OPENING OF NZ$50 MILLION SHARE PURCHASE PLAN

Share Purchase Plan
Offer Document
22 June 2020
Go to www.shareoffer.co.nz/skycity for more information and to apply online.
This is an important document. You should read the whole document before deciding whether to subscribe
for shares. If you have any doubts as to what you should do, please consult your broker, financial, investment
or other professional adviser.
This document is not for release or distribution in the United States or, except with the consent of SkyCity,
elsewhere outside New Zealand and Australia.

IMPORTANT INFORMATION 3
CHAIR'S LETTER 7
PART 1: KEY DETAILS 8
PART 2: KEY DATES 9
PART 3: QUESTIONS AND ANSWERS 10
PART 4: TERMS AND CONDITIONS 15
PART 5: GLOSSARY 24
PART 6: DIRECTORY 26
Sky Tower, Auckland
Contents

Important Information
General Information
This Offer Document has been prepared by
SkyCity Entertainment Group Limited (SkyCity)
in connection with an offer of new ordinary shares
(Offer Shares) under a share purchase plan
(the Offer).
In New Zealand, the Offer is made to Eligible
Shareholders under the exclusion in clause 19
of Schedule 1 of the Financial Markets Conduct
Act 2013 (FMCA) and in reliance on a class waiver
and ruling issued by NZX Regulation dated
19 March 2020. The effect of the ruling in the
context of the Offer is to amend, on a temporary
basis, the definition of Share Purchase Plan under
the Listing Rules.
In Australia, the Offer is made to Eligible
Shareholders in accordance with the relief granted
under ASIC Corporations (Share and Interest
Purchase Plans) Instrument 2019/547 and as
amended by ASIC Instrument 20-0592.
This Offer Document is not a product disclosure
statement or prospectus for the purposes of
the FMCA or the Corporations Act 2001 (Cth) or
any other law, and does not contain all of the
information which may be required in order to
make an informed investment decision about the
Offer or SkyCity.
Further Important Information
A presentation providing further important
information in relation to SkyCity and the Offer
has been published by SkyCity on 17 June 2020
(the Investor Presentation). A copy of the Investor
Presentation and other important information
released on 17 June 2020 are available at
www.nzx.com and www.asx.com.au under the
ticker code "SKC".
The Investor Presentation includes details of the
rationale for the Offer. It also provides a trading
update and explains in more detail the expected
impact of the Offer, including a non-exhaustive
summary of certain key risks associated with
SkyCity and the Offer.
You should read the Investor Presentation in full,
as it contains important information to assist you
in making an investment decision in respect of the
Offer. In particular, you should read and consider the
information under the heading “Key Risks Relating
to Equity Raising” in the Appendix of the Investor
Presentation before making an investment decision.
Additional Information
Available under Continuous
Disclosure Obligations
SkyCity is subject to continuous disclosure
obligations under the Listing Rules and the ASX
Listing Rules. Market releases by SkyCity are
available at www.nzx.com and www.asx.com.au
under the ticker code "SKC". You are strongly
cautioned not to place undue reliance on any
forward-looking statements such as indications
of, and guidance on, future earnings and financial
position and performance in any market releases
made by SkyCity, particularly in light of the current
economic climate and the significant volatility,
uncertainty and disruption caused by the outbreak
of COVID-19.
SkyCity recommends that you read its market
announcements (together with the materials
attached to those announcements) and in
particular its recent announcements regarding:
• the Offer released on 17 June 2020 (including
the Investor Presentation accompanying that
announcement);
• update on COVID-19 impacts and move to Alert
Level 1 in New Zealand released on 8 June 2020;
• update on COVID-19 impacts and recent trading
released on 3 June 2020;
• reopening of SkyCity’s New Zealand properties
released on 12 May 2020;
• update on impacts of COVID-19 released on
1 May 2020;
• COVID-19 staff update and change of senior
manager released on 3 April 2020;
• closure of SkyCity’s New Zealand properties
released on 23 March 2020;
• closure of Adelaide – withdrawal of FY20
earnings guidance released on 23 March 2020;
• impacts of COVID-19 and updated FY20 forecasts
released on 18 March 2020; and
• SkyCity’s most recent annual report (for the year
ended 30 June 2019) and its interim financial
statements and results announcement (for the
six months ended 31 December 2019), noting
that these documents were published prior to
the outbreak of COVID-19.
3

SkyCity may, during the Offer, make additional
releases to NZX and ASX. Shareholders should
monitor SkyCity's market announcements during
the period of the Offer.
No release by SkyCity to NZX or ASX will permit an
applicant to withdraw any previously submitted
Application without SkyCity's prior written consent,
whether or not there has been any permissible
variation of the Offer.
Market Risk
The market price for the Shares may change
materially between the date this Offer opens, the
date you apply for Offer Shares under the Offer,
and the date on which the Shares are allotted to
you. This is particularly the case given the wide
fluctuations and volatility in the share prices for
many listed companies in recent times due to
the continuing impacts of COVID-19. There is no
certainty that this recent volatility will not continue
or worsen, which could have a materially adverse
impact on the share price for SkyCity. Accordingly:
• the price paid for Offer Shares may be higher or
lower than the price at which Shares are trading
on the NZX Main Board or the ASX at the time
Shares are issued under the Offer;
• the market price of Offer Shares following
allotment may be higher or lower than the
Issue Price; and
• it is possible that up to or after the Allotment
Date, you may be able to buy Shares at a lower
price than the Issue Price.
Withdrawal and Date Changes
Subject to compliance with all applicable laws,
SkyCity reserves the right at its absolute discretion
to withdraw all or any part of the Offer and to alter
the dates set out in this Offer Document.
Non-Standard Designation
SkyCity has been designated as ‘Non-Standard’
by the NZX due to the nature of the company’s
constitution. In particular, the constitution places
restrictions on the transfer of shares in SkyCity in
certain circumstances and provides that votes and
other rights attached to Shares may be disregarded
and Shares may be sold if these restrictions are
breached. Further details of these restrictions are
included on page 124 of SkyCity’s annual report for
the financial year ended 30 June 2019.
Offering Restrictions
This Offer Document is intended for use only in
connection with the Offer to Eligible Shareholders
with a registered address in New Zealand and
Australia. This Offer Document does not constitute
an offer or invitation in any place in which, or to any
person to whom, it would not be lawful to make
such an offer or invitation.
No action has been taken to permit a public
offering of the Offer Shares in any jurisdiction
outside New Zealand and Australia. The distribution
of this Offer Document (including an electronic
version) in a jurisdiction outside New Zealand and
Australia may be restricted by law and persons who
come into possession of it (including nominees,
trustees or custodians) should seek advice on
and observe any such restrictions. Any failure to
comply with such restrictions may contravene
applicable securities law. SkyCity disclaims all
liability in respect of any such contravention by any
other person.
No person may subscribe for, purchase, offer,
sell, distribute or deliver the Offer Shares, or be in
possession of, or distribute to any other person, any
offering material or any documents in connection
with the Offer Shares, in any jurisdiction other
than in compliance with all applicable laws
and regulations.
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

