelaideCasino’sintangibleassetvalue(casinolicence)ofA$283m
(1)
.
Concentration risks
SkyCity’sAucklandpropertycontributesa significantportionofSkyCity’searnings. Thisconcentrationofearningsmeansthata significantdisruptiontoSkyCity’sAuckland
operationswouldhavea significantnegativeimpactonSkyCity’sfinancialpositionandperformance.A significantdisruptioncouldresultfroma numberofcauses,including
throughthesuspension,cancellationorexpiryoftheAucklandcasinolicence,a naturaleventsuchasanearthquakeorfireorasa resultofCovid-19relatedGovernment
imposedrestrictions.
Government and regulatory risks
SkyCityoperatesinthecasinoindustry,whichishighlyregulated. Theregulatoryframeworkissubjecttochangefromtimetotime,whichmayadverselyimpactSkyCity’s
operationsandthecostsofoperatingitsbusiness.GovernmentandregulatoryrisksthatmayariseforSkyCityinthefutureincludechangestoeconomicandtaxationpolicy
(potentiallyprovidingstimulustobusinessand/orinfrastructurespend),anda possibleincreaseinGovernment/regulatorconservatisminrelationtothegamingindustry. In
particular,it isanticipatedthattheremaybeincreasedfocusonregulatoryoversightofland-basedcasinooperatorsinNZfollowingCovid-19(includinginrespectofhost
responsibilityandanti-moneylaunderingobligations)andonSkyCity’ssociallicencetooperate. Anysuchadditionalfocusmayaddincreasedcomplexitytothebusinessand
adverselyimpactSkyCity’soperationsandthecostsofoperatingitsbusiness.
SkyCityhasfrequentandconstructiveengagementwithregulatorsandthereis ongoingpressuretokeepimprovingstandards. Discussionsarecurrentlyinprogressaround
hostresponsibilitypracticesandactionsinNZbutnothingwheretheoutcomecouldhavea materialimpactonSkyCity.
Onlinecasinogamingisa newanddevelopingmarketinNZ,Australiaandoverseasjurisdictions.RegulatoryoversightandchangestotheonlinecasinomarketinNZor
Australia,includingtheintroductionofanappropriatelicensingregimeforoperatorsmaybeimplemented. SkyCity’soperationswouldbenegativelyimpactedifitis
preventedfromcompetingintheonlinecasinogamingmarketinNZorAustraliabywayofregulation,includingif itwerenotgranteda licencetooperateunderany
introducedlicensingregime.
Thereisa riskthatthegamingindustryisseenasa sectorcriticaltosupportingrecoveryofeconomiespostCovid-19, andthatincumbentcompetitorsofSkyCitymaybe
grantedmorefavourableregulatoryreliefand/ormorefavourablelicencetermsinresponsetotheeffectsofCovid-19.
Impact on dividends
TheagreementSkyCityhasreachedwithitsdebtprovidersobligesSkyCitytosuspendthepaymentofalldividendsuntilafter30June2021attheearliest. Evenoncethe
restrictiononpayingdividendsceases,thereis noguaranteethatdividendswillbepaidathistoricallevelsoratall.
(1) Estimate for 30 June 2020

Summary of Underwriting Agreement
36
SkyCityhasrequestedthatJardenPartnersLimited,CreditSuisse(Australia)LimitedandUBSNewZealandLimited(theUnderwriters)underwritethe
EquityRaisingandtheUnderwritershaveagreedtodoso. ThismeansthattheUnderwriterswillsubscribeattherelevantofferpriceforanyNew
SharesthatarenotsubscribedforunderthePlacementortheSPPinaccordancewiththetermsoftheUnderwritingAgreement.
A summaryoftheprincipaltermsoftheUnderwritingAgreementaresetoutasfollows:
•TheUnderwritershavethepowertoappointsub-underwriters.
•TheUnderwriterswillbepaidanagreedunderwritingfeefortheirservicesinconnectionwiththeEquityRaising.
•TheUnderwritingAgreementcontainsterminationevents,representations,warrantiesandindemnitiesthatarecustomaryforanofferofthis
nature.
•EachoftheUnderwritersmayterminateitsobligationsundertheUnderwritingAgreement,includingbyreasonofeventswhichhave,orarelikely
tohave,a materialadverseeffectonSkyCity,itssharesortheEquityRaising.Thesemaybeasa resultofeventsspecifictoSkyCityorasa resultof
externalevents,suchasmaterialorfundamentalchangesinfinancial,economicandpoliticalconditionsincertaincountriesorfinancialmarkets.
TheUnderwritersmayalsoterminatetheUnderwritingAgreementwherecertainconditionstotheUnderwritingAgreementortheirunderwriting
obligationshavenotbeensatisfiedorwaived.
•SkyCityprovidescertainundertakingstotheUnderwriters,including:
oFora perioduntilthreemonthsafterthesettlementoftheSPP,SkyCitymaynotissueorallot,oragreetoissueorallot,anyequitysecuritiesor
othersecurities,orgrantanyoptionsinrespectofsuchsecurities,otherthanpursuanttocertainlimitedexceptionsorwiththeUnderwriters'
consent; and
oFora perioduntilonemonthafterthesettlementoftheSPP,SkyCitymaynotdisposeoforcharge,oragreetodisposeoforcharge,thewholeor
anysubstantialpartofitsbusinessorenterintoanymaterialacquisition,ormaterialagreementinrelationtoa newbusinessnotconductedby
SkyCity,otherthanpursuanttocertainlimitedexceptionsorwiththeUnderwriters'consent.
SkyCityhasagreedtoindemnifytheUnderwritersandtheirrespectiveaffiliatesagainstcertainlossesrelatedtotheEquityRaising.
SkyCityhasgivenwarrantiesintheUnderwritingAgreement,includingwarrantiesrelatingtothecontentandaccuracyoftheofferdocument,
compliancebySkyCitywithrelevantlaws,theexistenceofnomateriallitigation,andthevalidissueandallotmentofNewShares.

InternationalOfferRestrictions
Thisdocumentdoesnotconstituteanofferofnewordinaryshares("NewShares")ofSkyCityinanyjurisdictioninwhichitwouldbeunlawful.Inparticular,thisdocumentmaynotbedistributedtoanyperson,and
theNewSharesmaynotbeofferedorsold,inanycountryoutsideNZexcepttotheextentpermittedbelow.
Australia
ThisdocumentandtheofferofNewSharesareonlymadeavailableinAustraliatopersonstowhomanofferofsecuritiescanbemadewithoutdisclosureinaccordancewithapplicableexemptionsinsections
708(8)(sophisticatedinvestors)or708(11)(professionalinvestors)oftheAustralianCorporationsAct2001(Cth)(the"CorporationsAct").Thisdocumentisnotaprospectus,productdisclosurestatementorany
otherformal"disclosuredocument"forthepurposesofAustralianlawandisnotrequiredto,anddoesnot,containalltheinformationwhichwouldberequiredina"disclosuredocument"underAustralianlaw.
ThisdocumenthasnotbeenandwillnotbelodgedorregisteredwiththeAustralianSecurities&InvestmentsCommissionortheAustralianSecuritiesExchangeandSkyCityisnotsubjecttothecontinuous
disclosurerequirementsthatapplyinAustralia.Prospectiveinvestorsshouldnotconstrueanythinginthisdocumentaslegal,businessortaxadvicenorasfinancialproductadviceforthepurposesofChapter7of
theCorporationsAct.InvestorsinAustraliashouldbeawarethattheofferofNewSharesforresaleinAustraliawithin12monthsoftheirissuemay,undersection707(3)oftheCorporationsAct,requiredisclosure
toinvestorsunderPart6D.2ifnoneoftheexemptionsinsection708oftheCorporationsActapplytothere-sale.
Canada(BritishColumbia,OntarioandQuebecprovincesonly)
ThisdocumentconstitutesanofferingofNewSharesonlyintheProvincesofBritishColumbia,OntarioandQuebec(the"Provinces")andtothosepersonstowhomtheymaybelawfullydistributedinthe
Provinces,andonlybypersonspermittedtosellsuchNewShares.Thisdocumentisnot,andundernocircumstancesistobeconstruedas,anadvertisementorapublicofferingofsecuritiesintheProvinces.This
documentmayonlybedistributedintheProvincestopersonsthatare"accreditedinvestors"withinthemeaningofNI45-106–ProspectusExemptions,oftheCanadianSecuritiesAdministrators.
NosecuritiescommissionorsimilarauthorityintheProvinceshasreviewedorinanywaypasseduponthisdocument,themeritsoftheNewSharesortheofferingofNewSharesandanyrepresentationtothe
contraryisanoffence.
Noprospectushasbeen,orwillbe,filedintheProvinceswithrespecttotheofferingofNewSharesortheresaleofsuchsecurities.AnypersonintheProvinceslawfullyparticipatingintheofferwillnotreceivethe
information,legalrightsorprotectionsthatwouldbeaffordedhadaprospectusbeenfiledandreceiptedbythesecuritiesregulatorintheapplicableProvince.Furthermore,anyresaleoftheNewSharesinthe
ProvincesmustbemadeinaccordancewithapplicableCanadiansecuritieslawswhichmayrequireresalestobemadeinaccordancewithexemptionsfromdealerregistrationandprospectusrequirements.
TheseresalerestrictionsmayinsomecircumstancesapplytoresalesoftheNewSharesoutsideCanadaand,asaresult,CanadianpurchasersshouldseeklegaladvicepriortoanyresaleoftheNewShares.
TheCompanyaswellasitsdirectorsandofficersmaybelocatedoutsideCanadaand,asaresult,itmaynotbepossibleforpurchaserstoeffectserviceofprocesswithinCanadaupontheCompanyoritsdirectors
orofficers.AllorasubstantialportionoftheassetsoftheCompanyandsuchpersonsmaybelocatedoutsideCanadaand,asaresult,itmaynotbepossibletosatisfyajudgmentagainsttheCompanyorsuch
personsinCanadaortoenforceajudgmentobtainedinCanadiancourtsagainsttheCompanyorsuchpersonsoutsideCanada.
AnyfinancialinformationcontainedinthisdocumenthasbeenpreparedinaccordancewithNZAccountingStandardsandalsocomplywithInternationalFinancialReportingStandardsandinterpretations
issuedbytheInternationalAccountingStandardsBoard.
Unlessstatedotherwise,alldollaramountscontainedinthisdocumentareinNZdollars.
Foreign Selling Restrictions (1 of 5)
37

