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Savor rights issue opens

Capital Raise18 March 2021SVRConsumer Staples

P 1Savor Limited Rights Issue Offer Document
This is an important document.

You should read the whole document before deciding whether

to subscribe for shares. If you have any doubts about what to

do, please consult your financial or legal adviser.

Dated 19 March 2021

Rights Issue

Offer Document

P 2Savor Limited Rights Issue Offer Document
Important Information

General information

This document has been prepared by Savor

Limited (Savor) in connection with a 1 for 4.3077

renounceable rights offer of new ordinary shares to

Eligible Shareholders to raise up to $6 million. The

Offer is made under the exclusion in clause 19 of

Schedule 1 of the Financial Markets Conduct Act 2013

(the FMCA).

This document is not a product disclosure statement

for the purposes of the FMCA and does not contain

all of the information that an investor would find in

a product disclosure statement, or which may be

required in order to make an informed investment

decision about the Offer or Savor.

Additional information available under

continuous disclosure obligations

Savor is subject to continuous disclosure obligations

under the NZX Main Board Listing Rules. Market

releases by Savor, including its most recent financial

statements, are available at www.nzx.com under

stock code SVR.

Savor may, during the period of the Offer, make

additional releases to the NZX. To the maximum

extent permitted by law, no release by Savor to

the NZX will permit an applicant to withdraw any

previously submitted application without Savor’s

prior consent.

Offering restrictions

No action has been taken to permit a public

offering of the New Shares in any jurisdiction

outside New Zealand and Australia. The distribution

of this document (including an electronic copy) in

a jurisdiction outside New Zealand or 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.

In particular, this Offer Document may not be

distributed to any person, and the New Shares may

not be offered or sold, in any country outside of

New Zealand or Australia or as Savor may otherwise

determine in compliance with applicable laws.

No person may subscribe for, purchase, offer, sell,

distribute or deliver New Shares, or be in possession

of, or distribute to any other person, any offering

material or any documents in connection with the

New Shares, in any jurisdiction unless in compliance

with all applicable laws and regulations. This

document may not be sent into or distributed in the

United States.

No Guarantee

There is no guarantee that the Offer will proceed nor

any guarantees about the future performance of

Savor or any return on any investment made under

this document.

Decision to participate in the Offer

The information in this document does not constitute

financial product advice or a recommendation

to acquire New Shares. This document has been

prepared without taking into account the investment

objectives, financial, or taxation situation or

particular needs of any applicant or investor.

Forward Looking Statements

This document contains certain statements that

relate to the future. Such forward looking statements

are not a guarantee of future performance and

involve known and unknown risks, uncertainties,

assumptions and other factors, many of which are

beyond the control of Savor and which may cause the

actual results, performance or achievements of Savor

to differ materially from those expressed or implied

by such statements.

Under no circumstances should you regard the

inclusion of forward looking statements in this

document as a guarantee of future performance.

The statements, although made in good faith,

involve known and unknown risks, uncertainties

and assumptions, many of which are beyond

Savor’s control.

Privacy

Any personal information provided by Eligible

Shareholders online or on the Acceptance Form will

be held by Savor and/or Link at the addresses set out

in the Directory. This information will be used for the

purposes of administering your investment in Savor

and will be disclosed to third parties only with your

consent or if required by law. Under the Privacy Act

2020 (New Zealand), you have the right to access and

correct any personal information held about you.

Dividend Policy

The directors have adopted a policy that there will

be no dividend payments or other distributions made

for the foreseeable future. Instead, any surplus funds

will be used to fund immediate and future growth

opportunities.

Enquiries

Enquiries about the Offer can be directed to an NZX

Firm or your financial or legal adviser. If you have any

questions about the number of New Shares shown

on the Acceptance Form that accompanies this

document, or how to apply online or to complete the

Acceptance Form, please contact Link.

Times

All references to time in this document are to

New Zealand time.

Defined terms

Capitalised terms used in this Rights Issue have the

specific meaning given to them in the Glossary at the

back of this Offer booklet or in the relevant section

of this Offer booklet.

P 3Savor Limited Rights Issue Offer Document
Letter from the Chairman

19 March 2021

Dear fellow shareholders

Savor rights issue

On behalf of the directors of Savor Limited (previously Moa Group Limited) (Savor), we are pleased to

offer eligible shareholders the opportunity to participate in our underwritten renounceable rights issue

at an issue price of 17.67 cents per share.

