New Warrant Issue for Barramundi
Barramundi Limited
Phone +64 9 489 7074
Fax +64 9 489 7139
Private Bag 93502, Takapuna
Auckland, New Zealand
26 August 2020
New Warrant Issue for Barramundi
The directors of Barramundi Limited (“Barramundi”) are pleased to announce that the company will
undertake a pro rata offer of warrants to shareholders.
The purpose of the offer is to raise capital as part of Barramundi’s ongoing capital management
programme and provide investors the ability to purchase additional shares in Barramundi at a pre-
determined Exercise Price. The offer also aims to increase the size of the portfolio and improve
operational efficiency. The net proceeds of the offer are expected to be used for further investment
in the Barramundi portfolio.
On the record date, Barramundi shareholders will be issued one warrant for every four shares held.
The record date for the issue is 2 October 2020 and the warrants are expected to be allotted on 5
October 2020.
Each warrant gives shareholders the right, but not the obligation, to subscribe for one additional
ordinary share in Barramundi on the exercise date. The exercise date is 29 October 2021.
The exercise price will be $0.70 less any dividends declared during the period up to the exercise
date. The final exercise price will be calculated and advised to warrant holders at least six weeks
before the exercise date.
The warrants are expected to be quoted on the NZX Main Board from 6 October 2020 under the
issuer code BRMWF.
The Warrant Terms Document will be sent to shareholders in September 2020.
Contact
Wayne Burns
Corporate Manager
Barramundi Limited
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BARRAMUNDI LIMITED
WARRANT TERMS
DOCUMENT
26 AUGUST 202026 AUGUST 2020
KEY TERMS
IssuerBarramundi Limited
The OfferThis is an offer of Warrants in Barramundi. Each Eligible
Shareholder will be issued one Warrant for every four Shares
held at 5.00pm (New Zealand time) on the Record Date (2
October 2020) subject to rounding.
Each Warrant gives the holder a right to buy one Share
in Barramundi upon payment of the Exercise Price on the
Exercise Date, 29 October 2021.
Eligible ShareholdersWarrants will be issued to Barramundi Shareholders with a
registered address in New Zealand and who are registered
Shareholders at 5.00pm (New Zealand time) on the Record
Date.
Issue price for
Warrants
Nil – Eligible Shareholders will not have to make any
payment to receive their entitlement of Warrants.
Approximate number
of Warrants to be
issued
52.2 million (approximately). The exact number will depend
on rounding.
Quotation of Warrants Application has been made to NZX for permission to
quote the Warrants on the NZX Main Board and all the
requirements of NZX relating to the quotation that can be
complied with on or before the date of this document have
been complied with. However, the Warrants have not been
approved for trading and NZX accepts no responsibility for
any statement in this document. NZX is a licensed market
operator, and the NZX Main Board is a licensed market
under the Financial Markets Conduct Act 2013.
If approved for trading, initial quotation of the Warrants
on the NZX Main Board is expected to occur on 6 October
2020 under the ticker code BRMWF, ISIN NZBRME0018S6
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Exercise of WarrantsWarrant Holders may:
• exercise some or all of their Warrants by lodging an
Exercise Form, together with payment, with the Registrar
by the Exercise Date (if you choose to exercise only some of
your Warrants, it must be a number which ensures you will
have a minimum holding of Shares under the Listing Rules);
• sell some or all of their Warrants on the NZX Main Board; or
• allow their Warrants to lapse.
Any warrants not exercised on the Exercise Date will lapse.
If you do not exercise your Warrants, your shareholding
in Barramundi will be diluted by other Warrant Holders
who exercise their Warrants. This issue of new Shares on
exercise of Warrants would, all other things being equal,
also result in a consequential reduction in the net asset
value per Share once the new Shares are issued.
Exercise Price $0.70 per Warrant, but with such amount to be adjusted
down for the aggregate amount per Share of any cash
dividends declared on the Shares with a record date during
the period commencing on the date of allotment of the
Warrants and ending on the last Business Day before the
final Exercise Price is announced by Barramundi.
The final Exercise Price per Warrant (following the
adjustment referred to above) will be calculated to the
nearest one hundredth of a cent and then rounded up or
down to the nearest whole cent.