Without limiting the foregoing, this Offer
Document may not be released to US wire services
or distributed in the United States. This Offer
Document does not constitute an offer to sell, or a
solicitation of an offer to buy, any securities in the
United States. The Offer Shares have not been, and
will not be, registered under the US Securities Act or
the securities laws of any state or other jurisdiction
of the United States. Accordingly, the Offer Shares
may not be offered or sold, directly or indirectly, to
persons in the United States except in a transaction
exempt from, or not subject to, the registration
requirements of the US Securities Act and the
applicable securities laws of any state or other
jurisdiction of the United States.
Decision to Participate in
the Offer
The information in this Offer Document does not
constitute a recommendation to acquire or invest
in Offer Shares and is not financial product advice
to you or any other person. This Offer Document has
been prepared without taking into account your
investment objectives, financial or taxation situation
or particular needs or circumstances.
Before deciding whether to invest in Offer Shares,
you must make your own assessment of the
risks associated with an investment in SkyCity
(including the inherent uncertainties as to the
impact of COVID-19 and the summary of the
key risks as set out under the heading “Key Risks
Relating to Equity Raising” in the Appendix of the
Investor Presentation), and consider whether such
an investment is suitable for you having regard
to publicly available information (including the
Investor Presentation), your personal circumstances
and following consultation with a financial or
other professional adviser. Please read this Offer
Document carefully and in full before making
that decision.
No Guarantee
No person named in this Offer Document (nor
any other person) guarantees the Offer Shares to
be issued pursuant to the Offer or warrants the
future performance of SkyCity or any return on any
investment made pursuant to this Offer Document.
Privacy
Any personal information you provide in your
Application will be held by SkyCity and/or the
Registrar at the addresses set out in the Directory.
SkyCity and/or the Registrar may store your personal
information in electronic format, including in online
storage on a server or servers which may be located
in New Zealand or overseas. This information will
be used for the purposes of administering your
investment in SkyCity.
This information will only be disclosed to third
parties with your consent or if otherwise required by
law. Under the Privacy Act 1993 and the Australian
Privacy Act 1988 (Cth), you have the right to
access and correct any personal information held
about you.
Enquiries
Enquiries about the Offer can be directed to an
NZX Primary Market Participant, ASX broker, or your
solicitor, accountant or other professional adviser.
If you have any questions about how to apply online
or complete the Application Form, please contact
the Registrar as set out in the Directory.
Times, Currency and Laws
Unless otherwise stated, all references in this Offer
Document to times and dates are to times and
dates in New Zealand, all references to currency
are to New Zealand dollars, and all references to
applicable statutes and regulations are references
to New Zealand statutes and regulations.
Defined Terms
Capitalised terms used in this Offer Document have
the specific meaning given to them in the Glossary
at the back of this Offer Document or in the relevant
section of this Offer Document. Words importing
the plural include the singular and vice versa.
5
Important Information

The SkyCity Adelaide casino and hotel expansion project is due for completion in late 2020.

Chair's Letter
On behalf of the Board of directors, SkyCity is
pleased to provide Eligible Shareholders the
opportunity to subscribe for new ordinary shares
(Shares) in SkyCity through this Share Purchase
Plan (SPP). Eligible Shareholders are all persons
who were recorded in SkyCity’s share register
at 7:00pm (NZ time)/5:00pm (Sydney time) on
16 June 2020 as being a holder of SkyCity Shares
and having an address in New Zealand or Australia.
The SPP is part of SkyCity's equity raising initiative
announced on 17 June 2020, whereby SkyCity
announced a NZ$180 million placement of Shares
to institutional shareholders and investors at a
price of NZ$2.50 per Share (Placement). SkyCity is
seeking to raise up to NZ$50 million under the SPP.
Over the past few months, SkyCity has faced
challenges which have impacted the business
and operations, particularly the disruption
caused by COVID-19. Despite encouraging trading
since reopening in New Zealand, the outlook
remains uncertain as we adjust to new social and
economic settings. Accordingly, the SkyCity Board
has resolved to increase liquidity and to provide
additional financial flexibility for the business to
protect against the prospect of a slower or more
protracted recovery from the impacts of COVID-19.
The equity raising will ensure that SkyCity remains
appropriately capitalised and provides certainty
to allow for the delivery of the strategic plan for
the business.
The equity raising is in addition to other measures
we have undertaken, which include obtaining
covenant relief from our banking syndicate and
USPP noteholders through to 30 June 2021
(inclusive), securing extensions to bank facilities
due to mature in that period and additional debt
facilities (including a $100 million bridging facility
from the Commonwealth Bank of Australia), as well
as previously announced measures to significantly
reduce capital expenditure and minimise operating
costs. We have also suspended dividends while
the covenant waivers are in place, following which
SkyCity expects to recommence paying dividends.
SkyCity owns and operates leading gaming,
entertainment and hospitality businesses in
New Zealand and Australia and its intrinsic value
is underpinned by long-term exclusive casino
licences and significant investment in property
assets, particularly at our flagship property in
Auckland. We have built a strong platform to
manage the challenges associated with COVID-19
and to fulfil our future potential. SkyCity’s strategic
plan remains relevant today with an immediate
focus on managing the post-COVID-19 recovery
and completing the major projects in Adelaide
and Auckland which will underpin medium-term
earnings and cash flow growth. The investments
we make generate wide-ranging benefits for our
communities and through the NZICC and Horizon
Hotel project in Auckland, plus the new hotel and
casino expansion in Adelaide, we will support
the economic and tourism recoveries in both
communities. The Management team is focused on
the task at hand.
The SPP will enable all eligible New Zealand and
Australian shareholders of SkyCity to participate in
the equity raising and acquire new SkyCity Shares at
the same price or lower than the Placement price.
The price per Share under the SPP will be the lower
of NZ$2.50 per Share and a 2.5% discount to the
five-day VWAP of SkyCity's shares traded on NZX
during the last five days of the SPP offer period.
Each Eligible Shareholder may elect to subscribe
for up to NZ$50,000/A$47,000 worth of Shares,
subject to scaling. If the Offer is oversubscribed,
applications will be scaled having regard to
existing shareholdings on 16 June 2020 (being
the Record Date for the Offer) and otherwise at
SkyCity’s discretion.
Details of the SPP, including terms and conditions
of the Offer and an explanation of how you can
participate, are contained in this document
and the Application Form. All documents
relating to the SPP are also available online at
www.shareoffer.co.nz/skycity. We encourage
you to read these documents carefully before you
decide whether to participate. Given the present
uncertainties with respect to postal timing, we
encourage all shareholders that wish to do so to
apply online.
If you wish to participate in the SPP, you must
ensure that your Application Form (and, if
you are a Custodian as defined in clause 4.1
of the Terms and Conditions, your Custodian
Certificate), is completed online no later than
7:00pm (NZ time)/5:00pm (Sydney time) on
3 July 2020. Online applications or Application
Forms returned by mail or email must be received
by SkyCity’s Share Registrar, Computershare, no
later than 7:00pm (NZ time)/5:00pm (Sydney time)
on 3 July 2020. Shares under the SPP are expected
to be allotted on or around 9 July 2020, unless the
Closing Date is extended.
On behalf of the Board, we encourage you to
consider this opportunity and sincerely thank you
for your ongoing support of SkyCity.
Yours sincerely,
Rob Campbell
Chair
SkyCity Entertainment Group Limited
7