On 26 February 2021, Savor sold all of the shares in its brewery business, Moa Brewing Company Limited,

for a price of $1.9m cash (subject to adjustment) in alignment with Savor’s strategy to divest its brewery

operations and expand its hospitality business.

On 10 March 2021, Savor’s wholly owned subsidiary, Amano Group Limited, entered into an agreement to

purchase all of the assets of the Hipgroup Limited restaurants (Amano, Ortolana and The Store) for an

aggregate purchase price of $11m (“the Amano acquisition”). This acquisition is scheduled to take effect

on 8 April 2021, when $7.15m of the purchase price is payable and the issue of $1m of Savor shares to the

Vendor (such shares being subject to transfer restrictions), followed by a $2.85m payment 12 months

after the acquisition. The acquisition is to be funded through a combination of new debt financing of

$7 million and the underwritten rights issue. The rights issue underwriters comprise existing substantial

shareholders and new professional financial investors.

Further details of these developments are available at www.nzx.com/companies/SVR/announcements.

Consequently we are undertaking a capital raising of approximately $6 million for this purpose through

a rights issue of 1 New Share for every 4.3077 Existing Shares held to raise up to $6 million.

The capital will be applied to part settle the Amano acquisition and also to provide additional

funding for the core Savor business, allowing Savor to further pursue its expansion strategy in the

hospitality industry.

The issue price of 17.67 cents per share is a 5% discount to the last traded price on 9 March 2021,

the date prior to announcement of the Amano acquisition, and a 15% discount to the volume weighted

average price of Savor shares traded through NZX of 20.82 cents each in the 5 trading days following

announcement of the Amano acquisition. No assurance can be given on the future price of Savor shares.

The Board encourages you to consider participating in the offer.

Best Regards


Geoff Ross,

Chairman

Savor Limited

P 4Savor Limited Rights Issue Offer Document
The Offer �������������������������������������������� A pro-rata renounceable rights issue of 1 New Share for

every 4.3077 Existing Shares held on the Record Date

Eligible Shareholder �������������������������������� Shareholders with registered addresses in New Zealand

or Australia (or as Savor may otherwise determine in

compliance with applicable laws) on the Record Date

Issue price ������������������������������������������� $0.1767 per New Share

Offer Size �������������������������������������������� The maximum amount to be raised under the Offer is

$6 million

Shares currently on issue �������������������������� 146,271,342 Shares quoted on the NZX Main Board

Maximum number of New Shares being offered 33,955,853 New Shares

When to apply �������������������������������������� Applications must be received by 5.00pm on the Closing

Date (31 March 2021, unless extended).

How to apply ���������������������������������������� Application may be made online at

www.savorshareoffer.co.nz. To complete an online

application, you will be required to enter your CSN/Holder

number and an entitlement number, each as shown on

the Acceptance Form.

Payment for applications made online must be made

by direct debit. Alternatively you may apply using the

enclosed Acceptance Form, together with payment in

New Zealand dollars. Alternatively Eligible Shareholders

due any debt from the Company may offer to set-off

some or all of their subscription obligation against some

or all of the debt due to them by notice in writing to

the C omp any.

While participation in the Offer is optional, if Eligible Shareholders choose not to take up the Offer their

shareholdings will be diluted.

Announcement of the Offer 10 March 2021

Record Date for determining eligibility 5.00pm on 18 March 2021

Opening Date and mailing/emailing of Offer documentation 19 March 2021

Closing Date (last day for online applications, or for receipt

of the Acceptance Form, with payment), unless extended 5.00pm on 31 March 2021

Allotment and issue of New Shares 8 April 2021

Quotation of New Shares 8 April 2021

Statements mailed 8 April 2021

These dates are subject to change and are indicative only. Savor reserves the right to amend this timetable

(including by extending the Closing Date) subject to applicable laws and rules of the NZX Main Board.

Savor reserves the right to withdraw the Offer and issue New Shares at any time before the Issue Date

in its absolute discretion.

Important Dates

Key Terms of the Offer

P 5Savor Limited Rights Issue Offer Document
Terms and Conditions

1 The Offer

The Offer is an offer of New Shares in Savor

to Eligible Shareholders under a pro-rata

renounceable rights issue. Under the Offer,

Eligible Shareholders are entitled to subscribe for 1

New Share for every 4.3077 Existing Shares held on

the Record Date (with any fractional entitlements

rounded up).