Announcement of
final Exercise Price
Barramundi will announce the final Exercise Price to the
NZX at least 6 weeks before the Exercise Date. Barramundi
will also provide confirmation of the final Exercise Price to
Warrant Holders through their recorded preferred method
for receipt of company communications.
How to ApplyIf you are a Warrant Holder and wish to exercise any of
your Warrants and subscribe for Shares, you must return a
completed Exercise Form (with payment) by the Exercise Date.
Barramundi will send an Exercise Form to Warrant Holders as
soon as reasonably practicable after the final Exercise Price
has been determined. You can also request an Exercise Form
by contacting Barramundi or the Registrar.
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IMPORTANT DATES
Record Date2 October 2020
(5.00pm New Zealand
time)
Allotment of Warrants5 October 2020
Quotation of Warrants commences on the NZX Main
Board
6 October 2020
Mailing of holding statements for Warrants7 October 2020
Expected date of announcement of final Exercise Price17 September 2021
Expected final date for trading Warrants on the NZX
Main Board
27 October 2021
Exercise Date29 October 2021
Allotment of Shares on exercise of Warrants3 November 2021
Mailing of holding statements for Shares8 November 2021
The dates shown above are subject to change and indicative only. Barramundi reserves
the right to vary or extend these dates subject to applicable law and the Listing Rules.
Changes will be advised by announcement to NZX.
Barramundi may decide not to proceed with the issue of Warrants at any time before the
allotment of Warrants at its absolute discretion. Shareholders will have no right to receive
Warrants or any compensation if Barramundi decides not to proceed.
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IMPORTANT NOTICE
Warrants (and Shares to be issued on the
exercise of Warrants) are offered to Eligible
Shareholders pursuant to the exclusion in
clause 19(1A) of schedule 1 of the Financial
Markets Conduct Act 2013.
This document is not a product disclosure
statement for the purposes of the Financial
Markets Conduct Act 2013, and does
not contain all of the information that an
investor would find in a product disclosure
statement or which may be required to
make an informed decision about the
Warrants or an investment in Barramundi.
The information in this document does not
constitute a recommendation to exercise
Warrants nor does it amount to financial
product advice. This document has been
prepared without taking into account
the particular needs or circumstances of
any investor, including their investment
objectives, financial and/or tax position.
All investments carry risk. If you are in
any doubt about what action to take, you
should contact an authorised financial
adviser, an NZX Firm or your accountant or
other professional adviser.
This document does not constitute an
offer, advertisement or invitation in any
place in which, or to any person to whom,
it would not be lawful to make such an
offer, advertisement or invitation.
No guarantee is provided by any person in
relation to the Warrants or Shares. Likewise,
no warranty is provided with regard to the
future performance of Barramundi, or any
return on any investments made pursuant to
this document.
ADDITIONAL INFORMATION
ABOUT BARR AMUNDI
LIMITED
Barramundi is subject to continuous
disclosure obligations under the Listing Rules
which require it to notify certain material
information to NZX. Market releases by
Barramundi, including the most recent
annual report (for the period ended 30
June 2020) are available at nzx.com under
the ticker code BRM and on Barramundi’s
website, www.barramundi.co.nz.
Barramundi may, prior to the Exercise
Date, make additional market releases to
NZX. No market release by Barramundi
will permit a Warrant Holder to withdraw
any submitted Exercise Form without
Barramundi’s prior consent.
The market price of Shares may increase
or decrease between the date of this
document and the date of allotment of
new Shares upon exercise of the Warrants.
Any changes in the market price of Shares
will not affect the Exercise Price, and the
market price of new Shares following
allotment may be higher or lower than the
Exercise Price. The market price of Warrants
may also increase or decrease while they
are quoted on the NZX Main Board.
DEFINITIONS
Capitalised terms used in this document
have defined meanings which appear in the
Glossary.
All references in this document to times are
to times 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.
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THE OFFER
1. Barramundi will grant one Warrant for
every four Shares held by an Eligible
Shareholder of Barramundi at 5.00pm
(New Zealand time) on the Record Date
(2 October 2020).