Part 1: Key Details
Equal participationEach Eligible Shareholder has the right to apply for the same dollar amount
of Offer Shares and on the same terms and conditions as each other
Eligible Shareholder.
Application amountYou can apply for a dollar amount of Offer Shares up to a maximum value of
NZ$50,000/A$47,000 of Offer Shares.
SkyCity is accepting Applications for up to NZ$50 million of Offer Shares
in aggregate. Applications may need to be scaled depending on the
Applications received. Any scaling of Applications will be carried out in
accordance with clause 9 of the Terms and Conditions.
If you apply in A$, see clause 5.3 of the Terms and Conditions in Part 4 for
further details regarding the maximum value of A$ that may be applied for.
Issue PriceThe lower of:
(a) NZ$2.50 per Offer Share (representing a 6.4% discount to SkyCity's closing
share price of NZ$2.67 on NZX on 16 June 2020 (being the last trading day
before the Placement was announced) and which is the same price paid
by investors in the Placement); and
(b) a 2.5% discount to the volume weighted average market price of the
Shares traded on the NZX over the five business day period prior to and
including the Closing Date, rounded down to the nearest cent.
If you apply in A$, see clause 3.3 Terms and Conditions in Part 4 for further
details regarding the A$ Price.
UnderwritingThe Offer is fully underwritten by Jarden Partners Limited, Credit Suisse
(Australia) Limited and UBS New Zealand Limited on terms customary for
an offer of this nature, including relevant termination events, warranties
and indemnities.
Further details in relation to the underwriting are set out in the
Investor Presentation.
When to applyApplications must be received by 7:00pm (NZ time)/5:00pm (Sydney time) on
the Closing Date (3 July 2020, unless extended).
How to applyEligible Shareholders may apply online at www.shareoffer.co.nz/skycity
or by completing and returning the personalised Application Form
accompanying this Offer Document together with payment, in accordance
with the instructions.
Online Applications at www.shareoffer.co.nz/skycity are strongly encouraged
given the likelihood of delays with the postal system at this time.
If you are a Custodian, you also need to complete and return a Custodian
Certificate. To determine whether you are a Custodian, and how to obtain a
Custodian Certificate, refer to clause 4 of the Terms and Conditions. You need
to return your completed Application Form (and, if applicable, a Custodian
Certificate) to the address on the Application Form.
Receiving your
Offer Shares
You will receive your Offer Shares on the Allotment Date (9 July 2020,
unless extended).
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

* SkyCity reserves the right to alter the key dates, subject to applicable laws and the Listing Rules. SkyCity reserves the right to withdraw the Offer
at any time prior to the issue of the Offer Shares at its absolute discretion.
Part 2: Key Dates*
DAT EEVENT
7:00pm
(NZ time)/5:00pm
(Sydney time)
on 16 June 2020
Record DateThe date on which Eligible Shareholders are
determined.
22 June 2020Opening DateOffer documents sent to Eligible Shareholders.
Offer opens.
3 July 2020Closing DateOffer closes. Applications (with payment) must
be received by 7:00pm (NZ time)/5:00pm
(Sydney time).
8 July 2020Issue Price and results
of the Offer
Issue Price (in New Zealand dollars and
in Australian dollars) and results of the
Offer announced.
9 July 2020Settlement Date,
Allotment Date and
commencement of
trading on the NZX
Main Board
Settlement and allotment on both the NZX
Main Board and ASX and Shares are expected to
commence trading on the NZX Main Board.
10 July 2020ASX commencement
of trading
Shares are expected to commence trading on
the ASX.
13 July 2020Despatch DateTransaction confirmation despatched to
participating Eligible Shareholders.
9

Part 3: Questions and Answers
These Questions and Answers are a summary only and you should refer to the
attached Terms and Conditions for further information.
1. What is the Offer?
The Offer allows Eligible Shareholders to purchase
Offer Shares without incurring brokerage or other
transaction costs. SkyCity is inviting Applications for
up to NZ$50 million of Offer Shares in aggregate.
All Offer Shares will be of the same class as, and
rank equally with, all Shares currently on issue.
The Offer Shares will, immediately after issue, be
quoted on the NZX Main Board and the ASX.
2. What will the proceeds be used for?
To strengthen SkyCity’s balance sheet and secure
additional liquidity in response to uncertainty
around the impacts of COVID-19. Please refer to the
Chair’s Letter on page 7 for further information.
3. Am I eligible?
Shareholders with a registered
address in New Zealand or Australia at
7:00pm (NZ time)/5:00pm (Sydney time) on
the Record Date are eligible to participate in
the Offer. Please refer to clause 2.1 of the Terms
and Conditions.
4. What is the price of the Offer Shares?
The Issue Price will be the lower of:
(a) NZ$2.50 per Offer Share, which is the price paid
by investors in the Placement; and
(b) a 2.5% discount to the volume weighted average
market price of the Shares traded on the NZX
over the five business day period prior to and
including the Closing Date, rounded down to
the nearest cent.
The Issue Price will be fixed as at
7:00pm (NZ time)/5:00pm (Sydney time) on
3 July 2020 (being the Closing Date) and is
expected to be announced through NZX and ASX
on 8 July 2020 along with the results of the Offer.
Please refer to clause 5.3 of the Terms and
Conditions for further details on how the Issue Price
in A$ will be set.
5. How many Offer Shares can I purchase?
Eligible Shareholders may elect to apply for a dollar
amount of Offer Shares up to a maximum value
of NZ$50,000/A$47,000. SkyCity has obtained
specific ASIC relief to allow Australian investors to
participate up to NZ$50,000 worth of Offer Shares.
However, SkyCity has set the maximum Australian
dollar application amount at A$47,000 to allow for
NZ$/A$ exchange rate movements up to the closing
date of the Offer.
You must make payment by way of electronic funds
transfer to SkyCity for the value applied for.
If you apply in Australian dollars and the Exchange
Rate results in the A$ amount you applied for
exceeding the NZ$50,000 regulatory limit,
Offer Shares having a total issue price equal to
NZ$50,000 (rounded down) will be issued to you
(subject to scaling) and you will be refunded the
excess cash amount.
SkyCity is accepting Applications for up to
NZ$50 million of Offer Shares in aggregate.
Applications may need to be scaled depending
on the Applications received. Any scaling of
Applications will be carried out in accordance with
clause 9 of the Terms and Conditions.
6. Are there any conditions to the Offer?
No. However, SkyCity reserves the right to terminate
the Offer at any time prior to the issue of Offer
Shares on the Allotment Date.
7. What if I own Shares through a trustee
or custodian?
If you own Shares through a trustee or Custodian,
then subject to certain certification requirements
and other conditions, you may instruct the trustee
or Custodian to purchase Offer Shares on your
behalf, up to the NZ$50,000/A$47,000 limit.
If you are a Custodian or hold Shares through a
Custodian, please refer to clause 4 of the Terms
and Conditions.
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