Statutoryrightsofactionfordamagesandrescission
SecuritieslegislationincertainoftheProvincesmayprovidepurchaserswith,inadditiontoanyotherrightstheymayhaveatlaw,rightsofrescissionortodamages,orboth,whenanofferingmemorandumthatis delivered
topurchaserscontainsa misrepresentation. Theserightsandremediesmustbeexercisedwithinprescribedtimelimitsandaresubjecttothedefensescontainedinapplicablesecuritieslegislation. Prospectivepurchasers
shouldrefertotheapplicableprovisionsofthesecuritieslegislationoftheirrespectiveProvincefortheparticularsoftheserightsorconsultwitha legaladviser.
Thefollowingis a summaryofthestatutoryrightsofrescissionortodamages,orboth,availabletopurchasersinOntario. InOntario,everypurchaseroftheNewSharespurchasedpursuanttothisdocument(otherthan(a)a
"Canadianfinancialinstitution"ora "ScheduleIIIbank"(eachasdefinedinNI45-106), (b)theBusinessDevelopmentBankofCanadaor(c)a subsidiaryofanypersonreferredtoin(a)or(b)above,if thepersonownsallthe
votingsecuritiesofthesubsidiary,exceptthevotingsecuritiesrequiredbylawtobeownedbythedirectorsofthatsubsidiary)shallhavea statutoryrightofactionfordamagesand/orrescissionagainsttheCompanyif this
documentoranyamendmenttheretocontainsa misrepresentation.If a purchaserelectstoexercisetherightofactionforrescission,thepurchaserwillhavenorightofactionfordamagesagainsttheCompany. Thisrightof
actionforrescissionordamagesis inadditiontoandwithoutderogationfromanyotherrightthepurchasermayhaveatlaw. Inparticular,Section130.1 oftheSecuritiesAct(Ontario)providesthat,if thisdocumentcontains
a misrepresentation,a purchaserwhopurchasestheNewSharesduringtheperiodofdistributionshallbedeemedtohavereliedonthemisrepresentationif it wasa misrepresentationatthetimeofpurchaseandhasa
rightofactionfordamagesor,alternatively,mayelecttoexercisea rightofrescissionagainsttheCompany,providedthat:
theCompanywillnotbeliableif it provesthatthepurchaserpurchasedtheNewShareswithknowledgeofthemisrepresentation;
inanactionfordamages,theCompanyisnotliableforalloranyportionofthedamagesthattheCompanyprovesdoesnotrepresentthedepreciationinvalueoftheNewSharesasa resultofthemisrepresentation
reliedupon; and
innocaseshalltheamountrecoverableexceedthepriceatwhichtheNewShareswereoffered.
Section138oftheSecuritiesAct(Ontario)providesthatnoactionshallbecommencedtoenforcetheserightsmorethan:
inthecaseofanyactionforrescission,180daysafterthedateofthetransactionthatgaverisetothecauseofaction; or
inthecaseofanyaction,otherthananactionforrescission,theearlierof(i)180daysafterthepurchaserfirsthadknowledgeofthefactgivingrisetothecauseofactionor(ii)threeyearsafterthedateofthetransaction
thatgaverisetothecauseofaction.
Theserightsareinadditiontoandnotinderogationfromanyotherrightthepurchasermayhave.
CertainCanadianincometaxconsiderations. ProspectivepurchasersoftheNewSharesshouldconsulttheirowntaxadviserwithrespecttoanytaxespayableinconnectionwiththeacquisition,holding,ordispositionofthe
NewSharesasanydiscussionoftaxationrelatedmattersinthisdocumentis nota comprehensivedescriptionandtherearea numberofsubstantiveCanadiantaxcompliancerequirementsforinvestorsintheProvinces.
LanguageofdocumentsinCanada. Uponreceiptofthisdocument,eachinvestorinCanadaherebyconfirmsthatit hasexpresslyrequestedthatalldocumentsevidencingorrelatinginanywaytothesaleoftheNew
Shares(includingforgreatercertaintyanypurchaseconfirmationoranynotice)bedrawnupintheEnglishlanguageonly. Parlaréceptiondecedocument,chaqueinvestisseurcanadienconfirmeparlesprésentesqu’ila
expressémentexigéquetouslesdocumentsfaisantfoiouserapportantdequelquemanièrequecesoità laventedesvaleursmobilièresdécritesauxprésentes(incluant,pourplusdecertitude,touteconfirmationd’achat
outoutavis)soientrédigésenanglaisseulement.
Foreign Selling Restrictions (2 of 5)
38

EuropeanUnion(France,GermanyandtheNetherlands)
Thisdocumenthasnotbeen,andwillnotbe,registeredwithorapprovedbyanysecuritiesregulatorinFrance,GermanyortheNetherlands.Accordingly,thisdocumentmaynotbemadeavailable,normaythe
NewSharesbeofferedforsale,inFrance,GermanyortheNetherlandsexceptincircumstancesthatdonotrequireaprospectusunderArticle1(4)ofRegulation(EU)2017/1129oftheEuropeanParliamentandthe
CounciloftheEuropeanUnion(the"ProspectusRegulation").
InaccordancewithArticle1(4)(a)oftheProspectusRegulation,anofferofNewSharesinFrance,GermanyortheNetherlandsislimitedtopersonswhoare"qualifiedinvestors"(asdefinedinArticle2(e)ofthe
ProspectusRegulation).
HongKong
WARNING:Thisdocumenthasnotbeen,andwillnotbe,registeredasaprospectusundertheCompanies(WindingUpandMiscellaneousProvisions)Ordinance(Cap.32)ofHongKong,norhasitbeenauthorised
bytheSecuritiesandFuturesCommissioninHongKongpursuanttotheSecuritiesandFuturesOrdinance(Cap.571)oftheLawsofHongKong(the"SFO").NoactionhasbeentakeninHongKongtoauthoriseor
registerthisdocumentortopermitthedistributionofthisdocumentoranydocumentsissuedinconnectionwithit.Accordingly,theNewShareshavenotbeenandwillnotbeofferedorsoldinHongKongother
thanto"professionalinvestors"(asdefinedintheSFOandanyrulesmadeunderthatordinance).
Noadvertisement,invitationordocumentrelatingtotheNewShareshasbeenorwillbeissued,orhasbeenorwillbeinthepossessionofanypersonforthepurposeofissue,inHongKongorelsewherethatis
directedat,orthecontentsofwhicharelikelytobeaccessedorreadby,thepublicofHongKong(exceptifpermittedtodosounderthesecuritieslawsofHongKong)otherthanwithrespecttotheNewShares
thatareorareintendedtobedisposedofonlytopersonsoutsideHongKongoronlytoprofessionalinvestors(asdefinedintheSFOandanyrulesmadeunderthatordinance).NopersonallottedNewSharesmay
sell,oroffertosell,suchsecuritiesincircumstancesthatamounttoanoffertothepublicinHongKongwithinsixmonthsfollowingthedateofissueofsuchsecurities.
ThecontentsofthisdocumenthavenotbeenreviewedbyanyHongKongregulatoryauthority.Youareadvisedtoexercisecautioninrelationtotheoffer.Ifyouareindoubtaboutanyofthecontentsofthis
document,youshouldobtainindependentprofessionaladvice.
Japan
TheNewShareshavenotbeenandwillnotberegisteredunderArticle4,paragraph1oftheFinancialInstrumentsandExchangeLawofJapan(LawNo.25of1948),asamended(the"FIEL")pursuanttoan
exemptionfromtheregistrationrequirementsapplicabletoaprivateplacementofsecuritiestoQualifiedInstitutionalInvestors(asdefinedinandinaccordancewithArticle2,paragraph3oftheFIELandthe
regulationspromulgatedthereunder).Accordingly,theNewSharesmaynotbeofferedorsold,directlyorindirectly,inJapanorto,orforthebenefitof,anyresidentofJapanotherthanQualifiedInstitutional
Investors.AnyQualifiedInstitutionalInvestorwhoacquiresNewSharesmaynotresellthemtoanypersoninJapanthatisnotaQualifiedInstitutionalInvestor,andacquisitionbyanysuchpersonofNewSharesis
conditionalupontheexecutionofanagreementtothateffect.
Norway
Thisdocumenthasnotbeenapprovedby,orregisteredwith,anyNorwegiansecuritiesregulatorundertheNorwegianSecuritiesTradingActof29June2007.Accordingly,thisdocumentshallnotbedeemedto
constituteanoffertothepublicinNorwaywithinthemeaningoftheNorwegianSecuritiesTradingActof2007.
TheNewSharesmaynotbeofferedorsold,directlyorindirectly,inNorwayexceptto"professionalclients"(asdefinedintheNorwegianSecuritiesTradingActof29June2007no.75(Section10-6)andincluding
non-professionalclientshavingmetthecriteriaforbeingdeemedtobeprofessionalandforwhichaninvestmentfirmhaswaivedtheprotectionasnon-professionalinaccordancewiththeproceduresinthis
regulation).
Foreign Selling Restrictions (3 of 5)
39

Singapore
ThisdocumentandanyothermaterialsrelatingtotheNewShareshavenotbeen,andwillnotbe,lodgedorregisteredasaprospectusinSingaporewiththeMonetaryAuthorityofSingapore.Accordingly,this
documentandanyotherdocumentormaterialsinconnectionwiththeofferorsale,orinvitationforsubscriptionorpurchase,ofNewShares,maynotbeissued,circulatedordistributed,normaytheNewShares
beofferedorsold,orbemadethesubjectofaninvitationforsubscriptionorpurchase,whetherdirectlyorindirectly,topersonsinSingaporeexceptpursuanttoandinaccordancewithexemptionsinSubdivision
(4)ofDivision1,PartXIIIoftheSecuritiesandFuturesAct,Chapter289ofSingapore(the"SFA"),orasotherwisepursuantto,andinaccordancewiththeconditionsofanyotherapplicableprovisionsoftheSFA.
Thisdocumenthasbeengiventoyouonthebasisthatyouare(i)anexistingholderoftheCompany’sshares,(ii)an"institutionalinvestor"(asdefinedintheSFA)or(iii)an"accreditedinvestor"(asdefinedinthe
SFA).Intheeventthatyouarenotaninvestorfallingwithinanyofthecategoriessetoutabove,pleasereturnthisdocumentimmediately.Youmaynotforwardorcirculatethisdocumenttoanyotherpersonin
Singapore.
AnyofferisnotmadetoyouwithaviewtotheNewSharesbeingsubsequentlyofferedforsaletoanyotherparty.Thereareon-salerestrictionsinSingaporethatmaybeapplicabletoinvestorswhoacquireNew
Shares.Assuch,investorsareadvisedtoacquaintthemselveswiththeSFAprovisionsrelatingtoresalerestrictionsinSingaporeandcomplyaccordingly.
Switzerland
TheofferingoftheNewSharesinSwitzerlandisexemptfromrequirementtoprepareandpublishaprospectusundertheSwissFinancialServicesAct("FinSA")becausesuchofferingismadetoprofessional
clientswithinthemeaningoftheFinSAonlyandtheNewShareswillnotbeadmittedtotradingonanytradingvenue(exchangeormultilateraltradingfacility)inSwitzerland.Thisdocumentdoesnotconstitute
aprospectuspursuanttotheFinSA,art.652a,orart.752oftheSwissCodeofObligations(initsversionapplicableduringthetransitoryperiodafterenteringintoforceofFinSAonJanuary1,2020)oralisting
prospectuswithinthemeaningofart.27etseqq.oftheSIXListingRules(intheirversionenactedonJanuary1,2020,andtobeappliedduringthetransitoryperiod),andnosuchprospectushasbeenorwillbe
preparedfororinconnectionwiththeofferingoftheNewShares.
UnitedArabEmirates(excludingfinancialzones)
NeitherthisdocumentnortheNewShareshavebeenapprovedorpassedoninanywaybytheEmiratesSecuritiesandCommoditiesAuthority("ESCA")oranyothergovernmentalauthorityintheUnitedArab
Emirates.TheCompanyhasnotreceivedauthorisationfromtheESCAoranyothergovernmentalauthoritytomarketorselltheNewShareswithintheUnitedArabEmirates.Thisdocumentdoesnotconstitute,
andmaynotbeusedforthepurposeof,anofferofsecuritiesintheUnitedArabEmirates(excludingtheDubaiInternationalFinancialCentreandtheAbu-DhabiGlobalMarket).NoservicesrelatingtotheNew
Shares,includingthereceiptofapplications,mayberenderedwithintheUnitedArabEmirates(excludingtheDubaiInternationalFinancialCentreandtheAbu-DhabiGlobalMarket).
UnitedKingdom
NeithertheinformationinthisdocumentnoranyotherdocumentrelatingtotheofferhasbeendeliveredforapprovaltotheFinancialConductAuthorityintheUnitedKingdomandnoprospectus(withinthe
meaningofsection85oftheFinancialServicesandMarketsAct2000,asamended("FSMA"))hasbeenpublishedorisintendedtobepublishedinrespectoftheNewShares.
Thisdocumentisissuedonaconfidentialbasisto"qualifiedinvestors"(withinthemeaningofsection86(7)oftheFSMA)intheUnitedKingdom,andtheNewSharesmaynotbeofferedorsoldintheUnited
Kingdombymeansofthisdocument,anyaccompanyingletteroranyotherdocument,exceptincircumstanceswhichdonotrequirethepublicationofaprospectuspursuanttosection86(1)oftheFSMA.This
documentshouldnotbedistributed,publishedorreproduced,inwholeorinpart,normayitscontentsbedisclosedbyrecipientstoanyotherpersonintheUnitedKingdom.
Anyinvitationorinducementtoengageininvestmentactivity(withinthemeaningofsection21oftheFSMA)receivedinconnectionwiththeissueorsaleoftheNewShareshasonlybeencommunicatedor
causedtobecommunicatedandwillonlybecommunicatedorcausedtobecommunicatedintheUnitedKingdomincircumstancesinwhichsection21(1)oftheFSMAdoesnotapplytotheCompany.
IntheUnitedKingdom,thisdocumentisbeingdistributedonlyto,andisdirectedat,persons(i)whohaveprofessionalexperienceinmattersrelatingtoinvestmentsfallingwithinArticle19(5)(investment
professionals)oftheFinancialServicesandMarketsAct2000(FinancialPromotion)Order2005,asamended("FPO"),(ii)whofallwithinthecategoriesofpersonsreferredtoinArticle49(2)(a)to(d)(highnetworth
companies,unincorporatedassociations,etc.)oftheFPOor(iii)towhomitmayotherwisebelawfullycommunicated(together"relevantpersons").Theinvestmentstowhichthisdocumentrelatesareavailable
onlyto,andanyinvitation,offeroragreementtopurchasewillbeengagedinonlywith,relevantpersons.Anypersonwhoisnotarelevantpersonshouldnotactorrelyonthisdocumentoranyofitscontents.
Foreign Selling Restrictions (4 of 5)
40