2. The purpose of the issue of Warrants is
to raise capital as part of Barramundi’s
ongoing capital management
programme and provide investors with
the ability to purchase additional shares
in Barramundi at a pre-determined
Exercise Price. The issue of Warrants
also aims to increase the size of the
portfolio so as to improve operational
efficiency. The net proceeds are
expected to be used for further
investment in the Barramundi portfolio.
GR ANT OF WARR ANTS
3. Warrants will only be issued to
Shareholders with a registered
address in New Zealand as at 5.00pm
(New Zealand time) on the Record
Date. Warrants will not be issued to
Barramundi’s overseas Shareholders
as Barramundi considers that the legal
requirements of other jurisdictions in
which Shareholders have a registered
address are such that it would be
unduly onerous for Barramundi to
issue Warrants to Shareholders in
those jurisdictions, having regard to
the low number of such Shareholders
and the likely costs of complying with
legal requirements. This document is
intended for use only in connection
with the issue of Warrants to Eligible
Shareholders.
4. Shareholders with a registered address
outside of New Zealand as at 5.00pm
(New Zealand time) on the Record Date
will have the Warrants they would have
otherwise received, issued to a separate
registry account with the Registrar.
Barramundi will endeavour to sell those
Warrants on the NZX Main Board and
hold the proceeds on trust and account
to those Shareholders on a pro rata basis
for the proceeds (net of costs). There is
no guarantee that these Warrants will
be able to be sold or as to the amount
of proceeds that may be received from
the sale of the Warrants. Any Warrants
which cannot be sold will lapse on the
Exercise Date.
5. Warrant Holders who do not have a
registered address in New Zealand and
who have acquired Warrants on the NZX
Main Board will be entitled to exercise
those Warrants (subject to compliance
with all legal requirements applicable
to them). Individual overseas Warrant
Holders will be responsible for ensuring
they comply with all applicable legal
requirements in their home jurisdiction.
ROUNDING OF WARR ANTS,
ENTITLEMENTS AND
MINIMUM HOLDING
6. If a Shareholder would receive a fraction
of a Warrant by applying the 1:4 ratio, the
number of Warrants to be issued to that
Shareholder will be rounded up to the
nearest whole number.
7. To ensure all Eligible Shareholders receive
Warrants on an equal basis, no additional
Warrants will be issued by Barramundi
to those Shareholders who will receive
less than a minimum holding under NZX
Listing Rules. You may hold less than a
minimum holding of Warrants and you
may be able to buy further Warrants on
the NZX Main Board if you wish to do so.
DETAILS OF THE OFFER
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NZX QUOTATION
8. Application has been made to NZX
for permission to quote the Warrants
on the NZX Main Board. All of NZX’s
requirements relating to that application
that can be complied with on or before
the date of this document have been
duly complied with. However, the
Warrants have not been approved
for trading and NZX accepts no
responsibility for any statement in this
document. NZX is a licensed market
operator and the NZX Main Board is
a licensed market under the Financial
Markets Conduct Act 2013.
9. Barramundi intends to take all necessary
steps to ensure that the Shares issued
on exercise of the Warrants will,
immediately after issue, be quoted on
the NZX Main Board.
10. In the event that the application to NZX
for permission to quote the Warrants is
declined, the issue of the Warrants will
not proceed.
TR ANSFER
11. A Warrant may be transferred in the
same manner, and subject to the same
restrictions, as a Share. The Directors
will have the same powers in respect of
the approval of registration of a transfer
of Warrants as they have in respect of a
transfer of Shares.
12. A Warrant Holder who sells their
Warrants on the NZX Main Board
may be liable to pay brokerage fees.
Following allotment, the sale of Shares
may be subject to brokerage fees.
RIGHTS OF WARR ANT
HOLDERS
13. Each Warrant entitles the Warrant
Holder to:
a. subscribe for one Share in
Barramundi credited as fully paid,
upon the payment of the Exercise
Price by the Exercise Date (29 October
2021);
b. all information provided by
Barramundi to Shareholders,
including its annual report and
notices of Shareholder meetings;
c. any other rights conferred on Warrant
Holders by Barramundi’s constitution,
the Companies Act 1993 or the
Listing Rules (except as provided
otherwise in this document); and
d. attend (but not vote at) any meeting
of Shareholders (or any group of
Shareholders).