8. What about joint holders?
Joint holders are treated as a single shareholder
under the terms of the Offer. As a group, they can
apply for a dollar amount of Offer Shares up to a
maximum value of NZ$50,000/A$47,000.
9. Do I have to participate?
No. Participation is entirely voluntary.
10. Will my shareholding be diluted if I do
not participate?
If you choose not to participate in the Offer, your
shareholding percentage in SkyCity will be diluted.
For example, assuming that the maximum amount
sought of NZ$230 million is raised under the
Placement and the Offer (and the Offer Shares are
issued at NZ$2.50 per Offer Share), 92 million Shares
will be issued and if you do not elect to acquire any
Offer Shares in the Offer (and did not receive any
Shares under the Placement), your shareholding will
be diluted by approximately 12%.
This dilution will relate only to your percentage
shareholding of SkyCity as the number of SkyCity
shares that you hold will not change as a result of
not participating in the Offer.
The Offer is not a pro-rata offer and, even if
you participate in the Offer, your shareholding
percentage in SkyCity may change.
11. Is this offer transferable to another person?
No. This offer is personal to you and you may not
transfer your right to purchase Offer Shares under
the Offer to anyone else.
12. What are the risks to investing in the Offer?
The events relating to COVID-19 have recently
resulted in significant market falls and volatility
in New Zealand, Australia and overseas, including
the prices of securities traded on NZX Main Board
and ASX.
The market price of Shares may change materially
between the date this Offer opens, the date you
apply for Offer Shares under the Offer, and the
date on which the Shares are allotted to you. This is
particularly the case given the wide fluctuations
and volatility in the share prices for many listed
companies in recent times due to the continuing
impacts of COVID-19. There is no certainty that this
recent volatility will not continue or worsen, which
could have a materially adverse impact on the share
price for SkyCity. Accordingly:
• the price paid for Offer Shares may be higher or
lower than the price at which Shares are trading
on the NZX Main Board or the ASX at the time
Shares are issued under the Offer;
• the market price of Offer Shares following
allotment may be higher or lower than the Issue
Price; and
• it is possible that up to or after the Allotment
Date, you may be able to buy Shares at a lower
price than the Issue Price.
Risks associated with returns on investments are
particularly acute during periods of elevated global
financial market volatility.
You should:
(a) seek your own financial advice in relation to this
Offer and your participation under the Offer; and
(b) read the Investor Presentation in full, as it
contains important information to assist you in
making an investment decision in respect of the
Offer. In particular, you should read and consider
the information under the heading “Key Risks
Relating to Equity Raising” in the Appendix of
the Investor Presentation before making an
investment decision.
11
Part 3: Questions and Answers

13. Where can I get further information?
You should read the Investor Presentation
and other important information released on
17 June 2020, which is available at www.nzx.com
and www.asx.com.au under the ticker code "SKC".
The Investor Presentation includes details of the
rationale for the Offer. It also provides a trading
update and explains in more detail the expected
impact of the Offer, including a non-exhaustive
summary of certain key risks associated with
SkyCity and the Offer. You should read the Investor
Presentation in full, as it contains important
information to assist you in making an investment
decision in respect of the Offer. In particular, you
should read and consider the information under
the heading “Key Risks Relating to Equity Raising”
in the Appendix of the Investor Presentation before
making an investment decision.
Further information about SkyCity, including
its most recent financial statements,
can be obtained from SkyCity's website:
www.skycityentertainmentgroup.com. You may
obtain, free of charge, the most recent annual report
and financial statements of SkyCity by contacting
SkyCity (for details please see the Directory), or
you may download the documents from SkyCity's
website: www.skycityentertainmentgroup.com.
SkyCity is subject to continuous disclosure
obligations under the Listing Rules and the ASX
Listing Rules. Market releases by SkyCity are
available at www.nzx.com and www.asx.com.au
under the ticker code "SKC". SkyCity may, during
the Offer, make additional releases to NZX and
ASX. Shareholders should monitor SkyCity's market
announcements during the period of the Offer.
No release by SkyCity to NZX or ASX will permit an
applicant to withdraw any previously submitted
Application without SkyCity's prior written consent,
whether or not there has been any permissible
variation of the Offer.
You are strongly cautioned not to place undue
reliance on any forward-looking statements such
as indications of, and guidance on, future earnings
and financial position and performance in any
market releases made by SkyCity, particularly
in light of the current economic climate and the
significant volatility, uncertainty and disruption
caused by the outbreak of COVID-19.
You should read the information referred to in
the Important Information section of this Offer
Document under the headings "Further Important
Information" and "Additional information available
under continuous disclosure obligations".
14. What is the current Share price?
The market price of the Shares is quoted on the NZX
website at www.nzx.com and on the ASX website at
www.asx.com.au.
15. How do I apply for Offer Shares under
the Offer?
If you wish to participate in the Offer, you may
apply online at www.shareoffer.co.nz/skycity or
by following the step-by-step instructions set
out on the reverse of the enclosed personalised
Application Form.
Regardless of how you apply, you must pay for
your Application electronically by electronic funds
transfer to SkyCity.
If you apply using the Application Form, scan
and email your completed Application Form to
the Registrar at skycity@computershare.co.nz
(please put "SkyCity Share Purchase Plan" in the
subject line for easy identification) or send your
completed Application Form (and, if applicable,
your Custodian Certificate) to the Registrar at
the relevant address set out in the Directory, and
make payment by electronic funds transfer, as
set out in the instructions on the Application
Form by the Closing Date. Online Applications
at www.shareoffer.co.nz/skycity are strongly
encouraged given the likelihood of delays with the
postal system at this time.
You will not be able to withdraw or revoke your
Application once you have sent it in.
16. How long is the Offer open and when will I
receive my Offer Shares?
The Offer opens on 22 June 2020 and is expected
to close at 7:00pm (NZ time)/5:00pm (Sydney time)
on 3 July 2020, unless extended. If you want to
participate you should ensure your Application and
payment is received by 7:00pm (NZ time)/5:00pm
(Sydney time) on 3 July 2020.
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

Please allow adequate time for mail deliveries to
be received and electronic funds transfers to be
cleared into SkyCity’s bank account by this time.
Applications received after this time may not
be accepted.
Online Applications at www.shareoffer.co.nz/skycity
are strongly encouraged given the likelihood of
delays with the postal system at this time.
You will receive the Offer Shares issued to you
under the Offer on the Allotment Date, which is
currently expected to be on or around 9 July 2020.
Confirmation of the number of Offer Shares issued
to you under the Offer will be sent on the Despatch
Date, currently expected to be on or around
13 July 2020.
17. How many Offer Shares will I receive?
Subject to scaling, you will receive the number of
Offer Shares equal to the dollar amount of Offer
Shares you have validly applied for (and payment
has been received in respect of) divided by the Issue
Price. If the dollar amount of Offer Shares you have
applied for (or are allocated) does not equal a whole
number of Offer Shares once divided by the Issue
Price, the number of Offer Shares allotted to you will
be rounded down to the nearest Offer Share.
Any scaling of Applications will be carried out
in accordance with clause 9 of the Terms and
Conditions.
18. Will the Offer Shares be quoted?
The Offer Shares will be quoted on the NZX Main
Board and the ASX.
19. Why is there a maximum application amount?
The Offer needs to comply with the conditions
imposed by the Listing Rules and ASIC Corporations
(Share and Interest Purchase Plans) Instrument
2019/547 and as amended by ASIC Instrument
20-0592. The offer of Offer Shares up to a maximum
value of NZ$50,000/A$47,000 per Eligible
Shareholder is being undertaken in New Zealand
under Listing Rule 4.3.1(c) (Share Purchase Plan), as
modified by a class ruling issued by NZX Regulation
on 19 March 2020 and in Australia in accordance
with the relief granted under ASIC Corporations
(Share and Interest Purchase Plans) Instrument
2019/547 and as amended by ASIC Instrument
20-0592.
20. Am I entitled to dividends?
SkyCity has currently suspended all future dividend
payments until 30 June 2021. As such, it is expected
that you will not receive any dividend payments
until that date at the earliest. The Board expects to
review SkyCity’s dividend policy during the financial
year ending 30 June 2021.
21. Why are not all shareholders eligible to
participate in the Offer?
SkyCity considers that the legal requirements
of jurisdictions other than New Zealand and
Australia are such that it would be unduly
onerous for SkyCity to make the Offer in those
jurisdictions. This decision was made having regard
to the number of Shareholders in such overseas
jurisdictions and the costs of complying with
overseas legal requirements.
22. Further assistance
If you have any further questions, please
contact your broker, financial, investment or
other professional advisor before making your
investment decision.
If you have any questions about how to apply online
or complete the Application Form, please contact
the Registrar as set out in the Directory.
13
Part 3: Questions and Answers

SkyCity Online Casino was launched in August 2019.