UnitedStates
TheNewSharestobeofferedandsoldinthePlacementandtheSPPhavenotbeen,andwillnotbe,registeredundertheU.S.SecuritiesActof7933,asamended(the"U.S.SecuritiesAct").orthesecuritieslawsof
anystateorotherjurisdictionoftheUnitedStates.Accordingly,theNewSharestobeofferedandsoldinthePlacementmaynotbeofferedorsold,directlyorindirectly,intheUnitedStatesexceptpursuanttoan
exemptionfrom,orinatransactionnotsubjectto,theregistrationrequirementsoftheU.S.SecuritiesActandapplicablesecuritieslawsofanystateorotherjurisdictionoftheUnitedStates.TheNewSharestobe
offeredandsoldintheSPPmaynotbeofferedorsold,directlyorindirectly,intheUnitedStatesortoanypersonthatisactingfortheaccountorbenefitofapersonintheUnitedStates.
Foreign Selling Restrictions (5 of 5)
41

Glossary
ASX:AustralianSecuritiesExchange
Capex: Capitalexpenditure
EBITDA: Earningsbeforeinterest,taxation,depreciationandamortisation
NZBonds: SkyCity’s7 year,corporatebondslistedonNZDX(SKC040) withSeptember2022maturitydate
NZX: NewZealandStockExchange
NZ: NewZealand
Placement: Institutionalplacementtoshareholdersandselectedinvestors
SA: SouthAustralia
SkyCity:SkyCityEntertainmentGroupLimited
SPP:Sharepurchaseplan
USPP:UnitedStatesPrivatePlacement
VWAP: Volumeweightedaverageprice

---

Corporate Action Notice
(Other than for a Distribution)
Updated as at 17 October 2019

Page 1 of 2
Section 1: issuer information (mandatory)
Name of issuer SkyCity Entertainment Group Limited
Class of Financial Product Ordinary shares
NZX ticker code SKC
ISIN (If unknown, check on NZX
website)
NZSKCE0001S2
Name of Registry Computershare Investor Services Limited
Type of corporate action
(Please mark with an X in the relevant
box/es)
Share purchase
plan
X Renounceable
Rights issue

Capital
reconstruction
Non
Renounceable
Rights issue

Call Bonus issue
Record date 16/06/2020
Ex-Date (one business day before the
Record Date)
15/06/2020
Currency NZD
Section 2: Share purchase plans (delete if not applicable)
Number of financial products to be
issued
OR
Maximum dollar amount of Financial
Products to be issued
Up to NZ$50,000 per shareholder / beneficial owner
with a registered address in New Zealand or
Australia, for an aggregate offer size of up to NZ$50
million.
Minimum application amount (if any) N/A
Exercise Price
The lower of:
(a) The price paid by investors in SKC’s placement
announced on 17 June 2020, being NZ$2.50; and
(b) a 2.5% discount to the volume weighted average
market price of SKC shares traded on the NZX
over the five business day period prior to and
including the closing date for the Share Purchase
Plan, rounded down to the nearest cent.
Scaling reference date By reference to holdings of eligible shareholders at
the Record Date.
Closing Date 03/07/2020
Allotment Date 09/07/2020

2 of 2
Section 7: Authority for this announcement (mandatory)
Name of person authorised to make this
announcement
Jo Wong
Contact person for this announcement Ben Kay
Contact phone number +64 9 363 6067
Contact email address ben.kay@skycity.co.nz
Date of release through MAP 17/06/2020

---

This appendix is available as an online form Appendix 3B
Only use this form if the online version is not available Proposed issue of +securities

+ See chapter 19 for defined terms
31 January 2020 Page 1
Appendix 3B
Proposed issue of +securities
Information and documents given to ASX become ASX’s property and may be made public.
If you are an entity incorporated outside Australia and you are proposing to issue a new class of
+securities other than CDIs, you will need to obtain and provide an International Securities
Identification Number (ISIN) for that class. Similarly, if you are an entity incorporated outside Australia,
the +securities proposed to be issued are in an existing class of +security but the event timetable
includes a period of rights or +deferred settlement trading, you will need to obtain and provide an ISIN
code for the rights and/or the deferred settlement +securities. Further information on the requirement
for the notification of an ISIN is available from the Create Online Forms page. ASX is unable to create
the new ISIN for non-Australian issuers.
*Denotes minimum information required for first lodgement of this form, with exceptions provided in
specific notes for certain questions. The balance of the information, where applicable, must be
provided as soon as reasonably practicable by the entity.
1. PART 1 – ENTITY AND ANNOUNCEMENT DETAILS
Question
no
Question Answer
1.1 *Name of entity
We (the entity here named)
give ASX the following
information about a proposed
issue of
+
securities and, if ASX
agrees to
+
quote any of the
+
securities (including any
rights) on a
+
deferred
settlement basis, we agree to
the matters set out in
Appendix 3B of the ASX
Listing Rules
SkyCity Entertainment Group Limited (“SKC”)
1.2 *Registration type and number
Please supply your ABN, ARSN,
ARBN, ACN or another registration
type and number (if you supply
another registration type, please
specify both the type of registration
and the registration number).
ARBN 098 775 047
1.3 *ASX issuer code SKC
1.4 *This announcement is
Tick whichever is applicable.
☒ A new announcement
☐ An update/amendment to a previous announcement
☐ A cancellation of a previous announcement
1.4a *Reason for update
Mandatory only if “Update” ticked in
Q1.4 above. A reason must be
provided for an update.

1.4b *Date of previous
announcement to this update
Mandatory only if “Update” ticked in
Q1.4 above.


1.4c *Reason for cancellation
Mandatory only if “Cancellation” ticked
in Q1.4 above.

+ See chapter 19 for defined terms
31 January 2020 Page 2
1.4d *Date of previous
announcement to this
cancellation
Mandatory only if “Cancellation” ticked
in Q1.4 above.


1.5 *Date of this announcement 17 June 2020
1.6 *The proposed issue is:
Note: You can select more than one
type of issue (e.g. an offer of
securities under a securities purchase
plan and a placement, however ASX
may restrict certain events from being
announced concurrently). Please
contact your listing adviser if you are
unsure.
☐ A +bonus issue (complete Parts 2 and 8)
☐ A standard +pro rata issue (non-renounceable or
renounceable) (complete Q1.6a and Parts 3 and 8)
☐ An accelerated offer (complete Q1.6b and Parts 3 and 8)
☒ An offer of +securities under a +securities purchase
plan (complete Parts 4 and 8)
☐ A non-+pro rata offer of +securities under a
+disclosure document or +PDS (complete Parts 5 and 8)
☐ A non-+pro rata offer to wholesale investors under an
information memorandum (complete Parts 6 and 8)
☒ A placement or other type of issue (complete Parts 7 and
8)
1.6a *The proposed standard +pro
rata issue is:
Answer this question if your response
to Q1.6 is “A standard pro rata issue
(non-renounceable or renounceable).”
Select one item from the list
☐ Non-renounceable
☐ Renounceable
1.6b *The proposed accelerated
offer is:
Answer this question if your response
to Q1.6 is “An accelerated offer”
Select one item from the list

☐ Accelerated non-renounceable entitlement offer
(commonly known as a JUMBO or ANREO)
☐ Accelerated renounceable entitlement offer
(commonly known as an AREO)
☐ Simultaneous accelerated renounceable entitlement
offer (commonly known as a SAREO)
☐ Accelerated renounceable entitlement offer with dual
book-build structure (commonly known as a
RAPIDS)
☐ Accelerated renounceable entitlement offer with retail
rights trading (commonly known as a PAITREO)

+ See chapter 19 for defined terms
31 January 2020 Page 3
2. PART 2 – DETAILS OF PROPOSED +BONUS ISSUE
If your response to Q1.6 is “A bonus issue”, please complete Parts 2A – 2D and the details of the securities proposed to be
issued in Part 8. Refer to section 1 of Appendix 7A of the Listing Rules for the timetable for bonus issues.
Part 2A – Proposed +bonus issue – conditions
Question
No.
Question Answer
2A.1 *Are any of the following approvals required
for the +bonus issue to be unconditional?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to
the entity.
If any of the above approvals apply to the bonus issue,
they must be obtained before business day 0 of the
timetable. The relevant approvals must be received
before ASX can establish an ex market in the
securities.

2A.1a Conditions
Answer these questions if your response to Q2A.1 is “Yes”.
Select the applicable approval(s) from the list. More than one approval can be selected. The “date for
determination” is the date that you expect to know if the approval is given (for example, the date of the security
holder meeting in the case of security holder approval or the date of the court hearing in the case of court
approval).

*Approval/ condition
Type
*Date for
determination
*Is the date
estimated or
actual?
*Approval received/
condition met?
Please respond “Yes” or
“No”. Only answer this
question when you know
the outcome of the
approval. Please advise
before business day 0 of
the Appendix 7A bonus
issue timetable.
Comments
+Security holder
approval

Court approval


Lodgement of court
order with +ASIC


ACCC approval


FIRB approval


Other (please specify
in comment section)

+ See chapter 19 for defined terms
31 January 2020 Page 4
Part 2B – Proposed +bonus issue - issue details
Question
No.
Question Answer
2B.1 *Class or classes of +securities that will
participate in the proposed +bonus issue
(please enter both the ASX security code &
description)
If more than one class of security will participate in the
proposed bonus issue, make sure you clearly identify
any different treatment between the classes.

2B.2 *Class of +securities that will be issued in
the proposed +bonus issue (please enter
both the ASX security code & description)

2B.3 *Issue ratio
Enter the quantity of additional securities to be issued
for a given quantity of securities held (for example, 1
for 2 means 1 new security issued for every 2 existing
securities held).
Please only enter whole numbers (for example, a
bonus issue of 1 new security for every 2.5 existing
securities held should be expressed as “2 for 5”).


2B.4 *What will be done with fractional
entitlements?
Select one item from the list.
☐ Fractions rounded up to the next whole
number
☐ Fractions rounded down to the nearest
whole number or fractions disregarded
☐ Fractions sold and proceeds distributed
☐ Fractions of 0.5 or more rounded up
☐ Fractions over 0.5 rounded up
☐ Not applicable
2B.5 *Maximum number of +securities proposed
to be issued (subject to rounding)

Part 2C – Proposed +bonus issue – timetable
Question
No.
Question Answer
2C.1 *+Record date
Record date to identify security holders entitled to
participate in the bonus issue. Per Appendix 7A section
1 the record date must be at least 4 business days
from the announcement date (day 0).

2C.3 *Ex date
Per Appendix 7A section 1 the ex date is one business
day before the record date. This is also the date that
the bonus securities will commence quotation on a
deferred settlement basis.

2C.4 *Record date
Same as Q2C.1 above

+ See chapter 19 for defined terms
31 January 2020 Page 5
2C.5 *+Issue date
Per Appendix 7A section 1 the issue date should be at
least one business day and no more than 5 business
days after the record date (the last day for the entity to
issue the bonus securities and lodge an Appendix 2A
with ASX to apply for quotation of the bonus
securities). Deferred settlement trading will end at
market close on this day.

2C.6 *Date trading starts on a normal T+2 basis
Per Appendix 7A section 1 this is one business day
after the issue date.

2C.7 *First settlement date of trades conducted
on a +deferred settlement basis and on a
normal T+2 basis
Per Appendix 7A section 1 this is two business days
after trading starts on a normal T+2 basis (3 business
days after the issue date).

Part 2D – Proposed +bonus issue – further information
Question
No.
Question Answer
2D.1 *Will holdings on different registers or sub
registers be aggregated for the purposes of
determining entitlements to the +bonus
issue?

2D.1a
Please explain how holdings on different
registers or subregisters will be aggregated
for the purposes of determining entitlements
Answer this question if your response to Q2D.1 is
“Yes”.

2D.2
*Countries in which the entity has +security
holders who will not be eligible to participate
in the proposed +bonus issue
Note: The entity must send each holder to whom it will
not offer the securities details of the issue and advice
that the entity will not offer securities to them (listing
rule 7.7.1(b)).

2D.3 *Will the entity be changing its
dividend/distribution policy as a result of the
proposed +bonus issue

2D.3a Please explain how the entity will change its
dividend/distribution policy if the proposed
+bonus issue proceeds
Answer this question if your response to Q2D.3 is
“Yes”.