14. A Warrant does not entitle the Warrant
Holder to:
a. vote at a meeting of Shareholders (or
any group of Shareholders);
b. receive any dividends on Shares
declared by the Directors; or
c. participate with Shareholders or the
holders of any other securities in the
residual assets of Barramundi upon
the liquidation of the company.
EXERCISE OF WARR ANTS
15. The Exercise Price is $0.70 per Warrant,
but with such amount to be adjusted
down for the aggregate amount per
Share of any cash dividends declared
on the Shares with a record date during
the period commencing on the date of
allotment of the Warrants and ending
on the last Business Day before the
final Exercise Price is announced by
Barramundi. The final Exercise Price
per Warrant will be calculated to the
nearest one hundredth of a cent and
then rounded up or down to the nearest
whole cent.
16. Warrant Holders may exercise only some
of their Warrants provided that they will
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have a minimum holding of Shares
under the Listing Rules upon exercise
of the Warrants.
17. If you choose to exercise any Warrants,
you will be required to pay the Exercise
Price for those Warrants in full by the
Exercise Date. You will not be required
to pay brokerage or any other charges
in order to exercise your Warrants.
18. If you are a Warrant Holder and wish
to exercise any of your Warrants and
subscribe for Shares, you must return
a completed Exercise Form by the
Exercise Date. Barramundi will send an
Exercise Form to all Warrant Holders
as soon as reasonably practicable
after the final Exercise Price has been
determined. You can also request
an Exercise Form by contacting
Barramundi or the Registrar.
19. The completed Exercise Form must
be lodged with payment (in a manner
prescribed by Barramundi in the Exercise
Form) of an amount equal to the
Exercise Price multiplied by the number
of Warrants being exercised, in time for
the Exercise Form and payment to be
received by the Registrar no later than
5.00pm (New Zealand time) on the
Exercise Date. Further instructions for
completing and returning the Exercise
Form will be set out in the form.
20. Barramundi may accept or reject any
Exercise Form which it considers to
have been completed incorrectly, and
may correct any errors or omissions
on any Exercise Form. If there is a
discrepancy between the amount of
application monies (by way of direct
credit or cheque) and the number of
Warrants being exercised as indicated
on the Exercise Form, Barramundi will
treat the application as being for the
number of Warrants being exercised as
the application monies will pay for.
21. Until the allotment of Shares, funds
received by Barramundi for the
exercise of Warrants will be held in
a trust account by the Registrar for
the benefit of the relevant Warrant
Holders according to their respective
entitlements and for Barramundi. Any
interest on those funds will be paid to
Barramundi. If the allotment of Shares
does not proceed, Barramundi will
refund application monies within 10
Business Days.
ALLOTMENT OF SHARES
22. All Shares issued on the exercise of
Warrants will be fully paid ordinary
shares and rank equally with all
other Shares on issue at the date of
allotment (including on a liquidation
of Barramundi). Barramundi will allot
Shares to Warrant Holders who validly
exercise their Warrants within five
Business Days after the Exercise Date.
23. If you are an existing Shareholder who
chooses not to exercise your Warrants,
your shareholding in Barramundi will
be diluted if other Warrant Holders
exercise Warrants and the total number
of Shares on issue in Barramundi
increases as a result.
24. Shares issued on the exercise of
Warrants will be entitled to participate
in dividends declared on the Shares
which have a record date after the date
of allotment of the Shares.
25. Barramundi currently has a distribution
policy as at the date of this document
to pay Shareholders (but not Warrant
Holders) 2% of the company’s average
net asset value (NAV) per quarter.
Payments are usually made in March,
June, September and December of
each year. A copy of Barramundi’s
distribution policy, which could be
changed at any time in the future, is
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available at www.barramundi.co.nz/
about-barramundi/barramundi-policies/
under the heading ‘Distribution Policy’.