Part 4: Terms and Conditions
If you apply to participate in the Offer by completing an online application or completing and returning
an Application Form (and, if applicable, a Custodian Certificate), you are accepting the risk that the market
price of Shares may change between the Opening Date, the date at which you send in an Application and
the Allotment Date. This means that it is possible that up to or after the Allotment Date, you may be able to
buy Shares at a lower price than the Issue Price.
We encourage you to seek your own financial advice regarding your participation in the Offer.
Consistent with the representations, warranties and acknowledgements contained in these terms and
conditions and the Application Form, you may not submit any completed Application Forms for any person
outside New Zealand and Australia. Failure to comply with these restrictions may result in a violation of
applicable securities laws.
1 Offer Timetable
Record Date:Eligible Shareholders registered at 7:00pm (NZ time)/5:00pm (Sydney time)
on 16 June 2020 may participate in the Offer.
Opening Date: The Offer opens on 22 June 2020. This Offer Document is sent to Eligible
Shareholders on 22 June 2020.
Closing Date: The Offer closes at 7:00pm (NZ time)/5:00pm (Sydney time) on 3 July 2020,
unless extended. Applications must be received by this time. Applications
may, at SkyCity's option, not be processed or held to be valid if they have not
been received by this time.
Issue Price and results of
the Offer announced:
Issue Price (in New Zealand dollars and in Australian dollars) will be
announced along with the results of the Offer through NZX and ASX on
8 July 2020.
Settlement Date:Settlement on NZX and ASX on 9 July 2020.
Allotment Date: The Offer Shares are proposed to be allotted on or around 9 July 2020.
Commencement of
trading on the
NZX Main Board:
SkyCity expects the Offer Shares will commence trading on the NZX
Main Board on the Allotment Date.
Commencement of
trading on the ASX:
SkyCity expects the Offer Shares will commence trading on the ASX on
10 July 2020.
Despatch Date: SkyCity expects that a transaction confirmation will be despatched to you on
or around 13 July 2020.
SkyCity has a discretion to change, at any time, any of the Closing Date, the Allotment Date and the
Despatch Date (notwithstanding that the Offer has opened, or Applications have been received) by lodging
a revised timetable with NZX and ASX.
15

2 Eligible Shareholders
2.1 You may participate in the Offer if you are an
Eligible Shareholder. An Eligible Shareholder
is a person who, at 7:00pm (NZ time)/5:00pm
(Sydney time) on the Record Date, was recorded
in SkyCity's share register as being a registered
holder of Existing Shares and having an address
in New Zealand or Australia, unless that person
holds Shares on behalf of another person
who resides outside New Zealand or Australia.
For the avoidance of doubt, no person in the
United States or any person acting for, or on
behalf of, a person in the United States will be
an Eligible Shareholder.
2.2 Joint holders of Shares are taken to be a single
registered holder of Shares for the purposes
of determining whether they are an Eligible
Shareholder and the certification on the online
application or Application Form is taken to have
been given by all of them.
2.3 If you are an Eligible Shareholder, your rights
under this Offer are personal to you and non-
renounceable, so you may not transfer them.
2.4 SkyCity accepts no liability where an Eligible
Shareholder does not receive an Application
Form, or does not receive the Application Form
in time.
3 Issue Price and Number of
Offer Shares
3.1 The Issue Price for Offer Shares under the Offer
will be the lower of:
(a) NZ$2.50 per Offer Share (representing a
6.4% discount to SkyCity's closing share price
of NZ$2.67 on NZX on 16 June 2020 (being
the last trading day before the Placement
was announced) and which is the same price
paid by investors in the Placement); and
(b) a 2.5% discount to the volume weighted
average market price of the Shares traded
on the NZX over the five business day period
prior to and including the Closing Date,
rounded down to the nearest cent.
3.2 The Issue Price and the A$ Price will be fixed as
at 7:00pm (NZ time)/5:00pm (Sydney time) on
3 July 2020 (being the Closing Date) and are
expected to be announced through NZX and
ASX on 8 July 2020.
3.3 The Issue Price determined above is a
New Zealand dollar amount. If you apply for an
Australian dollar amount of Offer Shares, SkyCity
will convert the New Zealand dollar Issue Price
to Australian dollars at the Exchange Rate.
3.4 Subject to scaling, you will receive the number
of Offer Shares equal to the dollar amount of
Offer Shares you have validly applied for (and
payment has been received in respect of)
divided by the Issue Price. If the dollar amount
of Offer Shares you have applied for (or are
allocated) does not equal a whole number of
Offer Shares once divided by the Issue Price, the
number of Offer Shares allotted to you will be
rounded down to the nearest Offer Share.
3.5 Subject to clause 4.2 and clause 5.3 of these
Terms and Conditions, Eligible Shareholders
may elect to purchase a dollar amount
of Offer Shares up to a maximum value
of NZ$50,000/A$47,000, by filling in the
appropriate box on the online application or
Application Form. The number of Offer Shares
you receive on the Allotment Date may be
subject to scaling, as described in clause 9 of
these Terms and Conditions.
3.6 Eligible Shareholders may only make a single
Application for Offer Shares under the Offer.
This applies to all Eligible Shareholders,
including those who receive more than one
offer under the Offer (for example, because they
hold Shares in more than one capacity) and
including whether the Eligible Shareholder is
applying through a Custodian or on his or her
own behalf. Accordingly, if you own Shares
through a trustee or Custodian and also own
Shares in your own name, then you may either
purchase Offer Shares yourself or instruct your
trustee or Custodian to purchase Offer Shares
on your behalf. You may not do both.
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