2D.4 *Details of any material fees or costs to be
incurred by the entity in connection with the
proposed +bonus issue

2D.5 Any other information the entity wishes to
provide about the proposed +bonus issue

+ See chapter 19 for defined terms
31 January 2020 Page 6
3. PART 3 – DETAILS OF PROPOSED ENTITLEMENT OFFER
If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)” or “An accelerated offer”, please
complete parts 3A, 3F and 3G and the details of the securities proposed to be issued in Part 8. Please also complete Parts 3B
and 3C if your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)” and Parts 3D and 3E if your
response to Q1.6 is “An accelerated offer”. Refer to sections 2,3,4,5 and 6 of Appendix 7A of the Listing Rules for the respective
timetables for entitlement offers, including non-renounceable, renounceable and accelerated offers.
Part 3A – Proposed entitlement offer – conditions
Question
No.
Question Answer
3A.1 *Are any of the following approvals required
for the entitlement offer to be unconditional?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to
the entity.
If any of the above approvals apply to the entitlement
offer, they must be obtained before business day 0 of
the timetable. The relevant approvals must be received
before ASX can establish an ex market in the
securities.

3A.1a Conditions
Answer these questions if your response to Q3A.1 is “Yes”.
Select the applicable approval(s) from the list. More than one approval can be selected. The “date for
determination” is the date that you expect to know if the approval is given (for example, the date of the security
holder meeting in the case of
+
security holder approval or the date of the court hearing in the case of court
approval).

*Approval/ condition
Type
*Date for
determination
*Is the date
estimated or
actual?
**Approval received/
condition met?
Please respond “Yes” or
“No”. Only answer this
question when you know
the outcome of the
approval. Please advise
before
+
business day 0
of the relevant Appendix
7A entitlement offer
timetable.
Comments
+Security holder
approval

Court approval


Lodgement of court
order with +ASIC


ACCC approval


FIRB approval


Other (please specify
in comment section)

+ See chapter 19 for defined terms
31 January 2020 Page 7
Part 3B – Proposed standard pro rata issue entitlement offer - offer details
If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)”, please complete the relevant
questions in this part.
Question
No.
Question Answer
3B.1 *Class or classes of +securities that will
participate in the proposed entitlement offer
(please enter both the ASX security code &
description)
If more than one class of security will participate in the
proposed entitlement offer, make sure you clearly
identify any different treatment between the classes.

3B.2 *Class of +securities that will be issued in
the proposed entitlement offer (please enter
both the ASX security code & description)

3B.3 *Offer ratio
Enter the quantity of additional securities to be offered
for a given quantity of securities held (for example, 1
for 2 means 1 new security will be offered for every 2
existing securities held).
Please only enter whole numbers (for example, an
entitlement offer of 1 new security for every 2.5 existing
securities held should be expressed as “2 for 5”).


3B.4 *What will be done with fractional
entitlements?
Select one item from the list.
☐Fractions rounded up to the next whole
number
☐Fractions rounded down to the nearest
whole number or fractions disregarded
☐Fractions sold and proceeds distributed
☐Fractions of 0.5 or more rounded up
☐Fractions over 0.5 rounded up
☐Not applicable
3B.5 *Maximum number of +securities proposed
to be issued (subject to rounding)

3B.6 *Will individual +security holders be
permitted to apply for more than their
entitlement (i.e. to over-subscribe)?
Yes or No
3B.6a *Describe the limits on over-subscription
Answer this question if your response to Q3B.6 is
“Yes”.


3B.7 *Will a scale back be applied if the offer is
over-subscribed?
Yes or No
3B.7a *Describe the scale back arrangements
Answer this question if your response to Q3B.7 is
“Yes”.


3B.8 *In what currency will the offer be made?
For example, if the consideration for the issue is
payable in Australian Dollars, state AUD.


3B.9 *Has the offer price been determined? Yes or No
3B.9a *What is the offer price per +security?
Answer this question if your response to Q3B.9 is “Yes”
using the currency specified in your answer to Q3B.8.

+ See chapter 19 for defined terms
31 January 2020 Page 8
3B.9b *How and when will the offer price be
determined?
Answer this question if your response to Q3B.9 is “No”.

Part 3C – Proposed standard pro rata issue – timetable
If your response to Q1.6 is “A standard pro rata issue (non-renounceable or renounceable)”, please complete the relevant
questions in this part.
Question
No.
Question Answer
3C.1 *+Record date
Record date to identify security holders entitled to
participate in the issue. Per Appendix 7A sections 2
and 3 the record date must be at least 3 business days
from the announcement date (day 0)

3C.2 *Ex date
Per Appendix 7A sections 2 and 3 the Ex Date is one
business day before the record date. For renounceable
issues, this is also the date that rights will commence
quotation on a deferred settlement basis.

3C.3 *Date rights trading commences
For renounceable issues only - this is the date that
rights will commence quotation initially on a deferred
settlement basis

3C.4 *Record date
Same as Q3C.1 above

3C.5 *Date on which offer documents will be sent
to +security holders entitled to participate in
the +pro rata issue
The offer documents can be sent to security holders as
early as business day 4 but must be sent no later than
business day 6. Business day 6 is the last day for the
offer to open.
For renounceable issues, deferred settlement trading in
rights ends at the close of trading on this day. Trading
in rights on a normal (T+2) settlement basis will start
from market open on the next business day (i.e.
business day 7) provided that the entity tells ASX by
12pm Sydney time that the offer documents have been
sent or will have been sent by the end of the day.

3C.6 *Offer closing date
Offers close at 5pm on this day. The date must be at
least 7 business days after the entity announces that
the offer documents have been sent to holders.

3C.7 *Last day to extend the offer closing date
At least 3 business days’ notice must be given to
extend the offer closing date.

3C.8 *Date rights trading ends
For renounceable issues only - rights trading ends at
the close of trading 5 business days before the
applications closing date.

3C.9 *Trading in new +securities commences on
a deferred settlement basis
Non-renounceable issues - the business day after the
offer closing date
Renounceable issues – the business day after the date
rights trading ends

+ See chapter 19 for defined terms
31 January 2020 Page 9
3C.10 *Last day for entity to announce the results
of the offer to ASX, including the number
and percentage of +securities taken up by
existing +security holders and any shortfall
taken up by underwriters or other investors
No more than 3 business days after the offer closing
date

3C.11 *Issue date
Per Appendix 7A section 2 and section 3, the issue
date should be no more than 5 business days after the
offer closes date (the last day for the entity to issue the
securities taken up in the pro rata issue and lodge an
Appendix 2A with ASX to apply for quotation of the
securities). Deferred settlement trading will end at
market close on this day.

3C.12 *Date trading starts on a normal T+2 basis
Per Appendix 7A section 2 and 3 this is one business
day after the issue date.

3C.13
*First settlement date of trades conducted
on a +deferred settlement basis and on a
normal T+2 basis
Per Appendix 7A section 2 and 3 1 this is two business
days after trading starts on a normal T+2 basis (3
business days after the issue date).

Part 3D – Proposed accelerated offer – offer details
Question
No.
Question Answer
3D.1 *Class or classes of +securities that will
participate in the proposed entitlement offer
(please enter both the ASX security code &
description)
If more than one class of security will participate in the
proposed entitlement offer, make sure you clearly
identify any different treatment between the classes.

3D.2 *Class of +securities that will issued in the
proposed entitlement offer (please enter
both the ASX security code & description)

3D.3 *Has the offer ratio been determined?
3D.3a *Offer ratio
Answer this question if your response to Q3D.3 is
“Yes” or “No”. If your response to Q3D.3 is “No” please
provide an indicative ratio and state as indicative.
Enter the quantity of additional securities to be offered
for a given quantity of securities held (for example, 1
for 2 means 1 new security will be offered for every 2
existing securities held).
Please only enter whole numbers (for example, an
entitlement offer of 1 new security for every 2.5 existing
securities held should be expressed as “2 for 5”).


3D.3b *How and when will the offer ratio be
determined?
Answer this question if your response to Q3D.3 is “No”.
Note that once the offer ratio is determined, this must
be provided via an update announcement.

+ See chapter 19 for defined terms
31 January 2020 Page 10
3D.4 *What will be done with fractional
entitlements?
Select one item from the list.
☐ Fractions rounded up to the next whole
number
☐ Fractions rounded down to the nearest
whole number or fractions disregarded
☐ Fractions sold and proceeds distributed
☐ Fractions of 0.5 or more rounded up
☐ Fractions over 0.5 rounded up
☐ Not applicable
3D.5 *Maximum number of +securities proposed
to be issued (subject to rounding)

3D.6
*Will individual +security holders be
permitted to apply for more than their
entitlement (i.e. to over-subscribe)?

3D.6a *Describe the limits on over-subscription
Answer this question if your response to Q3D.6 is
“Yes”.


3D.7
*Will a scale back be applied if the offer is
over-subscribed?

3D.7a *Describe the scale back arrangements
Answer this question if your response to Q3D.7 is
“Yes”.


3D.8 *In what currency will the offer be made?
For example, if the consideration for the issue is
payable in Australian Dollars, state AUD.


3D.9 *Has the offer price for the institutional offer
been determined?

3D.9a *What is the offer price per +security for the
institutional offer?
Answer this question if your response to Q3D.9 is
“Yes” using the currency specified in your answer to
Q3D.8.


3D.9b *How and when will the offer price for the
institutional offer be determined?
Answer this question if your response to Q3D.9 is “No”.

3D.9c *Will the offer price for the institutional offer
be determined by way of a bookbuild?
Answer this question if your response to Q3D.9 is “No”.
If your response to this question is “yes”, please note
the information that ASX expects to be announced
about the results of the bookbuild set out in
section 4.12 of Guidance Note 30 Notifying an Issue of
Securities and Applying for their Quotation.

3D.9d *Provide details of the parameters that will
apply to the bookbuild for the institutional
offer (e.g. the indicative price range for the
bookbuild)
Answer this question if your response to Q3D.9 is “No”
and your response to Q5B.9c is “Yes”.


3D.10 *Has the offer price for the retail offer been
determined?

+ See chapter 19 for defined terms
31 January 2020 Page 11
3D.10a *What is the offer price per +security for the
retail offer?
Answer this question if your response to Q3D.10 is
“Yes” using the currency specified in your answer to
Q3B.8.


3D.10b *How and when will the offer price for the
retail offer be determined?
Answer this question if your response to Q3D.10 is
“No”.


Part 3E – Proposed accelerated offer – timetable
If your response to Q1.6 is “An accelerated offer”, please complete the relevant questions in this Part.
Question
No.
Question Answer
3E.1a *First day of trading halt
The entity is required to announce the accelerated offer
and give a completed Appendix 3B to ASX. If the
accelerated offer is conditional on security holder
approval or any other requirement, that condition must
have been satisfied and the entity must have
announced that fact to ASX. An entity should also
consider the rights of convertible security holders to
participate in the issue and what, if any, notice needs
to be given to them in relation to the issue

3E.1b *Announcement date of accelerated offer
3E.2 *Trading resumes on an ex-entitlement
basis (ex date)
For JUMBO, ANREO, AREO, SAREO, RAPIDs offers

3E.3 *Trading resumes on ex-rights basis
For PAITREO offers only

3E.4 *Rights trading commences
For PAITREO offers only

3E.5
*Date offer will be made to eligible
institutional +security holders

3E.6 *Application closing date for institutional
+security holders

3E.7 *Institutional offer shortfall book build date
For AREO, SAREO, RAPIDs, PAITREO offers

3E.8 *Announcement of results of institutional
offer
The announcement should be made before the
resumption of trading following the trading halt.

3E.9 *+Record date
Record date to identify security holders entitled to
participate in the offer. Per Appendix 7A sections 4, 5
and 6 the record date must be at least 2 business days
from the announcement date (day 0).

+ See chapter 19 for defined terms
31 January 2020 Page 12
3E.10 *Settlement date of new +securities issued
under institutional entitlement offer
If DvP settlement applies, provided the Appendix 2A is
given to ASX before noon (Sydney time) this day,
normal trading in the securities will apply on the next
business day, and if DvP settlement does not apply on
the business day after that.