The New Shares are of the same class as (and rank

equally with) Savor’s Existing Shares which are

quoted on the NZX Main Board. Savor will take any

necessary steps to ensure that the New Shares

are, immediately after the issue, quoted. The

maximum number of New Shares being offered

under the Offer is 33,955,853.

The Rights will not be quoted on the NZX

Main Board.

2 Issue Price

The Issue Price is $0.1767 per New Share. The

Issue Price must be paid in full on application

online or with a completed Acceptance Form

delivered (either by mail, delivery, email or fax)

to Link in accordance with the instructions set

out in the Acceptance Form. Savor may accept

late Applications and Application Monies, but

has no obligation to do so. Savor may accept or

reject (at its discretion) any online application

or Acceptance Form which it considers is not

completed correctly, and may correct any errors or

omissions on any Acceptance Form.

If an Eligible Shareholder fails to accept any New

Shares and pay the associated Application Monies

by the Closing Date (5.00pm on 31 March 2021,

unless extended), their Rights will lapse.

As required by the Listing Rules, if Savor receives,

before the Closing Date, a renunciation and

an acceptance in respect of the same Right(s),

the renunciation shall be given priority to the

acceptance.

Application monies received will be held in a trust

account with Link until the corresponding New

Shares are allotted or the application monies

are refunded. Interest earned on the application

monies will be for the benefit, and remain the

property, of Savor and will be retained by Savor

whether or not the issue of New Shares takes

place. Any refunds of application monies will be

made within 5 Business Days of the issue of New

Shares (or such earlier date that the decision not

to proceed with the Offer is made).

3 Eligibility

The Offer is only open to Eligible Shareholders,

being those persons with registered addresses

in New Zealand or Australia (or as Savor may

otherwise determine in compliance with applicable

laws), who are registered as Shareholders at the

Record Date.

Savor considers that the legal requirements of

other jurisdictions in which Shareholders have

a registered address are such that it would be

unduly onerous for Savor to make the Offer,

having regard to the low number of such

Shareholders, the number and value of New Shares

such Shareholders would be offered, the financial

resources of Savor and the costs of complying with

overseas legal requirements.

4 Opening and Closing Dates

The Offer will open for receipt of acceptances on

19 March 2021 (the “Opening Date”). The last day

for receipt of applications made online, or by the

Acceptance Form, in each case with payment

(or by an Eligible Shareholder making an offer in

writing to set-off their subscription obligation in

whole or in part against any debt due from the

Company to that Eligible Shareholder) is 5.00pm

on 31 March 2021, unless extended (the “Closing

Date”), subject to Savor varying those dates in

accordance with the NZX Main Board Listing Rules.

5 Issue of New Shares

New Shares are expected to be allotted and issued

on 8 April 2021 (the “Issue Date”).

Statements for New Shares will be issued and

mailed in accordance with the Listing Rules.

6 Terms and Ranking of New Shares

New Shares allotted and issued will be fully paid

and will be the same class as (and rank equally in

all respects with) other Shares on issue that are

quoted on the NZX Main Board on the Issue Date.

They will give the holder the right to one vote on a

resolution at a meeting of shareholders (subject

to any restrictions in Savor’s constitution or the

Listing Rules), the rights to dividends authorised

by the Board and the right to a proportionate

share in any distribution of surplus assets of Savor

on any liquidation.

7 Partial acceptance

If you are an Eligible Shareholder, you are not

required to subscribe for all of the New Shares to

which you would be entitled under the Offer. You

may subscribe for a proportion of your New Shares

or allow your Entitlement to lapse.

8 Minimum amount raised

There is no minimum amount that must be raised

for the Offer to proceed.

P 6Savor Limited Rights Issue Offer Document
Terms and Conditions

9 NZX Main Board Quotation

The New Shares have been accepted for

quotation by NZX and will be quoted upon

completion of allotment procedures. The NZX

Main Board is a licensed market operated by NZX,

which is a licensed market operator regulated

under the FMCA.

10 No Rights trading

The Rights will not be quoted on the NZX Main

Board and accordingly there will be no established

market for Rights. If you wish to sell your rights

privately to a buyer you identify, you should

contact Link (see Directory) to request a Security

Renunciation Form.

11 NZX Listing Rules

The issue of New Shares under the Offer up to is

being undertaken under NZX Listing Rules 4.3.1(a)

(Pro Rata issue) and 4.4.