4 Custodians
4.1 Any Eligible Shareholder that:
(a) in the case of any Eligible Shareholder
having a registered address in New Zealand,
that:
(i) is a trustee corporation or a nominee
company and holds Existing Shares on
the Record Date by reason only of acting
for another person in the ordinary course
of business of that trustee corporation or
nominee company; or
(ii) holds Shares by reason only of being a
bare trustee of a trust to which the Shares
are subject; or
(b) in the case of any Eligible Shareholder
having a registered address in Australia,
provides a custodial or depository service in
relation to Shares and who:
(i) holds an Australian financial services
licence covering the provision of a
custodial or depository service;
(ii) is exempt from the requirement to hold
an Australian financial services licence
covering the provision of a custodial or
depository service;
(iii) holds an Australian financial services
licence covering the operation of an IDPS
(as defined in ASIC Class Order CO/13/763)
or is a responsible entity of an IDPS-like
scheme (as defined in ASIC Class Order
CO 13/762);
(iv) is a trustee of a self-managed
superannuation fund or a superannuation
master trust; or
(v) is a registered holder of Shares and is
noted on the register of members of
SkyCity as holding the Shares on account
of another person,
is a Custodian under the Offer.
4.2 Custodians may apply to purchase Offer
Shares for an amount greater than
NZ$50,000/A$47,000 under the Offer, provided
the Custodian only applies for no more Offer
Shares than collectively have an aggregate
application price of NZ$50,000/A$47,000
for each beneficial owner in New Zealand or
Australia for which the Custodian acts as a
custodian. Each beneficial owner may only
direct the Custodian to apply on behalf of that
beneficial owner for a single Offer Share parcel.
4.3 Custodians must confirm to SkyCity that they
are holding Shares as a custodian for beneficial
owners by providing the written certification
to SkyCity described in clause 4.4 below by
providing a Custodian Certificate. To request
a Custodian Certificate, or if you would like
further information on how to apply for Offer
Shares as a Custodian, you should contact the
Registrar at any time from 8:30am to 5:00pm
Monday to Friday prior to the Closing Date.
Each beneficial owner may only direct the
Custodian to apply on behalf of that beneficial
owner for Offer Shares as described in clauses
3.5 and 3.6. A separate online application or
Application Form must be completed for each
beneficial owner.
4.4 If a Custodian applies to purchase Offer Shares
on behalf of one or more beneficial owners, the
Custodian must certify to SkyCity in writing the
following matters in the form and manner set
out in the Custodian Certificate, together with
the Application:
(a) that the Custodian holds Shares on behalf of:
(i) one or more other persons that are not
Custodians; and/or
(ii) another Custodian (Downstream
Custodian) that holds beneficial interests
in Shares on behalf of one or more
other persons to which those interests
relate, on 3 July 2020 at 7:00pm (NZ
time)/5:00pm (Sydney time) (each a
Participating Beneficiary) who have
subsequently instructed the Custodian,
and/or the Downstream Custodian, to
apply for Offer Shares under the Offer on
their behalf;
17
Part 4: Terms and Conditions

(b) the number of those Participating
Beneficiaries and their names and
addresses;
(c) in respect of each of the Participating
Beneficiaries, the number of Shares that
the Custodian holds and the dollar amount
of Shares the Participating Beneficiary has
instructed the Custodian, either directly or
indirectly through a Downstream Custodian,
to apply for on behalf of that Participating
Beneficiary;
(d) that there are no Participating Beneficiaries
in respect of which the total of the
application price for the following exceeds
NZ$50,000/A$47,000:
(i) the application price for Offer Shares
applied for on their behalf under the
Offer; and
(ii) the application price for any other Shares
issued to the Custodian (as a result of
an instruction given to the Custodian
or a Downstream Custodian) for that
Participating Beneficiary under any
arrangement similar to the Offer in the
12 months prior to the application for
Offer Shares under the Offer;
(e) that a copy of this Offer Document was given
to each Participating Beneficiary;
(f) where the Custodian holds Shares on
behalf of a Participating Beneficiary
indirectly, through one or more Downstream
Custodians, the name and address of each
Downstream Custodian; and
(g) that the beneficial owner on whose behalf
the Custodian is submitting an Application
is not making an Application as an Eligible
Shareholder for Offer Shares under the
Offer, and no other Custodian is submitting
an Application under the Offer for that
beneficial owner.
4.5 Custodians are not permitted to participate in
the Offer on behalf of, and must not distribute
this document or any documents (including
the Application Form) relating to this Offer to,
any person in the United States. In the event
that a Custodian is acting for the account or
benefit of a person in the United States, it
is not permitted to participate in respect of
that person.
5 Completing the Application
and Paying for Offer Shares
5.1 If you wish to participate in the Offer, you must
complete an online application on the Offer
website www.shareoffer.co.nz/skycity or the
Application Form and make an electronic funds
transfer in accordance with the instructions
on the Offer website or the Application Form.
Payments must be drawn on a New Zealand or
Australian bank account. If you are a Custodian,
you must also complete a Custodian Certificate
which may be obtained from the Registrar.
5.2 Eligible Shareholders should make an electronic
funds transfer for the dollar amount of Offer
Shares applied for.
5.3 You can apply and pay for Offer Shares in
New Zealand dollars or in Australian dollars.
The Issue Price is a New Zealand dollar amount.
That means that, if you apply for an Australian
dollar amount of Offer Shares, SkyCity will
convert the New Zealand dollar Issue Price
to Australian dollars at the Exchange Rate.
If the Exchange Rate results in the A$ amount
you applied for exceeding the NZ$50,000
regulatory limit, Offer Shares having a total issue
price equal to NZ$50,000 (rounded down) will
be issued to you (subject to scaling) and you will
be refunded the excess cash amount.
5.4 To be valid, Applications (and, if applicable,
Custodian Certificates) must be received by
SkyCity by 7:00pm (NZ time)/5:00pm (Sydney
time) on 3 July 2020. Applications (and, if
applicable, Custodian Certificates) received
after that date will only be accepted at
SkyCity's discretion. Application Forms (and, if
applicable, Custodian Certificates) should be
sent to the Registrar at the relevant address set
out in the Directory.
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

6 SkyCity's Discretion to
Accept, Reject or Scale
Back Applications
6.1 SkyCity has discretion to accept or reject your
Application to purchase Offer Shares under the
Offer, including (without limitation) if:
(a) your Application Form or Custodian
Certificate (if applicable) or online
application is incorrectly completed or
incomplete or otherwise determined by
SkyCity to be invalid;
(b) your payment is dishonoured or has not
been completed correctly;
(c) your electronic funds transfer is not
denominated in New Zealand dollars or
Australian dollars for the exact New Zealand
dollar or Australian dollar amount of Offer
Shares that you have applied for;
(d) it appears that you are applying to buy more
than NZ$50,000/A$47,000 of Offer Shares
(except if you are a Custodian applying on
behalf of more than one beneficial owner in
accordance with clause 4.2);
(e) your Application, Custodian Certificate
(if applicable) or payment is received
after the Closing Date. While SkyCity has
discretion to accept late Applications,
Custodian Certificates (if applicable) and
payments, there is no assurance that it
will do so. Late Applications, Custodian
Certificates (if applicable) and payments,
if not processed, will be returned to you at
your registered address within five business
days of the Allotment Date or within five
business days of the date of receipt in
respect of any late Application received after
the Allotment Date. No interest will be paid
on any application monies returned to you;
(f) SkyCity believes that you are not an Eligible
Shareholder or Custodian; or
(g) SkyCity considers that your Application
does not comply with these Terms
and Conditions.
6.2 SkyCity reserves the right to scale back, at its
absolute discretion, any Application for Offer
Shares under the Offer. SkyCity reserves the
right to terminate the Offer and reject all
Applications at any time prior to the issue of the
Offer Shares on the Allotment Date.
6.3 If an Application is rejected, all of the relevant
amounts will be refunded to the applicant.
If Applications are scaled back, the applicant
will receive the number of Offer Shares in
respect of which the Application is accepted at
the Issue Price and a refund of the balance of
the relevant application monies.
6.4 Refunds will not be paid for any difference
arising solely due to rounding or where the
aggregate amount of the refund payable to an
applicant is less than NZ$5.00, with such funds
being retained by SkyCity. All refunds will be
made without interest.
6.5 Refunds will be made by direct credit only
to the bank account held by the Registrar.
Any refunds will be issued within five business
days following the Allotment Date. However,
if you have not provided your bank account
details to the Registrar, such funds will be
withheld by the Registrar until you have
provided those bank account details.
7 Significance of Sending in
an Application
7.1 If you apply to participate in the Offer by
completing and returning the Application Form
or completing an online application (and, if
applicable, a Custodian Certificate):
(a) you confirm that you have received, read and
understood this Offer Document (including
the "Important Information" section) and
the Investor Presentation (including the
information under the heading “Key Risks
Relating to Equity Raising” in the Appendix
of the Investor Presentation) in their entirety;
(b) you agree that your Application, on these
Terms and Conditions, will be irrevocable
and unconditional (i.e., it cannot be
withdrawn);
19
Part 4: Terms and Conditions