A D J U S T M E N T S FO R
CHANGES TO CAPITAL
STRUCTURE
26. The Exercise Price may be varied before
the Exercise Date if Barramundi’s capital
is restructured, such as upon a rights
issue, bonus issue, convertible securities
issue, share consolidation or subdivision
or a cancellation or buyback of Shares.
The adjustment process is described
further below.
a. If Barramundi makes a rights issue
of Shares to Shareholders before the
Exercise Date (a “Rights Issue”), then
the Exercise Price of any Warrants will
(subject to alternative adjustments
in accordance with paragraph b or
c below) be adjusted in accordance
with the following formula:
EP
new
= the new Exercise Price of the
Warrants
EP
old
= the old Exercise Price of the
Warrants
E = the number of Shares
into which one Warrant is
exercisable
AP = the average market price per
Share (weighted by reference
to volume) during the five
Business Days ending on the
day before the ex date for
the rights issue
S = the subscription price for a
Share under the rights issue
D = any dividend due but not yet
paid on the existing Shares
(except dividends to be issued
under the rights issue)
N = the number of Shares with
rights or entitlements that
must be held to receive a
right to one new Share
The necessary adjustment will
be determined by the Board by
applying the formula set out above.
The Director’s determination will,
in the absence of manifest error,
be binding on all Warrant Holders
and other persons. Any adjustment
so determined will be made, and
take effect, on the Business Day
following the record date for the
rights issue.
b. If Barramundi makes a bonus issue
to Shareholders, then the Board
may resolve that the number
of Shares over which a Warrant
is exercisable be increased (or
additional Shares may be reserved
for issue on exercise of the
Warrants) by the number of Shares
which the Warrant Holder would
have received if that Warrant had
been exercised before the record
date of the bonus issue.
c. If Barramundi makes a consolidation
or subdivision or similar
proportionate reconstruction of the
Shares, the number of Shares over
which a Warrant is exercisable may
be consolidated or subdivided in the
same ratio and the Exercise Price
amended in inverse proportion to
that ratio.
d. If, notwithstanding the adjustment
procedures permitted, Barramundi’s
capital is restructured (including a
rights issue, bonus issue, convertible
securities issue, consolidation,
subdivision, cancellation or Share
buyback) and the Board determines,
upon the advice of an Independent
Expert, that:
EP
new
= EP
old
–
E[AP – (S+D)]
N + 1
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i. the application of the
formula under paragraph
a, an adjustment permitted
by paragraph b or the non-
applicability of both such
clauses may produce a result
which is prejudicial or unduly
advantageous (based on
reasonable grounds) to Warrant
Holders; or
ii. an alternative adjustment that is
not envisaged in paragraph a, b
or c could be applied,
then the number of Warrants
held, the number of Shares over
which a Warrant is exercisable,
and the Exercise Price, or any
combination thereof, may, to the
extent necessary, be altered in a
manner determined by the Board,
upon the advice of an Independent
Expert and subject always to the
Listing Rules or relief granted
from any applicable Listing Rule,
to ensure that Warrant Holders
are not prejudiced (nor unduly
advantaged or disadvantaged) by
the reconstruction of capital, and in
all other respects the terms of the
Warrants will remain unchanged.
Any such adjustment will be final
and binding on all Warrant Holders.
NO GUAR ANTEE
27. No person guarantees the Warrants
or the Shares that may be issued on
exercise of the Warrants. In addition,
no person guarantees the future
performance of Barramundi, the
Warrants, the Shares or any return
on an investment in Barramundi or a
holding of Warrants.
28. The issue of Warrants is not
underwritten.
BROKER STAMPING FEES
29. No Warrant Holder will pay brokerage
on exercising their Warrants.
Barramundi recognises there is an
administration cost and time involved
in the Warrant exercise process for
brokers and, as such, pays brokers
0.4% of the total consideration
payable for Warrants exercised per
beneficial holder. Further details of
this arrangement will be set out in the
Exercise Form.
AMENDMENT
30. Barramundi may amend the terms of
the Warrants to the extent necessary
to comply with the Listing Rules or any
applicable law from time to time, by
notice in writing to Warrant Holders or
by announcement to NZX.