3E.11 *+Issue date for institutional +security
holders

3E.12 *Normal trading of new +securities issued
under institutional entitlement offer

3E.13 *Date on which offer documents will be sent
to retail +security holders entitled to
participate in the +pro rata issue
The offer documents can be sent to security holders as
early as business day 4 but must be sent no later than
business day 6. Business day 6 is the last day for the
offer to open. For renounceable offers, deferred
settlement trading in rights ends at the close of trading
on this day. Trading in rights on a normal (T+2)
settlement basis will start from market open on the next
business day (i.e. business day 7) provided that the
entity tells ASX by 12pm Sydney time that the offer
documents have been sent or will have been sent by
the end of the day.

3E.14
*Offer closing date for retail +security
holders
Offers close at 5pm on this day. The date must be at
least 7 business days after the entity announces that
the offer documents have been sent to holders.

3E.15 *Last day to extend the retail offer closing
date
At least 3 business days’ notice must be given to
extend the offer closing date.

3E.16 *Rights trading end date
For PAITREO offers only

3E.17 *Trading in new +securities commences on
a deferred settlement basis
For PAITREO offers only
The business day after rights trading end date

3E.18 *Entity announces results of the retail offer
to ASX, including the number and
percentage of +securities taken up by
existing retail +security holders

3E.19 *Bookbuild for any shortfall (if applicable)
For all offers except JUMBO, ANREO

3E.20 *Entity announces results of bookbuild
(including any information about the
bookbuild expected to be disclosed under
section 4.12 of Guidance Note 30)
For all offers except JUMBO, ANREO

3E.21 *+Issue date for retail +security holders
Per Appendix 7A section 2 and section 3, the issue
date should be no more than 5 business days after the
offer closes date. This is the last day for the entity to
issue the securities taken up in the pro rata issue and
lodge an Appendix 2A with ASX to apply for quotation
of the securities. Deferred settlement trading will end at
market close on this day.

+ See chapter 19 for defined terms
31 January 2020 Page 13
3E.22 *Date trading starts on a normal T+2 basis
For PAITREO offers only
This is one business day after the issue date.

3E.23 *First settlement date of trades conducted
on a +deferred settlement basis and on a
normal T+2 basis
For PAITREO offers only
This is two business days after trading starts on a
normal T+2 basis (3 business days after the issue
date).

Part 3F – Proposed entitlement offer – fees and expenses
Question
No.
Question Answer
3F.1 *Will there be a lead manager or broker to
the proposed offer?

3F.1a *Who is the lead manager/broker?
Answer this question if your response to Q3F.1 is
“Yes”.

3F.1b *What fee, commission or other
consideration is payable to them for acting
as lead manager/broker?
Answer this question if your response to Q3F.1 is
“Yes”.

3F.2 *Is the proposed offer to be underwritten?
3F.2a *Who are the underwriter(s)?
Answer this question if your response to Q3F.2 is
“Yes”.
Note for issuers that are an ASX Listing (i.e. not an
ASX Debt Listing or ASX Foreign Exempt Listing): If
you are seeking to rely on listing rule 7.2 exception 2 to
issue the securities without security holder approval
under listing rule 7.1 and without using your placement
capacity under listing rules 7.1 or 7.1A, you must
include the details asked for in this and the next 3
questions.

3F.2b *What is the extent of the underwriting (i.e.
the amount or proportion of the offer that is
underwritten)?
Answer this question if your response to Q3F.2 is
“Yes”.

3F.2c *What fees, commissions or other
consideration are payable to them for acting
as underwriter(s)?
Answer this question if your response to Q3F.2 is
“Yes”.
This includes any applicable discount the underwriter
receives to the issue price payable by participants in
the issue.

+ See chapter 19 for defined terms
31 January 2020 Page 14
3F.2d *Provide a summary of the significant
events that could lead to the underwriting
being terminated
Answer this question if your response to Q3F.2 is
“Yes”.
You may cross-refer to a disclosure document, PDS,
information memorandum, investor presentation or
other announcement with this information provided it
has been released on the ASX Market Announcements
Platform.

3F.2e *Is a party referred to in listing rule 10.11
underwriting or sub-underwriting the
proposed offer?
Answer this question if the issuer is an ASX Listing (i.e.
not an ASX Debt Listing or ASX Foreign Exempt
Listing) and your response to Q3F.2 is “Yes”.

3F.2e(i) *What is the name of that party?
Answer this question if the issuer is an ASX Listing and
your response to Q3F.2e is “Yes”.
Note: If you are seeking to rely on listing rule 10.12
exception 2 to issue the securities to the underwriter or
sub-underwriter without security holder approval under
listing rule 10.11, you must include the details asked
for in this and the next 2 questions. If there is more
than one party referred to in listing rule 10.11 acting as
underwriter or sub-underwriter include all of their
details in this and the next 2 questions.

3F.2e(ii) *What is the extent of their underwriting or
sub-underwriting (i.e. the amount or
proportion of the issue they have
underwritten or sub-underwritten)?
Answer this question if the issuer is an ASX Listing and
your response to Q3F.2e is “Yes”.

3F.2e(iii) *What fee, commission or other
consideration is payable to them for acting
as underwriter or sub-underwriter?
Answer this question if the issuer is an ASX Listing and
your response to Q3F.2e is “Yes”.
Note: This includes any applicable discount the
underwriter or sub-underwriter receives to the issue
price payable by participants in the issue.

3F.3 *Will brokers who lodge acceptances or
renunciations on behalf of eligible +security
holders be paid a handling fee or
commission?

3F.3a *Will the handling fee or commission be
dollar based or percentage based?
Answer this question if your response to Q3F.3 is
“Yes”.

3F.3b *Amount of handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q3F.3 is “Yes”
and your response to Q3F.3a is “dollar based”.

+ See chapter 19 for defined terms
31 January 2020 Page 15
3F.3c *Percentage handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q3F.3 is “Yes”
and your response to Q3F.3a is “percentage based”.

3F.3d Please provide any other relevant
information about the handling fee or
commission method
Answer this question if your response to Q3F.3 is
“Yes”.

3F.4 Details of any other material fees or costs to
be incurred by the entity in connection with
the proposed offer

Part 3G – Proposed entitlement offer – further information
Question
No.
Question Answer
3G.1 *The purpose(s) for which the entity intends
to use the cash raised by the proposed
issue
You may select one or more of the items in the list.
☐ For additional working capital
☐ To fund the retirement of debt
☐ To pay for the acquisition of an asset
[provide details below]
☐ To pay for services rendered [provide
details below]
☐ Other [provide details below]
Additional details:

3G.2
*Will holdings on different registers or
subregisters be aggregated for the
purposes of determining entitlements to the
issue?

3G.2a *Please explain how holdings on different
registers or subregisters will be aggregated
for the purposes of determining
entitlements.
Answer this question if your response to Q3G.2 is
“Yes”.

3G.3 *Will the entity be changing its
dividend/distribution policy if the proposed
issue is successful?

3G.3a
*Please explain how the entity will change
its dividend/distribution policy if the
proposed issue is successful
Answer this question if your response to Q3G.3 is
“Yes”.

+ See chapter 19 for defined terms
31 January 2020 Page 16
3G.4 *Countries in which the entity has +security
holders who will not be eligible to participate
in the proposed issue
For non-renounceable issues (including
accelerated): The entity must send each holder to
whom it will not offer the securities details of the issue
and advice that the entity will not offer securities to
them (listing rule 7.7.1(b)).
For renounceable issues (including accelerated):
The entity must send each holder to whom it will not
offer the securities details of the issue and advice that
the entity will not offer securities to them. It must also
appoint a nominee to arrange for the sale of the
entitlements that would have been given to those
holders and to account to them for the net proceeds of
the sale and advise each holder not given the
entitlements that a nominee in Australia will arrange for
sale of the entitlements and, if they are sold, for the net
proceeds to be sent to the holder (listing rule 7.7.1(b)
and (c)).

3G.5 *Will the offer be made to eligible
beneficiaries on whose behalf eligible
nominees or custodians hold existing
+securities

3G.5a *Please provide further details of the offer to
eligible beneficiaries
Answer this question if your response to Q3G.5 is
“Yes”.
If, for example, the entity intends to issue a notice to
eligible nominees and custodians please indicate here
where it may be found and/or when the entity expects
to announce this information. You may enter a URL.

3G.6 *URL on the entity's website where
investors can download information about
the proposed issue

3G.7 Any other information the entity wishes to
provide about the proposed issue

3G.8
*Will the offer of rights under the rights issue
be made under a disclosure document or
product disclosure statement under Chapter
6D or Part 7.9 of the Corporations Act (as
applicable)?

+ See chapter 19 for defined terms
31 January 2020 Page 17
4. PART 4 – DETAILS OF PROPOSED OFFER UNDER +SECURITIES PURCHASE PLAN
If your response to Q1.6 is “An offer of securities under a securities purchase plan”, please complete Parts 4A – 4F and the
details of the securities proposed to be issued in Part 8. Refer to section 12 of Appendix 7A of the Listing Rules for the timetable
for securities purchase plans.
Part 4A – Proposed offer under +securities purchase plan – conditions
Question
No.
Question Answer
4A.1
*Are any of the following approvals required
for the offer of +securities under the
+securities purchase plan issue to be
unconditional?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to
the entity.
No
4A.1a
Conditions
Answer these questions if your response to 4A.1 is “Yes”.
Select the applicable approval(s) from the list. More than one approval can be selected. The “date for
determination” is the date that you expect to know if the approval is given (for example, the date of the security
holder meeting in the case of
+
security holder approval or the date of the court hearing in the case of court
approval).

*Approval/ condition
Type
*Date for
determination
*Is the date
estimated or
actual?
**Approval received/
condition met?
Please respond “Yes” or
“No”. Only answer this
question when you know
the outcome of the
approval.
Comments
+Security holder
approval

Court approval


Lodgement of court
order with +ASIC


ACCC approval


FIRB approval


Other (please specify
in comment section)


Part 4B – Proposed offer under +securities purchase plan – offer details
Question
No.
Question Answer
4B.1 *Class or classes of +securities that will
participate in the proposed offer (please
enter both the ASX security code &
description)
If more than one class of security will participate in the
securities purchase plan, make sure you clearly identify
any different treatment between the classes.
SKC fully paid ordinary shares
4B.2
*Class of +securities to be offered to them
under the +securities purchase plan (please
enter both the ASX security code &
description)
SKC fully paid ordinary shares
4B.3 *Maximum total number of those +securities
that could be issued if all offers under the
+securities purchase plan are accepted
NZ$50 million

+ See chapter 19 for defined terms
31 January 2020 Page 18
4B.4 *Will the offer be conditional on applications
for a minimum number of +securities being
received or a minimum amount being raised
(i.e. a minimum subscription condition)?
No
4B.4a *Describe the minimum subscription
condition
Answer this question if your response to Q4B.4 is
“Yes”.


4B.5
*Will the offer be conditional on applications
for a maximum number of +securities being
received or a maximum amount being
raised (i.e. a maximum subscription
condition)?
No
4B.5a *Describe the maximum subscription
condition
Answer this question if your response to Q4B.5 is
“Yes”.


4B.6 *Will individual +security holders be
required to accept the offer for a minimum
number or value of +securities (i.e. a
minimum acceptance condition)?
No
4B.6a
*Describe the minimum acceptance
condition
Answer this question if your response to Q4B.6 is
“Yes”.


4B.7
*Will individual +security holders be limited
to accepting the offer for a maximum
number or value of +securities (i.e. a
maximum acceptance condition)?
Yes
4B.7a *Describe the maximum acceptance
condition
Answer this question if your response to Q4B.7 is
“Yes”.

NZ$50,000
4B.8 *Describe all the applicable parcels
available for this offer in number of
securities or dollar value
For example, the offer may allow eligible holders to
subscribe for one of the following parcels: $2,500,
$7,500, $10,000, $15,000, $20,000, $30,000.


4B.9 *Will a scale back be applied if the offer is
over-subscribed?
Yes
4B.9a *Describe the scale back arrangements
Answer this question if your response to Q4B.9 is
“Yes”.

SKC may scale back the number of shares
to be allotted under the SPP to each
applicant, having regard to the shareholders'
holding of shares at the Record Date of the
Offer and otherwise at its discretion.
4B.10 *In what currency will the offer be made?
For example, if the consideration for the issue is
payable in Australian Dollars, state AUD.

NZD in relation to New Zealand
shareholders.
AUD in relation to Australia shareholders.
4B.11 *Has the offer price been determined? No
4B.11a *What is the offer price per +security?
Answer this question if your response to Q4B.11 is
“Yes” using the currency specified in your answer to
Q4B.9.

+ See chapter 19 for defined terms
31 January 2020 Page 19
4B.11b *How and when will the offer price be
determined?
Answer this question if your response to Q4B.11 is
“No”.

