SPH Notice – Rua in Rua Bioscience Ltd

1
DISCLOSURE OF MOVEMENT OF 1% OR MORE IN SUBSTANTIAL HOLDING
OR CHANGE IN NATURE OF RELEVANT INTEREST, OR BOTH
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited (NZX)
and
To Rua Bioscience Limited (Rua)
Relevant event being disclosed: Movement of 1% or more in substantial holding
Date of relevant event:
Date this disclosure made: 1 March 2020
Date last disclosure made: 22 October 2020
Substantial product holder(s) giving disclosure
Full name(s): Rua
Summary of substantial holding
Class of quoted voting products: ordinary shares in Rua
Summary for Rua
For this disclosure,—
(a) total number held in class: 54,188,655
(b) total in class: 140,262,591
(c) total percentage held in class: 38.634%
For last disclosure,—
(a) total number held in class: 72,251,540
(b) total in class: 140,012,225
(c) total percentage held in class: 51.604%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure: Hikurangi Bioactives Limited Partnership,
Fang Group Investment Limited, Tailorspace Capital Limited, Andrew Charles Williams and each of Rua’s
directors and senior managers who held shares prior to, or have subscribed for shares by participating in,
the initial public offering of shares (the Offer) in Rua (together, the Escrowed Shareholders) are subject to
escrow deeds (attached to Rua’s disclosure on 22 October 2020) with Rua in respect of all shares held by
them prior to the Offer, or subscribed by them under the Offer, which they continue to hold upon
completion of the Offer (the Escrowed Shares), as set out in more detail in Rua’s disclosure on 22 October
2020.

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Each Escrowed Shareholder has agreed not to sell or otherwise dispose of or do or omit to do anything
which could have the effect of transferring effective ownership or control of:
• any Escrowed Shares from the date of Rua’s quotation until the first business day following the
date on which Rua releases its results announcement in respect of the half year ended 31
December 2020 (the First Restricted Period); and
• 75% of the Escrowed Shares from the first day following the expiry of the First Restricted Period
until the first business day following the date on which Rua releases its results announcement in
respect of the full financial year ended 30 June 2021,
subject to limited exceptions set out in each escrow deed. Accordingly, Rua has the power (through the
escrow deeds) to control the acquisition and disposition of the Escrowed Shares.
On 1 March 2021, being the first business day after Rua’s results announcements in respect of the half year
ended 31 December 2020, Rua ceased to have a relevant interest in 25% of the Escrowed Shares.
Details after relevant event
Details for Rua
Nature of relevant interest(s): Power (through the escrow deeds) to control the acquisition and disposition
of the Escrowed Shares.
For that relevant interest,—
(a) number held in class: 54,188,655
(b) percentage held in class: 38.634%
(c) current registered holder(s): No change since last disclosure
(d) registered holder(s) once transfers are registered: Not applicable
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) parties to the derivative: Not applicable
(d) if the substantial product holder is not a party to the derivative, the nature of the relevant interest
in the derivative: Not applicable
Additional information
Address(es) of substantial product holder(s): 1 Commerce Place, Awapuni, Gisborne, 4071, New Zealand
Contact details:
Kerry Donovan
Communications Manager
+64 (21) 128 7689
kerry.donovan@ruabio.com

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Nature of connection between substantial product holders: Not applicable
Name of any other person believed to have given, or believed to be required to give, a disclosure under the
Financial Markets Conduct Act 2013 in relation to the financial products to which this disclosure relates: Not
applicable
Disclosure has effect for purposes of directors’ and senior managers’ disclosure: Not applicable
Certification
I, Rob Mitchell, certify that, to the best of my knowledge and belief, the information contained in this
disclosure is correct and that I am duly authorised to make this disclosure by all persons for whom it is
made.