12 Amendments to the Offer and waiver

of compliance

Notwithstanding any other term or condition of

the Offer and/or the Application Form, Savor may,

at its discretion:

• make non-material modifications to the Offer

on such terms and conditions it thinks fit (in

which event applications for Shares under the

Offer will remain binding on the applicant

notwithstanding such modification and

irrespective of whether an Application Form

was received by the Link before or after such

modification is made); and/or

• suspend or terminate the Offer at any time

prior to the issue of the Shares under the Offer

(including by reviewing the timetable for the

Offer). If the Offer is terminated, application

monies will be refunded to applicants without

interest within 5 business days of termination.

Savor reserves the right to waive compliance with

any provision of these terms and conditions.

Savor will notify NZX of any waiver, amendment,

variation, suspension, withdrawal or termination

of the Offer.

13 Governing Law

These terms and conditions shall be governed by

and construed in accordance with the laws of

New Zealand.

P 7Savor Limited Rights Issue Offer Document
Glossary

ACCEPTANCE FORM

means the entitlement and acceptance

form accompanying this document for

Eligible Shareholders.

BUSINESS DAY

has the meaning given to that term in the

Listing Rules.

CLOSING DATE

means 5.00pm on 31 March 2021 (unless extended

beforehand by notice in writing to NZX).

ELIGIBLE SHAREHOLDER

means a Shareholder of Savor with a registered

address in New Zealand or Australia (or as Savor

may otherwise determine in compliance with

applicable laws), as at the Record Date.

ENTITLEMENT

means the number of Rights to which Eligible

Shareholders are entitled.

EXISTING SHARE

means a fully paid ordinary share in Savor on

issue on the Record Date.

ISSUE DATE

means 8 April 2021.

ISSUE PRICE

means $0.1767 per New Share.

LINK

means Link Market Services Limited.

LISTING RULES

means the NZX listing rules, as amended from time

to time and for so long as Savor is listed by NZX.

SAVOR

means Savor Limited

(New Zealand company number 3979219).

NEW SHARE

means an ordinary share in Savor offered under the

Offer of the same class as (and ranking equally in all

respects with) Savor’s quoted Existing Shares at the

time of the issue of the New Shares.

NZX

means NZX Limited.

NZX MAIN BOARD

means the main board equity security market

operated by NZX.

NZX FIRM

means any entity designated as an NZX Firm under

the Participant Rules of NZX.

OFFER

means the offer to subscribe for New Shares to

Eligible Shareholders as at the Record Date, pursuant

to this document.

OPENING DATE

means 19 March 2021.

RECORD DATE

means 5.00pm on 18 March 2021.

RIGHT

means the renounceable right to subscribe for one

New Share at the Issue Price, issued pursuant to

th e O f f e r.

SHARE

means one ordinary fully paid share in Savor.

SHAREHOLDER

means a registered holder of Shares on issue.

All references to time are to New Zealand time, references to currency are to New Zealand dollars, and any

references to legislation are references to New Zealand legislation unless stated or defined otherwise.

P 8Savor Limited Rights Issue Offer Document
Directory

ENQUIRIES

Enquiries about this Offer should be directed to an

NZX Firm or your financial or legal adviser.

ISSUER

Savor Limited

Registered Office:

Suite 3, Level 1

152 Quay Street, Auckland 1010

New Zealand

Email: contact@savor.co.nz

Website: www.savorgroup.co.nz

DIRECTORS

Geoff Ross, Non-Executive Chairman

Rich Frank, Independent Director

Sheena Henderson, Independent Director

Lucien Law, Executive Director

David Poole, Non-Executive Director

Paul Robinson, Executive Director


If you have any queries about your Entitlements

please contact Link Market Services Limited.

SHARE REGISTRAR

Link Market Services Limited

Level 11, Deloitte Centre

80 Queen Street, Auckland 1010

New Zealand

PO Box 91976

Auckland 1142

New Zealand

Telephone: +64 (9) 375 5998

Email: enquiries@linkmarketservices.com

Website: www.linkmarketservices.co.nz

LAW YERS

Chapman Tripp

Level 34, PwC Centre

15 Customs Street West

Auckland 1010

New Zealand

AMANO INTERIOR

P 9Savor Limited Rights Issue Offer Document
AMANO AMANO BAKERY ORTOLANA THE STORE

Snapshot of Amano Group

"This special bakery and trattoria

housed in a double warehouse by the

wharf in downtown Britomart is a

stand-out in all of New Zealand"

— Broadsheet Review 2021

P 10Savor Limited Rights Issue Offer Document

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.

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