The shares will be issued at the lower of:
(a) NZ$2.50 per Offer Share, which is the
same price paid by investors in SKC’s
Placement; and
(b) a 2.5% discount to the volume weighted
average market price of SKC shares
traded on the NZX over the five
business day period prior to and
including the Closing Date, rounded
down to the nearest cent.
For eligible Australian shareholders, the
issue price will be determined by reference
to the NZ$:A$ exchange rate published by
the New Zealand Reserve Bank on its
website at 5.00pm New Zealand time on the
Closing Date.
Part 4C – Proposed offer under +securities purchase plan – timetable
Question
No.
Question Answer
4C.1 *Date of announcement of +security
purchase plan
The announcement of the security purchase plan must
be made prior to the commencement on trading on the
announcement date.
17 June 2020
4C.2 *+Record date
This is the date to identify security holders who may
participate in the security purchase plan. Per Appendix
7A section 12 of the Listing Rules, this day is one
business day before the entity announces the security
purchase plan.
Note: the fact that an entity's securities may be in a
trading halt or otherwise suspended from trading on
this day does not affect this date being the date for
identifying which security holders may participate in the
security purchase plan.
16 June 2020
4C.3
*Date on which offer documents will be
made available to investors
22 June 2020
4C.4 *Offer open date 22 June 2020
4C.5 *Offer closing date 3 July 2020
4C.6 *Announcement of results
Per Appendix 7A section 12 of the Listing Rules, the
entity should announce the results of the security
purchase plan no more than 3 business days after the
offer closing date
8 July 2020
4C.7 *+Issue date
Per Appendix 7A section 12 of the Listing Rules, the
last day for the entity to issue the securities purchased
under the plan is no more than 7 business days after
the closing date. The entity should lodge an Appendix
2A with ASX applying for quotation of the securities
before 12pm Sydney time on this day
9 July 2020

+ See chapter 19 for defined terms
31 January 2020 Page 20
Part 4D – Proposed offer under +securities purchase plan – listing rule requirements
Question
No.
Question Answer
4D.1
*Does the offer under the +securities
purchase plan meet the requirements of
listing rule 7.2 exception 5 that:
• the number of +securities to be issued is
not greater than 30% of the number of
fully paid +ordinary securities already on
issue; and
• the issue price of the +securities is at
least 80% of the +volume weighted
average market price for +securities in
that +class, calculated over the last 5
days on which sales in the +securities
were recorded, either before the day on
which the issue was announced or before
the day on which the issue was made?
Answer this question if the issuer is an ASX Listing (i.e.
not an ASX Debt Listing or ASX Foreign Exempt
Listing).

4D.1a *Are any of the +securities proposed to be
issued without +security holder approval
using the entity's 15% placement capacity
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing and
your response to Q4D.1 is “No”.

4D.1a(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity’s 15% placement capacity
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing,
your response to Q4D.1 is “No” and your response to
Q4D.1a is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to issue
that number of securities.


4D.1b *Are any of the +securities proposed to be
issued without +security holder approval
using the entity's additional 10% placement
capacity under listing rule 7.1A (if
applicable)?
Answer this question if the issuer is an ASX Listing and
your response to Q4D.1 is “No”.

4D.1b(i)
*How many +securities are proposed to be
issued without +security holder approval
using the entity's additional 10% placement
capacity under listing rule 7.1A?
Answer this question if the issuer is an ASX Listing,
your response to Q4D.1 is “No” and your response to
Q4D.1b is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure C to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1A to
issue that number of securities.

+ See chapter 19 for defined terms
31 January 2020 Page 21
Part 4E – Proposed offer under +securities purchase plan – fees and expenses
Question
No.
Question Answer
4E.1
*Will there be a lead manager or broker to
the proposed offer?
Yes
4E.1a *Who is the lead manager/broker?
Answer this question if your response to Q4E.1 is
“Yes”.
Jarden Securities Limited
Credit Suisse (Australia) Limited
UBS New Zealand Limited
4E.1b *What fee, commission or other
consideration is payable to them for acting
as lead manager/broker?
Answer this question if your response to Q4E.1 is
“Yes”.
Each lead manager will receive one third of
the total management fee payable, which is
equal to 0.5% of NZ$50,000,000
4E.2 *Is the proposed offer to be underwritten? Yes
4E.2a *Who are the underwriter(s)?
Answer this question if your response to Q4E.2 is
“Yes”.
Note for issuers that are an ASX Listing (i.e. not an
ASX Debt Listing or ASX Foreign Exempt Listing):
listing rule 7.2 exception 5 does not extend to an issue
of securities to or at the direction of an underwriter of
an SPP. The issue will require security holder approval
under listing rule 7.1 if you do not have the available
placement capacity under listing rules 7.1 and/or 7.1A
to cover the issue. Likewise, listing rule 10.12
exception 4 does not extend to an issue of securities to
or at the direction of an underwriter of an SPP. If a
party referred to in listing rule 10.11 is underwriting the
proposed offer, this will require security holder approval
under listing rule 10.11.
Jarden Partners Limited
Credit Suisse (Australia) Limited
UBS New Zealand Limited
4E.2b *What is the extent of the underwriting (i.e.
the amount or proportion of the offer that is
underwritten)?
Answer this question if your response to Q4E.2 is
“Yes”.
Fully underwritten
4E.2c *What fees, commissions or other
consideration are payable to them for acting
as underwriter(s)?
Answer this question if your response to Q4E.2 is
“Yes”.
This information includes any applicable discount the
underwriter receives to the issue price payable by
participants in the issue.
Each underwriter will receive one third of the
total underwriting fee payable, which is
equal to 1.5% of NZ$50,000,000

+ See chapter 19 for defined terms
31 January 2020 Page 22
4E.2d *Provide a summary of the significant
events that could lead to the underwriting
being terminated
Answer this question if your response to Q4E.2 is
“Yes”.
You may cross-refer to a disclosure document, PDS,
information memorandum, investor presentation or
other announcement with this information provided it
has been released on the ASX Market Announcements
Platform.
Termination events which are customary for
an offer of this nature, including:

Material Adverse Event
Occurrence of an event or events, or any
matter or matters or information, which in
the reasonable opinion of an underwriter
has or is likely to have a material adverse
effect on the assets or performance of SKC,
the placement or the share purchase plan,
SKC’s shares, or would or would be likely to
give rise to a material liability to an
Underwriter in connection with the
placement or the share purchase plan,
among other things.

Market Fall
The level of the NZX 50 Index or the ASX
200 Index falls by a prescribed amount and
for a prescribed duration (specified in the
Underwriting Agreement).

Trading suspension
Trading in all securities quoted on the NZX,
ASX, LSE or NYSE being suspended or
limited in a material respect for a prescribed
duration (specified in the Underwriting
Agreement) and that having a material
adverse effect on the offer.

Disclosures
False, deceptive, misleading or
unsubstantiated disclosures made by SKC
in the offer materials, or there being a
change required to the offer materials.

Regulatory Action
Regulatory action or judicial challenge by a
government entity relating to the offer.

4E.2e *Is a party referred to in listing rule 10.11
underwriting or sub-underwriting the
proposed offer?
Answer this question if the issuer is an ASX Listing (i.e.
not an ASX Debt Listing or ASX Foreign Exempt
Listing) and your response to Q4E.2 is “Yes”.
Note: If your response is “Yes”, this will require security
holder approval under listing rule 10.11. Listing rule
10.12 exception 4 does not extend to an issue of
securities to an underwriter or sub-underwriter of an
SPP.

4E.2e(i) *What is the name of that party?
Answer this question if the issuer is an ASX Listing and
your response to Q4E.2e is “Yes”.
Note: If there is more than one such party acting as
underwriter or sub-underwriter include all of their
details in this and the next 2 questions.

+ See chapter 19 for defined terms
31 January 2020 Page 23
4E.2e(ii) *What is the extent of their underwriting or
sub-underwriting (i.e. the amount or
proportion of the issue they have
underwritten or sub-underwritten)?
Answer this question if the issuer is an ASX Listing and
your response to Q4E.2e is “Yes”.

4E.2e(iii) *What fee, commission or other
consideration is payable to them for acting
as underwriter or sub-underwriter?
Answer this question if the issuer is an ASX Listing and
your response to Q4E.2e is “Yes”.
Note: This includes any applicable discount the
underwriter or sub-underwriter receives to the issue
price payable by participants in the issue.

4E.3 *Will brokers who lodge acceptances or
renunciations on behalf of eligible +security
holders be paid a handling fee or
commission?
No
4E.3a *Will the handling fee or commission be
dollar based or percentage based?
Answer this question if your response to Q4E.3 is
“Yes”.

4E.3b *Amount of handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q4E.3 is “Yes”
and your response to Q4E.3a is “dollar based”.

4E.3c *Percentage handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q4E.3 is “Yes”
and your response to Q4E.3a is “percentage based”.

4E.3d Please provide any other relevant
information about the handling fee or
commission method
Answer this question if your response to Q4E.3 is
“Yes”.

4E.4 Details of any other material fees or costs to
be incurred by the entity in connection with
the proposed offer
N/A

+ See chapter 19 for defined terms
31 January 2020 Page 24
Part 4F – Proposed offer under +securities purchase plan – further information
Question
No.
Question Answer
4F.1 *The purpose(s) for which the entity intends
to use the cash raised by the proposed
issue
You may select one or more of the items in the list.
☒ For additional working capital
☒ To fund the retirement of debt
☐ To pay for the acquisition of an asset
[provide details below]
☐ To pay for services rendered [provide
details below]
☐ Other [provide details below]
Additional details:

4F.2
*Will the entity be changing its
dividend/distribution policy if the proposed
issue is successful?
No
4F.2a *Please explain how the entity will change
its dividend/distribution policy if the
proposed issue is successful
Answer this question if your response to Q4F.2 is
“Yes”.

4F.3 *Countries in which the entity has +security
holders who will not be eligible to participate
in the proposed offer
All countries other than New Zealand and
Australia
4F.4 *URL on the entity's website where
investors can download information about
the proposed offer
www.shareoffer.co.nz/skycity
4F.5 Any other information the entity wishes to
provide about the proposed offer
Standard share registry, external advisers
and NZX/ASX administrative fees

+ See chapter 19 for defined terms
31 January 2020 Page 25
5. PART 5 – DETAILS OF PROPOSED NON-PRO RATA OFFER UNDER A +DISCLOSURE
DOCUMENT OR +PDS
If your response to Q1.6 is “A non-pro rata offer of securities under a disclosure document or PDS”, please complete Parts 5A –
5F and the details of the securities proposed to be issued in Part 8. Refer to Listing Rule 7.10 for the rules that apply to non-pro
rata issues to existing security holders.
Part 5A - Proposed non-pro rata offer under a +disclosure document or +PDS –
conditions
Question
No.
Question Answer
5A.1 *Are any of the below approvals required for
the non-pro rata offer of +securities under a
+disclosure document or + PDS?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to
the entity.

5A.1a Conditions
Answer these questions if your response to 5A.1 is “Yes”.
Select the applicable approval(s) from the list. More than one approval can be selected. The “date for
determination” is the date that you expect to know if the approval is given (for example, the date of the security
holder meeting in the case of
+
security holder approval or the date of the court hearing in the case of court
approval).

*Approval/ condition
Type
*Date for
determination
*Is the date
estimated or
actual?
**Approval received/
condition met?
Please respond “Yes” or
“No”. Only answer this
question when you know
the outcome of the
approval.
Comments
+Security holder
approval

Court approval


Lodgement of court
order with +ASIC


ACCC approval


FIRB approval


Other (please specify
in comment section)



Part 5B – Proposed non-pro rata offer under a +disclosure document or +PDS –
offer details
Question
No.
Question Answer
5B.1
*Class of +securities to be offered under the
+disclosure document or +PDS (please
enter both the ASX security code &
description)

+ See chapter 19 for defined terms
31 January 2020 Page 26
5B.2 *The number of +securities to be offered
under the +disclosure document or +PDS

5B.3 *Will the offer be conditional on applications
for a minimum number of +securities being
received or a minimum amount being raised
(i.e. a minimum subscription condition)?

5B.3a *Describe the minimum subscription
condition
Answer this question if your response to Q5B.3 is
“Yes”.


5B.4 *Will the entity be entitled to accept over-
subscriptions?

5B.4a *Provide details of the number or value of
over-subscriptions that the entity may
accept
Answer this question if your response to Q5B.4 is
“Yes”.