PRIVACY
31. Any personal information provided by
Warrant Holders on the Exercise Form
will be held by Barramundi and/or the
Registrar at their address set out in
the Directory. The information will be
used by Barramundi and the Registrar
for the purposes of administering
your investment in Barramundi. This
information will only be disclosed to
third parties with your consent or if
otherwise required by law. Under the
Privacy Act 1993, you have the right
to access and correct any personal
information held about you.
GOVERNING L AW
32. The terms of the Warrants and any
contract relating to or resulting from
receipt of the Warrants or their exercise
are governed by the laws of New
Zealand, and each Warrant Holder and
Shareholder submits to the exclusive
jurisdiction of the courts of New
Zealand.
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BarramundiBarramundi Limited
BoardThe board of Directors of Barramundi
Business DayA day on which NZX is open for trading
DirectorsThe directors of Barramundi
Eligible
Shareholder
A Shareholder, as at 5.00pm (New Zealand time) on the Record
Date, with a registered address in New Zealand
Exercise Date5.00pm (New Zealand time) on 29 October 2021
Exercise FormThe form of notice that must be completed by a Warrant Holder in
order to exercise any of their Warrants
Exercise Price$0.70, per Warrant, but with such amount to be adjusted down for
the aggregate amount per Share of any cash dividends declared on
the Shares with a record date during the period commencing on the
date of allotment of the Warrants and ending on the last Business
Day before the final Exercise Price is announced by Barramundi
Independent
Expert
An actuary, investment banker, chartered accountant, or other
financial adviser selected by the Board and, in each case, being
appropriately qualified and independent (having regard to the
purpose of the appointment) in the reasonable opinion of the Board
Listing RulesThe listing rules of the NZX Main Board as applicable to Barramundi
and in force from time to time
NZXNZX Limited
NZX FirmA company, firm, organisation or corporation designated or
authorised to trade shares on the NZX Main Board
NZX Main BoardThe main board equity security market operated by NZX
Record Date2 October 2020 5.00pm (New Zealand time)
RegistrarThe share registrar of Barramundi, being Computershare Investor
Services Limited
ShareA fully paid ordinary share in Barramundi
ShareholderA registered holder of Shares
WarrantA right to subscribe for one Share issued by Barramundi on the terms
set out in this document
Warrant HolderAt any time, a person whose name is entered into the register
maintained by the Registrar as a holder of Warrants
GLOSSARY
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DIRECTORY
ISSUER
Barramundi Limited
Level 1, 67-73 Hurstmere Road
Takapuna
Auckland 0622
Phone: +64 (9) 489 7074
Email: enquire@barramundi.co.nz
SHARE REGISTR AR
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Auckland 0622
Phone: +64 (9) 488 8777
Email: enquiry@computershare.co.nz
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Corporate Action Notice
(Other than for a Distribution)
Updated as at 8 May 2019
Page 1 of 2
Section 1: issuer information (mandatory)
Name of issuer Barramundi Limited
Class of Financial Product Ordinary Shares
NZX ticker code BRM
ISIN (If unknown, check on NZX
website)
NZBRME0001S2
Name of Registry Computershare
Type of corporate action
(Please mark with an X in the relevant
box/es)
Share purchase
plan
Renounceable
Rights issue
Capital
reconstruction
Non
Renounceable
Rights issue
Call Bonus issue X
Record date 2/10/2020
Ex-Date (one business day before the
Record Date)
1/10/2020
Currency NZD
Section 3: Bonus issue (delete if not applicable)
Number of Financial Products to be
issued
Approximately 52,200,000 new warrants
ISIN of security to be issued (if different
from Ordinary Shares)
NZBRME0018S6
Minimum entitlement N/A
Entitlement ratio (for example 1 for 2) New 1 Existing 4
Treatment of fractions Rounded Up
Subscription price $ Nil
Allotment Date 5/10/2020
Section 7: Authority for this announcement (mandatory)
Name of person authorised to make this
announcement
Wayne Burns
Contact person for this announcement Wayne Burns
Contact phone number 09 484 0352
Contact email address enquire@marlin.co.nz
Date of release through MAP 26/08/2020
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26 August 2020
Notice of Offer
Barramundi Limited (NZX: BRM) (Barramundi) announced today that the company will undertake a pro
rata issue of warrants to shareholders (Offer).
