Barramundi Limited/Announcement
Barramundi Limited logo

New Warrant Issue for Barramundi

Capital Raise26 August 2020BRMFinancials

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

---

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.