5B.5 *Will individual investors be required to
accept the offer for a minimum number or
value of +securities (i.e. a minimum
acceptance condition)?

5B.5a
*Describe the minimum acceptance
condition
Answer this question if your response to Q5B.5 is
“Yes”.


5B.6 *Will individual investors be limited to
accepting the offer for a maximum number
or value of +securities (i.e. a maximum
acceptance condition)?

5B.6a *Describe the maximum acceptance
condition
Answer this question if your response to Q5B.6 is
“Yes”.


5B.7 *Will a scale back be applied if the offer is
over-subscribed?

5B.7a *Describe the scale back arrangements
Answer this question if your response to Q5B.7 is
“Yes”.


5B.8 *In what currency will the offer be made?
For example, if the consideration for the issue is
payable in Australian Dollars, state AUD.


5B.9 *Has the offer price been determined?
5B.9a *What is the offer price per +security?
Answer this question if your response to Q5B.9 is “Yes”
using the currency specified in your answer to Q5B.8.


5B.9b
*How and when will the offer price be
determined?
Answer this question if your response to Q5B.9 is “No”.

+ See chapter 19 for defined terms
31 January 2020 Page 27
5B.9c *Will the offer price be determined by way of
a bookbuild?
Answer this question if your response to Q5B.9 is “No”.
If your response to this question is “yes”, please note
the information that ASX expects to be announced
about the results of the bookbuild se t out in
section 4.12 of Guidance Note 30 Notifying an Issue of
Securities and Applying for their Quotation.

5B.9d *Provide details of the parameters that will
apply to the bookbuild (e.g. the indicative
price range for the bookbuild)
Answer this question if your response to Q5B.9 is “No”
and your response to Q5B.9c is “Yes”.


Part 5C – Proposed non-pro rata offer under a +disclosure document or +PDS –
timetable
Question
No.
Question Answer
5C.1 *Lodgement date of +disclosure document
or +PDS with ASIC
Note: If the securities are to be quoted on ASX, you
must lodge an Appendix 2A Application for Quotation
of Securities with ASX within 7 days of this date.


5C.2 *Date when +disclosure document or +PDS
and acceptance forms will be made
available to investors

5C.3 *Offer open date
5C.4 *Closing date for receipt of acceptances
5C.6 *Proposed +issue date
Part 5D – Proposed non-pro rata offer under a +disclosure document or +PDS –
listing rule requirements
Question
No.
Question Answer
5D.1
*Has the entity obtained, or is it obtaining,
+security holder approval for the issue
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing (i.e.
not an ASX Debt Listing or ASX Foreign Exempt
Listing).


5D.1a *Date of meeting or proposed meeting to
approve the issue under listing rule 7.1
Answer this question if the issuer is an ASX Listing and
your response to Q5D.1 is “Yes”.


5D.1b *Are any of the +securities proposed to be
issued without +security holder approval
using the entity’s 15% placement capacity
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing and
your response to Q5D.1 is “No”.

+ See chapter 19 for defined terms
31 January 2020 Page 28
5D.1b(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity's 15% placement capacity
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing,
your response to Q5D.1 is “No” and your response to
Q5D.1b is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to issue
that number of securities.


5D.1c *Are any of the +securities proposed to be
issued without +security holder approval
using the entity's additional 10% placement
capacity under listing rule 7.1A (if
applicable)?
Answer this question if the issuer is an ASX Listing and
your response to Q5D.1 is “No”.

5D.1c(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity’s additional 10% placement
capacity under listing rule 7.1A?
Answer this question if the issuer is an ASX Listing,
your response to Q5D.1 is “No” and your response to
Q5D.1c is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure C to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1A to
issue that number of securities.


Part 5E – Proposed non-pro rata offer under a disclosure document or PDS – fees
and expenses
Question
No.
Question Answer
5E.1
*Will there be a lead manager or broker to
the proposed offer?

5E.1a *Who is the lead manager/broker?
Answer this question if your response to Q5E.1 is
“Yes”.

5E.1b *What fee, commission or other
consideration is payable to them for acting
as lead manager/broker?
Answer this question if your response to Q5E.1 is
“Yes”.

5E.2 *Is the proposed offer to be underwritten?
5E.2a *Who are the underwriter(s)?
Answer this question if your response to Q5E.2 is
“Yes”.

5E.2b *What is the extent of the underwriting (i.e.
the amount or proportion of the offer that is
underwritten)?
Answer this question if your response to Q5E.2 is
“Yes”.

+ See chapter 19 for defined terms
31 January 2020 Page 29
5E.2c *What fees, commissions or other
consideration are payable to them for acting
as underwriter(s)?
Answer this question if your response to Q5E.2 is
“Yes”.
Note: This includes any applicable discount the
underwriter receives to the issue price payable by
participants in the offer.

5E.2d *Provide a summary of the significant
events that could lead to the underwriting
being terminated
Answer this question if your response to Q5E.2 is
“Yes”.
You may cross-refer to another document with this
information provided it has been released on the ASX
Market Announcements Platform.

5E.2e *Is a party referred to in listing rule 10.11
underwriting or sub-underwriting the
proposed offer?
Answer this question if the issuer is an ASX Listing (i.e.
not an ASX Debt Listing or ASX Foreign Exempt
Listing) and your response to Q5E.2 is “Yes”.
Note: If your response is “Yes”, this will require security
holder approval under listing rule 10.11.

5E.2e(i) *What is the name of that party?
Answer this question if the issuer is an ASX Listing and
your response to Q5E.2e is “Yes”.
Note: If there is more than one such party acting as
underwriter or sub-underwriter include all of their
details in this and the next 2 questions.

5E.2e(ii) *What is the extent of their underwriting or
sub-underwriting (ie the amount or
proportion of the issue they have
underwritten or sub-underwritten)?
Answer this question if the issuer is an ASX Listing and
your response to Q5E.2e is “Yes”.

5E.2e(iii) *What fee, commission or other
consideration is payable to them for acting
as underwriter or sub-underwriter?
Answer this question if the issuer is an ASX Listing and
your response to Q5E.2e is “Yes”.
Note: This includes any applicable discount the
underwriter or sub-underwriter receives to the issue
price payable by participants in the issue.

5E.3 *Will brokers who lodge acceptances or
renunciations on behalf of eligible +security
holders be paid a handling fee or
commission?

5E.3a * Will the handling fee or commission be
dollar based or percentage based?
Answer this question if your response to Q5E.3 is
“Yes”.

5E.3b *Amount of handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q5E.3 is “Yes”
and your response to Q5E.3a is “dollar based”.

+ See chapter 19 for defined terms
31 January 2020 Page 30
5E.3c *Percentage handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q5E.3 is “Yes”
and your response to Q5E.3a is “percentage based”.

5E.3d Please provide any other relevant
information about the handling fee or
commission method
Answer this question if your response to Q5E.3 is
“Yes”.

5E.4 Details of any other material fees or costs to
be incurred by the entity in connection with
the proposed offer

Part 5F – Proposed non-pro rata offer under a +disclosure document or +PDS –
further information
Question
No.
Question Answer
5F.1 *The purpose(s) for which the entity intends
to use the cash raised by the proposed offer
You may select one or more of the items in the list.
☐ For additional working capital
☐ To fund the retirement of debt
☐ To pay for the acquisition of an asset
[provide details below]
☐ To pay for services rendered [provide
details below]
☐ Other [provide details below]
Additional details:


5F. 2 *Will the entity be changing its
dividend/distribution policy if the proposed
issue is successful?

5F. 2a *Please explain how the entity will change
its dividend/distribution policy if the
proposed issue is successful
Answer this question if your response to Q5F.2 is
“Yes”.

5F. 3 *Please explain the entity’s allocation policy
for the offer, including whether or not
acceptances from existing +security holders
will be given priority

5F. 4 *URL on the entity’s website where
investors can download the +disclosure
document or +PDS

5F. 5 Any other information the entity wishes to
provide about the proposed offer

+ See chapter 19 for defined terms
31 January 2020 Page 31
6. PART 6 – DETAILS OF PROPOSED NON-PRO RATA OFFER TO WHOLESALE
INVESTORS UNDER AN +INFORMATION MEMORANDUM
If your response to Q1.6 is “A non-+pro rata offer to wholesale investors under an information memorandum”, please complete
Parts 6A – 6F and the details of the securities proposed to be issued in Part 8. Refer to Listing Rule 7.10 for the rules that apply
to non-pro rata issues to existing security holders.
Part 6A – Proposed non-pro rata offer to wholesale investors under an +information
memorandum – conditions
Question
No.
Question Answer
6A.1 *Are any of the below approvals required for
the non-pro rata offer to wholesale investors
under an information memorandum issue?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to
the entity required to be given/met for
the offer to wholesale investors under
an information memorandum issue.

6A.1a Conditions
Answer these questions if your response to 6A.1 is Yes
Select the applicable approvals from the list. More than one approval can be selected. The “date for
determination” is the date that you expect to know if the approval is given (for example, the date of the security
holder meeting in the case of
+
security holder approval or the date of the court hearing in the case of court
approval).

*Approval/ condition
Type
*Date for
determination
*Is the date
estimated or
actual?
**Approval received/
condition met?
Please respond “Yes” or
“No”. Only answer this
question when you know
the outcome of the
approval.
Comments
+Security holder
approval

Court approval


Lodgement of court
order with +ASIC


ACCC approval


FIRB approval


Other (please specify
in comment section)


Part 6B – Proposed non-pro rata offer to wholesale investors under an +information
memorandum – offer details
Question
No.
Question Answer
6B.1 *Class of +securities to be offered under the
+information memorandum (please enter
both the ASX security code & description)

+ See chapter 19 for defined terms
31 January 2020 Page 32
6B.2 *The number of +securities to be offered
under the +information memorandum

6B.3 *Will the offer be conditional on applications
for a minimum number of +securities being
received or a minimum amount being raised
(i.e. a minimum subscription condition)?

6B.3a *Describe the minimum subscription
condition
Answer this question if your response to Q6B.3 is
“Yes”.


6B.4 *Will the entity be entitled to accept over-
subscriptions?

6B.4a *Provide details of the number or value of
over-subscriptions that the entity may
accept
Answer this question if your response to Q6B.4 is
“Yes”.


6B.5 *Will individual investors be required to
accept the offer for a minimum number or
value of +securities (i.e. a minimum
acceptance condition)?

6B.5a
*Describe the minimum acceptance
condition
Answer this question if your response to Q6B.5 is
“Yes”.


6B.6 *Will individual investors be limited to
accepting the offer for a maximum number
or value of +securities (i.e. a maximum
acceptance condition)?

6B.6a *Describe the maximum acceptance
condition
Answer this question if your response to Q6B.6 is
“Yes”.


6B.7 *Will a scale back be applied if the offer is
over-subscribed?

6B.7a *Describe the scale back arrangements
Answer this question if your response to Q6B.7 is
“Yes”.


6B.8 *In what currency will the offer be made?
For example, if the consideration for the issue is
payable in Australian Dollars, state AUD.


6B.9 *Has the offer price been determined?
6B.9a *What is the offer price per +security?
Answer this question if your response to Q6B.9 is “Yes”
using the currency specified in your answer to Q6B.8.


6B.9b
*How and when will the offer price be
determined?
Answer this question if your response to Q6B.9 is “No”.

+ See chapter 19 for defined terms
31 January 2020 Page 33
6B.9c *Will the offer price be determined by way of
a bookbuild?
Answer this question if your response to Q6B.9 is “No”.
If your response to this question is “yes”, please note
the information that ASX expects to be announced
about the results of the bookbuild set out in
section 4.12 of Guidance Note 30 Notifying an Issue of
Securities and Applying for their Quotation.

6B.9d *Provide details of the parameters that will
apply to the bookbuild (e.g. the indicative
price range for the bookbuild)
Answer this question if your response to Q6B.9 is “No”
and your response to Q6B.9c is “Yes”.


Part 6C – Proposed non-pro rata offer to wholesale investors under an +information
memorandum – timetable
Question
No.
Question Answer
6C.1 *Expected date of +information
memorandum

6C.2 *Date when +information memorandum and
acceptance forms will be made available to
investors

6C.3 *Offer open date
6C.4 *Closing date for receipt of acceptances
6C.6 *Proposed +Issue date
Part 6D – Proposed non-pro rata offer to wholesale investors under an +information
memorandum – listing rule requirements
Question
No.
Question Answer
6D.1
*Has the entity obtained, or is it obtaining,
+security holder approval for the issue
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing (i.e.
not an ASX Debt Listing or ASX Foreign Exempt
Listing).