Pursuant to clause 19(1A) of Schedule 1 of the Financial Markets Conduct Act 2013 (FMCA) and to
clause 20(1)(a) of Schedule 8 to the Financial Markets Conduct Regulations 2014 (FMC Regulations),
Barramundi advises that:
1. The Offer will be made in reliance upon the exclusion in clause 19 of Schedule 1 to the FMCA and is
giving notice under clause 20(1)(a) of Schedule 8 to the FMC Regulations.
2. As at the date of this notice, Barramundi is in compliance with:
a. the continuous disclosure obligations that apply to it in relation to Barramundi’s quoted
ordinary shares; and
b. its “financial reporting obligations” within the meaning set out in clause 20(5) of Schedule
8 of the FMC Regulations.
3. As at the date of this notice, there is no information that is “excluded information” as defined in
clause 20(5) of Schedule 8 of the Regulations.
The Offer is not expected to have any effect or consequence on the control of Barramundi.
On behalf of
Barramundi Limited
Alistair Ryan
Chair
Barramundi Limited
Phone +64 9 489 7074
Fax +64 9 489 7139
Private Bag 93502 Takapuna
Auckland 0740
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Dear Shareholder,
On 26 August 2020 the Board of Barramundi Limited (NZX: BRM) (Barramundi) announced an issue of warrants.
The purpose of the issue of warrants is to raise capital as part of Barramundi’s ongoing capital management
programme and provide investors with the ability to purchase additional shares in Barramundi at a pre-determined
exercise price. The issue of warrants also aims to increase the size of the portfolio so as to improve operational
efficiency. The net proceeds are expected to be used for further investment in the Barramundi portfolio.
What is a Barramundi Warrant?
A Warrant gives the holder a right to buy one Share in Barramundi upon payment of the Exercise Price on the Exercise
Date (29 October 2021).
Who is eligible for the Barramundi warrants?
Warrants will be issued to Barramundi Shareholders with a registered address in New Zealand as at 5.00pm (New
Zealand time) on the Record Date (2 October 2020) (Eligible Shareholders). As long as you hold Barramundi shares at
that time, you will be entitled to receive one warrant for every four shares you hold. If you are a Barramundi
shareholder but do not have a registered address in New Zealand, your warrant entitlement will be issued to a
separate registry account with the Registrar and we will endeavour to sell the warrants on the NZX Main Board on
your behalf.
How many Barramundi warrants do I get?
Each Eligible Shareholder will be issued one warrant for every four Shares held at 5.00pm (New Zealand time) on the
Record Date (2 October 2020), subject to rounding.
What do I need to do to receive the Barramundi warrants?
You do not need to do anything to be issued warrants. Computershare will send a statement informing you of your
new warrant holding. This is expected to be on or about 7 October 2020.
What can I do with the warrants?
• You can elect to exercise some or all of your warrants by 29 October 2021 via payment of the final Exercise Price
for those warrants. We will contact you again in September 2021 before the Exercise Date, with details of the
final Exercise Price and provide you with the Exercise Form for you to complete and return to Computershare.
• You can seek to sell or transfer some or all of your warrants on the NZX Main Board until 5.00pm on 27 October
2021.
• You can elect to not exercise or sell any warrants and allow the warrants to lapse. If you do not exercise your
warrants, your shareholding in Barramundi will be diluted by other warrant holders who exercise their warrants.
If I want to exercise the warrants, how much will it cost?
$0.70 per warrant, but with such amount to be adjusted down for the aggregate amount per Share of any cash
dividends declared on Barramundi Shares with a record date during the period commencing on the date of allotment
of the warrants and ending on the last Business Day before the final Exercise Price is announced by Barramundi.
The full terms of the warrants are set out in the document enclosed with this letter. The Board of Barramundi
encourages you to read the document in its entirety and discuss the terms with your financial adviser if you have any
questions.
Yours sincerely
Alistair Ryan
Chair, Barramundi Limited
Barramundi Limited
Phone +64 9 489 7074
Fax +64 9 489 7139
Private Bag 93502 Takapuna
Auckland 0740
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.