(c) you certify to SkyCity that you are an Eligible
Shareholder entitled to apply for Offer
Shares under these Terms and Conditions
and that all details and statements in your
Application are complete and accurate;
(d) you agree to be bound by the constitution
of SkyCity;
(e) you acknowledge that the Offer may be
withdrawn by SkyCity at its discretion and
may not proceed;
(f) you certify that your acceptance of the Offer
will not be, or cause, a breach of any law in
any jurisdiction;
(g) you certify to SkyCity that you are not
applying for Offer Shares under the Offer
with an application value in excess of
NZ$50,000/A$47,000 from the following:
(i) the Offer Shares under the Offer the
subject of the Application;
(ii) any other Shares issued to you under the
Offer or any similar arrangement in the
12 months before the application;
(iii) any other Shares under the Offer which
you have instructed a Custodian to
acquire on your behalf under the Offer;
and
(iv) any other Shares issued to a Custodian in
the 12 months before the Application as
a result of an instruction given by you to
the Custodian to apply for Shares on your
behalf under an arrangement similar to
the Offer;
(h) without limiting SkyCity's discretion to
accept, reject or scale back any Applications,
you authorise SkyCity (and its officers or
agents) to correct any error in, or omission
from, your Application (and, if applicable,
the Custodian Certificate) and to complete
the Application (and, if applicable, the
Custodian Certificate) by the insertion of any
missing details;
(i) you acknowledge that SkyCity may at
any time irrevocably determine that
your Application (and, if applicable, your
Custodian Certificate) is valid, in accordance
with these Terms and Conditions, even if the
Application (or, if applicable, your Custodian
Certificate) is incomplete, contains errors or
is otherwise defective;
(j) you acknowledge that none of SkyCity, its
advisers or agents has provided you with
investment advice or financial product
advice, and that none of them has an
obligation to provide advice concerning your
decision to apply for and purchase Offer
Shares under the Offer;
(k) you acknowledge the risk that the market
price for the Shares may change materially
between the Opening Date, the date you
apply for Offer Shares under the Offer and
the Allotment Date. This is particularly
the case given the wide fluctuations and
volatility in the share prices for many
listed companies in recent times due
to the continuing impacts of COVID-19.
Accordingly, you acknowledge that:
(i) the price paid for Offer Shares may be
higher or lower than the price at which
Shares are trading on the NZX Main
Board or the ASX at the time Offer Shares
are issued under the Offer;
(ii) the market price of Offer Shares following
allotment may be higher or lower than
the Issue Price;
(iii) it is possible that up to or after the
Allotment Date, you may be able to buy
Shares at a lower price than the Issue
Price; and
(iv) a change in the market price of Shares
prior to the Issue Price being determined
may affect the Issue Price;
(l) you acknowledge that SkyCity is not liable
for any exercise of its discretions referred to
in these Terms and Conditions;
(m) you represent and warrant that you not
located in the Unites States and you are
not acting for, or on behalf of, a person in
the United States and will not purchase
any Offer Shares with a view to re-sale in
the United States or to or for the account or
benefit of a person in the United States;
(n) you have not, and will not, send this Offer
Document or any materials relating to the
Offer to any person in the United States, nor
that is acting for the account or benefit of a
person in the United States, or to any person
in any country outside New Zealand and
Australia, and agree to provide (and direct
your nominee or custodian to provide) any
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

requested substantiation of your eligibility to
participate in the Offer and of your holding
of Shares at the Record Date;
(o) you acknowledge and agree that the Offer
Shares have not, and will not be, registered
under the US Securities Act or the securities
laws of any state or other jurisdictions in the
United States, or in any other jurisdiction
outside New Zealand or Australia and
accordingly, the Offer Shares may not
be offered, sold or otherwise transferred
except in accordance with an available
exemption from, or a transaction not subject
to, the registration requirements of the
US Securities Act and any other applicable
securities law;
(p) you acknowledge and agree that, if in
the future you decide to sell or otherwise
transfer the Offer Shares, you will only do
so in the regular way for transactions on
the NZX or ASX where neither you nor any
person acting on your behalf know, or have
reason to know, that the sale has been
pre-arranged with, or that the purchaser is,
or is acting for the benefit or account of, a
person in the United States; and
(q) you irrevocably and unconditionally agree
to these Terms and Conditions and agree
not to do any act or thing which would be
contrary to the spirit, intention or purpose of
the Offer.
7.2 If a Custodian applies to purchase Offer Shares
under the Offer for a beneficial owner pursuant
to clause 4.2:
(a) the certifications referred to in clauses
7.1(c) and 7.1(g) will be taken to be given by
the beneficial owner on whose behalf the
Custodian is applying to purchase Offer
Shares; and
(b) in addition to the matters referred to in
clause 7.1, the Custodian also certifies
each of the matters set out in the
Custodian Certificate.
8 Issue Price
You agree to pay the Issue Price per Offer Share
up to the maximum dollar amount you have
specified in your online application or on the
Application Form.
9 Scaling
9.1 Scaling of Applications will be required if
SkyCity receives Applications in excess of the
maximum amount to be raised under the Offer,
being NZ$50 million.
9.2 Any scaling of Applications will be undertaken
by SkyCity having regard to the number of
Existing Shares held by the applicant (or, in the
case of an Application made by a Custodian, the
relevant beneficial owner(s)) at the Record Date
and otherwise at SkyCity’s discretion.
9.3 If scaling produces a fractional number, the
number of Offer Shares you will be allotted will
be rounded down to the nearest whole number
of Offer Shares.
9.4 If your Application is scaled, your application
monies will be greater than the value of the
Offer Shares you will be allotted. Subject to
clause 6.4, the difference will be refunded to
you in the manner in which you have elected
dividends be paid within five business days of
the Allotment Date. No interest will be paid on
any application monies returned to you.
10 Offer Shares
10.1 Offer Shares issued under the Offer will rank
equally with, and have the same voting rights,
dividend rights and other entitlements as,
existing fully paid Shares quoted on the NZX
Main Board and the ASX.
10.2 Applicants for Offer Shares will be bound by
SkyCity's constitution and the terms of the
Offer set out in this Offer Document.
10.3 It is a term of the Offer that SkyCity will take
any necessary steps to ensure that the Offer
Shares are immediately after issue quoted on
the NZX Main Board and the ASX.
21
Part 4: Terms and Conditions