6D.1a *Date of meeting or proposed meeting to
approve the issue under listing rule 7.1
Answer this question if the issuer is an ASX Listing and
your response to Q6D.1 is “Yes”.


6D.1b *Are any of the +securities proposed to be
issued without +security holder approval
using the entity's 15% placement capacity
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing and
your response to Q6D.1 is “No”.

+ See chapter 19 for defined terms
31 January 2020 Page 34
6D.1b(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity's 15% placement capacity
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing,
your response to Q6D.1 is “No” and your response to
Q6D.1b is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to issue
that number of securities.


6D.1c *Are any of the +securities proposed to be
issued without +security holder approval
using the entity's additional 10% placement
capacity under listing rule 7.1A (if
applicable)?
Answer this question if the issuer is an ASX Listing
your response to Q6D.1 is “No”.

6D.1c(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity's additional 10% placement
capacity under listing rule 7.1A?
Answer this question if the issuer is an ASX Listing,
your response to Q6D.1 is “No” and your response to
Q6D.1c is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure C to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1A to
issue that number of securities.


Part 6E – Proposed non-pro rata offer to wholesale investors under an +information
memorandum – fees and expenses
Question
No.
Question Answer
6E.1
*Will there be a lead manager or broker to
the proposed offer?

6E.1a *Who is the lead manager/broker?
Answer this question if your response to Q6E.1 is
“Yes”.

6E.1b *What fee, commission or other
consideration is payable to them for acting
as lead manager/broker?
Answer this question if your response to Q6E.1 is
“Yes”.

6E.2 *Is the proposed offer to be underwritten?
6E.2a *Who are the underwriter(s)?
Answer this question if your response to Q6E.2 is
“Yes”.

6E.2b *What is the extent of the underwriting (i.e.
the amount or proportion of the offer that is
underwritten)?
Answer this question if your response to Q6E.2 is Yes

+ See chapter 19 for defined terms
31 January 2020 Page 35
6E.2c *What fees, commissions or other
consideration are payable to them for acting
as underwriter(s)?
Answer this question if your response to Q6E.2 is
“Yes”.
Note: This includes any applicable discount the
underwriter receives to the issue price payable by
participants in the issue.

6E.2d *Provide a summary of the significant
events that could lead to the underwriting
being terminated
Answer this question if your response to Q6E.2 is
"Yes”.
You may cross-refer to another document with this
information provided it has been released on the ASX
Market Announcements Platform.

6E.2e *Is a party referred to in listing rule 10.11
underwriting or sub-underwriting the
proposed offer?
Answer this question if the issuer is an ASX Listing and
your response to Q6E.2 is “Yes”.
Note: If your response is “Yes”, this will require security
holder approval under listing rule 10.11.

6E.2e(i) *What is the name of that party?
Answer this question if the issuer is ASX Listing and
your response to Q6E.2e is “Yes”.
Note: If there is more than one such party acting as
underwriter or sub-underwriter include all of their
details in this and the next 2 questions

6E.2e(ii) *What is the extent of their underwriting or
sub-underwriting (ie the amount or
proportion of the issue they have
underwritten or sub-underwritten)?
Answer this question if the issuer is an ASX Listing and
your response to Q6E.2e is “Yes”.

6E.2e(iii) *What fee, commission or other
consideration is payable to them for acting
as underwriter or sub-underwriter?
Answer this question if the issuer is ASX Listing and
your response to Q6E.2e is “Yes”.
Note: This includes any applicable discount the
underwriter or sub-underwriter receives to the issue
price payable by participants in the issue.

6E.3 *Will brokers who lodge acceptances or
renunciations on behalf of eligible +security
holders be paid a handling fee or
commission?

6E.3a
* Will the handling fee or commission be
dollar based or percentage based?
Answer this question if your response to Q6E.3 is
“Yes”.

6E.3b *Amount of handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q6E.3 is “Yes”
and your response to Q6E.3a is “dollar based”.

+ See chapter 19 for defined terms
31 January 2020 Page 36
6E.3c *Percentage handling fee or commission
payable to brokers who lodge acceptances
or renunciations on behalf of eligible
+security holders
Answer this question if your response to Q6E.3 is “Yes”
and your response to Q6E.3a is “percentage based”.

6E.3d Please provide any other relevant
information about the handling fee or
commission method
Answer this question if your response to Q6E.3 is
“Yes”.

6E.4 Details of any other material fees or costs to
be incurred by the entity in connection with
the proposed offer

Part 6F – Proposed non-pro rata offer to wholesale investors under an +information
memorandum – further information
Question
No.
Question Answer
6F.1 *The purpose(s) for which the entity intends
to use the cash raised by the proposed offer
You may select one or more of the items in the list.
☐ For additional working capital
☐ To fund the retirement of debt
☐ To pay for the acquisition of an asset
[provide details below]
☐ To pay for services rendered [provide
details below]
☐ Other [provide details below]
Additional details:


6F. 2 *Will the entity be changing its
dividend/distribution policy if the proposed
issue is successful?

6F. 2a *Please explain how the entity will change
its dividend/distribution policy if the
proposed issue is successful
Answer this question if your response to Q6F.2 is
“Yes”.

6F. 3 *The entity’s allocation policy for the offer,
including whether or not acceptances from
existing +security holders will be given
priority

6F. 4 *URL on the entity’s website where
wholesale investors can download the
+information memorandum

6F. 5 Any other information the entity wishes to
provide about the proposed offer

+ See chapter 19 for defined terms
31 January 2020 Page 37
7. PART 7 – DETAILS OF PROPOSED PLACEMENT OR OTHER ISSUE
If your response to Q1.6 is “A placement or other type of issue”, please complete Parts 7A – 7F and the details of the securities
proposed to be issued in Part 8.
Part 7A – Proposed placement or other issue – conditions
Question
No.
Question Answer
7A.1 *Are any of the following approvals required
for the placement or other type of issue?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval
• Another approval/condition external to
the entity.
No
7A.1a Conditions
Answer these questions if your response to 7A.1 is “Yes”.
Select the applicable approval(s) from the list. More than one approval can be selected. The “date for
determination” is the date that you expect to know if the approval is given (for example, the date of the security
holder meeting in the case of
+
security holder approval or the date of the court hearing in the case of court
approval).

*Approval/ condition
Type
*Date for
determination
*Is the date
estimated or
actual?
**Approval received/
condition met?
Please answer “Yes” or
“No”. Only answer this
question when you know
the outcome of the
approval.
Comments
+Security holder
approval

Court approval


Lodgement of court
order with +ASIC


ACCC approval


FIRB approval


Other (please specify
in comment section)


Part 7B – Details of proposed placement or other issue - issue details
Question
No.
Question Answer
7B.1 Number of +securities proposed to be
issued
72,000,000
7B.2 *Are the +securities proposed to be issued
being issued for a cash consideration?
If the securities are being issued for nil cash consideration, answer
this question “No”.
Yes

+ See chapter 19 for defined terms
31 January 2020 Page 38
7B.2a *In what currency is the cash consideration
being paid
For example, if the consideration is being paid in
Australian Dollars, state AUD.
Answer this question if your response to Q7B.1 is
“Yes”.
NZD
7B.2b *What is the issue price per +security
Answer this question if your response to Q7B.1 is “Yes”
and by reference to the issue currency provided in your
response to Q7B.1a.
Note: you cannot enter a nil amount here. If the
securities are being issued for nil cash consideration,
answer Q7B.1 as “No” and complete Q7B.1c.

NZ$2.50
7B.2c Please describe the consideration being
provided for the +securities
Answer this question if your response to Q7B.1 is “No”.

7B.2d Please provide an estimate of the AUD
equivalent of the consideration being
provided for the +securities
Answer this question if your response to Q7B.1 is “No”.

Part 7C – Proposed placement or other issue – timetable
Question
No.
Question Answer
7C.1 *Proposed +issue date 24 June 2020
Part 7D – Proposed placement or other issue – listing rule requirements
Question
No.
Question Answer
7D.1 *Has the entity obtained, or is it obtaining,
+security holder approval for the issue
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing (i.e.
not an ASX Debt Listing or ASX Foreign Exempt
Listing).


7D.1a *Date of meeting or proposed meeting to
approve the issue under listing rule 7.1
Answer this question if the issuer is an ASX Listing and
your response to Q7D.1 is “Yes”.


7D.1b
*Are any of the +securities proposed to be
issued without +security holder approval
using the entity's 15% placement capacity
under listing rule 7.1?
Answer this question if the issuer is an ASX Listing and
your response to Q7D.1 is “No”.

+ See chapter 19 for defined terms
31 January 2020 Page 39
7D.1b(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity’s 15% placement capacity
under listing rule 7.1?
Answer this question the issuer is an ASX Listing, your
response to Q7D.1 is “No” and if your response to
Q7D.1b is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure B to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1 to issue
that number of securities.


7D.1c *Are any of the +securities proposed to be
issued without +security holder approval
using the entity's additional 10% placement
capacity under listing rule 7.1A (if
applicable)?
Answer this question if the issuer is an ASX Listing and
your response to Q7D.1 is “No”.

7D.1c(i) *How many +securities are proposed to be
issued without +security holder approval
using the entity's additional 10% placement
capacity under listing rule 7.1A?
Answer this question if the issuer is an ASX Listing,
your response to Q7D.1 is “No” and your response to
Q7D.1c is “Yes”.
Please complete and separately send by email to your
ASX listings adviser a work sheet in the form of
Annexure C to Guidance Note 21 confirming the entity
has the available capacity under listing rule 7.1A to
issue that number of securities.


7D.1c(ii) *Please explain why the entity has chosen
to do a placement or other issue rather than
a +pro rata issue or an offer under a
+security purchase plan in which existing
ordinary +security holders would have been
eligible to participate
Answer this question if the issuer is an ASX Listing,
your response to Q7D.1 is “No” and your response to
Q7D.1c is “Yes”.


7D.2 *Is a party referred to in listing rule 10.11.1
participating in the proposed issue?
Answer this question if the issuer is an ASX Listing.
Note: If your response is “Yes”, this will require security
holder approval under listing rule 10.11.

7D.3 *Will any of the +securities to be issued be
+restricted securities for the purposes of the
listing rules?
Note: the entity should not apply for quotation of
restricted securities
No
7D.3a *Please enter, the number and +class of the
+restricted securities and the date from
which they will cease to be +restricted
securities
Answer this question if your response to Q7D.3 is
“Yes”.

7D.4 *Will any of the +securities to be issued be
subject to +voluntary escrow?
No

+ See chapter 19 for defined terms
31 January 2020 Page 40
7D.4a *Please enter the number and +class of the
+securities subject to +voluntary escrow
and the date from which they will cease to
be subject to +voluntary escrow
Answer this question if your response to Q7D.4 is
“Yes”.

Part 7E – Proposed placement or other issue – fees and expenses
Question
No.
Question Answer
7E.1 *Will there be a lead manager or broker to
the proposed issue?
Yes
7E.1a *Who is the lead manager/broker?
Answer this question if your response to Q7E.1 is
“Yes”.
Jarden Securities Limited
Credit Suisse (Australia) Limited
UBS New Zealand Limited
7E.1b *What fee, commission or other
consideration is payable to them for acting
as lead manager/broker?
Answer this question if your response to Q7E.1 is
“Yes”.
Each lead manager will receive on third of
the total management fee payable, which is
equal to 0.5% (excluding GST) of the total
amount raised under the placement.
7E.2 *Is the proposed issue to be underwritten? Yes
7E.2a *Who are the underwriter(s)?
Answer this question if your response to Q7E.2 is
“Yes”.
Jarden Partners Limited
Credit Suisse (Australia) Limited
UBS New Zealand Limited
7E.2b *What is the extent of the underwriting (i.e.
the amount or proportion of the issue that is
underwritten)?
Answer this question if your response to Q7E.2 is
“Yes”.
Fully underwritten
7E.2c *What fees, commissions or other
consideration are payable to them for acting
as underwriter(s)?
Answer this question if your response to Q7E.2 is
“Yes”.
Note: This includes any applicable discount the
underwriter receives to the issue price payable by
participants in the issue.
Each underwriter will receive one third of the
total underwriting fee payable, which is
equal to:
• 1.50% (excluding GST) of the aggregate
of the total amount to be raised under
the Placement less the amounts for
which SKC has received pre-
commitments from certain SKC
shareholders; and
• 0.75% (excluding GST) of the total
amount for which SkyCity has received
pre-commitments from certain SKC
shareholders.