10.4 The Offer Shares will be quoted on the NZX
Main Board, and an application will be made
by SkyCity for the Offer Shares to be issued
under the Offer to be quoted on the ASX.
The NZX Main Board is a registered market
operated by NZX (which is a licensed market
operator regulated under the Financial Markets
Conduct Act 2013). However, neither NZX
nor ASX accepts any responsibility for any
statement in this Offer Document.
10.5 You cannot trade in any Offer Shares issued to
you pursuant to the Offer, either as principal
or agent, until quotation of the Offer Shares
on the NZX Main Board and the ASX (as
relevant) in accordance with the Listing Rules
and the ASX Listing Rules. SkyCity expects
that the Offer Shares will commence trading
on the NZX Main Board and the ASX on the
Allotment Date.
11 Amendments to the Offer and
Waiver of Compliance
11.1 Notwithstanding any other term or condition of
the Offer, the Application Form and/or the Offer
website, SkyCity may, at its discretion:
(a) make non-material modifications to the
Offer or the Terms and Conditions (in which
case Applications for Offer Shares under the
Offer will remain binding on the applicant
notwithstanding such modification and
irrespective of whether an Application was
received by the Registrar before or after such
modification is made); and/or
(b) suspend or terminate the Offer at any time
prior to the issue of Offer Shares under the
Offer. If the Offer is terminated, Application
monies will be refunded to applicants
without interest within five business days
of termination.
11.2 SkyCity reserves the right to waive compliance
with any provision of these Terms and
Conditions (which will be done in accordance
with Australian and New Zealand law, including
the Listing Rules and the ASX Listing Rules).
11.3 If SkyCity waives compliance with any provision
of these Terms and Conditions, such waiver will
apply to all Eligible Shareholders.
11.4 SkyCity will notify NZX and ASX of any waiver,
amendment, variation, suspension, withdrawal
or termination of the Offer.
12 Governing Law
These Terms and Conditions shall be governed
by and construed in accordance with the laws of
New Zealand.
13 Disputes
If any dispute arises in connection with the Offer,
SkyCity may settle it in any manner it thinks fit.
It may do so generally or in relation to any particular
Eligible Shareholder, applicant, Application or
Share. SkyCity's decision will be final and binding.
14 Inconsistency
Unless otherwise determined by the Board, in the
event of any inconsistency between the Terms and
Conditions of the Offer and:
(a) the accompanying letter from the Chair
and Questions and Answers, the Terms and
Conditions take precedence; and
(b) SkyCity's constitution, SkyCity's constitution
shall prevail.
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

Federal Street dining precinct, SkyCity Auckland

Part 5: Glossary
A$Australian dollars, being the lawful currency of Australia.
A$ Price The Australian dollar equivalent of the Issue Price determined using the
Exchange Rate, which will be announced by SkyCity on 8 July 2020.
Allotment DateOn or around 9 July 2020, unless extended.
ApplicationAn application for Offer Shares under the Offer made using an Application
Form or an online application made through www.shareoffer.co.nz/skycity.
Application FormThe personalised application form relating to the Offer that you received with
this Offer, including the instructions on the reverse of the form.
ASICThe Australian Securities and Investment Commission.
ASXASX Limited, or the exchange operated by it, as the context requires.
ASX Listing RulesThe listing rules of the ASX as they apply to SkyCity as a foreign exempt listed
issuer, as amended from time to time and for so long as SkyCity is admitted to
the official list of such exchange.
BoardThe board of directors of SkyCity.
Closing Date3 July 2020, unless extended.
CustodianHas the meaning given to that term in clause 4.1 of the Terms and Conditions.
Custodian CertificateThe certificate that must be submitted by an applicant that is a Custodian
together with that applicant's Application Form (available on request from
the Registrar).
Despatch DateOn or around 13 July 2020, unless extended.
Downstream CustodianHas the meaning given to that term in clause 4.4 of the Terms and Conditions.
Eligible ShareholderA person who, at 7:00pm (NZ time)/5:00pm (Sydney time) on the Record
Date, was recorded in SkyCity's share register as being a registered holder of
Existing Shares and having an address in New Zealand or Australia, unless
that person holds Shares on behalf of another person who resides outside
New Zealand or Australia. For the avoidance of doubt, no person in the United
States or any person acting for, or on behalf of, a person in the United States
will be an Eligible Shareholder.
Exchange RateThe NZ$:A$ exchange rate published by the New Zealand Reserve Bank on its
website at 5:00pm (NZ time)/3:00pm (Sydney time) on the Closing Date.
Existing ShareA Share on issue on the Record Date.
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

Issue PriceThe lower of:
(a) NZ$2.50 per Offer Share (being the price paid by investors in the
Placement); and
(b) a 2.5% discount to the volume weighted average market price of the
Shares traded on the NZX over the five business day period prior to and
including the Closing Date, rounded down to the nearest cent.
Listing RulesThe NZX Listing Rules.
NZXNZX Limited.
NZX Main BoardThe main board equity security market operated by NZX.
NZ$New Zealand dollars, being the lawful currency of New Zealand.
OfferThe offer detailed in the Terms and Conditions set out in this Offer Document.
Offer DocumentThis offer document.
Offer SharesThe Shares offered under the Offer.
Opening Date22 June 2020.
Participating BeneficiaryHas the meaning given to that term in clause 4.4 of the Terms and Conditions.
PlacementThe placement of Shares in SkyCity announced on 17 June 2020 at a price
of NZ$2.50 per Share, under which SkyCity Shares are to be issued on
24 June 2020.
Record Date16 June 2020.
RegistrarComputershare Investor Services Limited.
Settlement Date9 July 2020, also being the Allotment Date.
SharesOrdinary shares of SkyCity.
SkyCitySkyCity Entertainment Group Limited.
Terms and ConditionsThe terms and conditions of this Offer as set out in Part 4 of this Offer
Document.
US Securities ActThe US Securities Act of 1933, as amended.
25
Part 5: Glossary

Issuer
SkyCity Entertainment Group Limited
Level 13, 99 Albert Street
Auckland 1010
New Zealand
Legal Adviser
Bell Gully
Level 21
Vero Centre
48 Shortland Street
Auckland 1010
New Zealand
If you have any queries about how to apply,
please contact the Registrar at:
Registrar
NEW ZEALAND
Computershare
Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna, Auckland 0622
Private Bag 92119, Auckland 1142
New Zealand
Phone: 0800 650 034
Email: skycity@computershare.co.nz
AUSTRALIA
Computershare Investor Services
Pty Limited
Yarra Falls, 452 Johnston Street
Abbotsford VIC 3067
GPO Box 2975
Melbourne VIC 3000
Australia
Phone: +61 03 9415 5000
Email: skycity@computershare.co.nz
Lead Managers
Jarden Securities Limited
Level 39, ANZ Centre
23-29 Albert Street
Auckland 1010
New Zealand
Credit Suisse (Australia) Limited
Level 31
1 Macquarie Place
Sydney, NSW 2000
Australia
UBS New Zealand Limited
Level 27, Pwc Tower
188 Quay Street
Auckland 1010
New Zealand
Underwriters
Jarden Partners Limited
Level 39, ANZ Centre
23-29 Albert Street
Auckland 1010
New Zealand
Credit Suisse (Australia) Limited
Level 31
1 Macquarie Place
Sydney, NSW 2000
Australia
UBS New Zealand Limited
Level 27, Pwc Tower
188 Quay Street
Auckland 1010
New Zealand
Part 6: Directory
SkyCity Entertainment Group Share Purchase Plan Offer Document 22 June 2020

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