CAPITAL RETURN – FINAL COURT ORDERS RECEIVED
Tower Limited 136 Fanshawe Street, PO Box 90347, Auckland 1142, New Zealand
Freephone: 0800 808 808 Calling from overseas: +64 9 369 2000 tower.co.nz
1 March 2022
Market Information
NZX Limited
Level 1, NZX Centre
11 Cable Street
WELLINGTON
Company Announcements Office
ASX Limited
Exchange Centre
Level 6, 20 Bridge Street
Sydney NSW 2000
AUSTRALIA
Capital Return to Shareholders – Final Court Orders Received
Tower Limited (Tower) has received final orders from the High Court on 1 March 2022, approving the
return of approximately NZ$30.4 million of capital to its shareholders.
On 13 December 2021 Tower announced that it had received initial orders from the High Court to seek
shareholders’ approval for the return of capital and to obtain IRD approval. The return of capital is on
a pro rata basis, by way of a scheme of arrangement under Part 15 of the Companies Act 1993. The
return of capital was approved at a meeting of shareholders on 2 February 2022 with 99.46% of the
votes cast, being cast in favour of the resolution. IRD approval has also been obtained.
The scheme will involve Tower’s shareholders:
• having one (1) share cancelled for every ten (10) shares held (together with all rights attaching
to those shares) on the record date. Fractions of a share will be rounded up or down to the
nearest whole number (with 0.5 rounded down); and
• receiving a cash sum of NZ$0.72 for each share cancelled. Australian registered shareholders
will receive these funds in Australian dollars at an exchange rate approved by Tower on or
about the record date.
Tower Limited 136 Fanshawe Street, PO Box 90347, Auckland 1142, New Zealand
Freephone: 0800 808 808 Calling from overseas: +64 9 369 2000 tower.co.nz
The record date for the scheme is 8 March 2022, with a summary of the key important dates set out
below:
Event Date
Last trading day – Last trading day prior to halt
of trading on NZX and ASX.
4 March 2022
Record Date – Record date for determining
entitlement to participate in the scheme.
8 March 2022
Implementation Date – Shares cancelled. 9 March 2022
Trading resumes – Trading on NZX and ASX
resumes (with ASX trading to be on a deferred
basis for this day under temporary code
TWRDB).
9 March 2022
Payment – Computershare to make payment
and send new shareholding statements (within
10 working days of record date).
By 22 March 2022
Blair Turnbull
Chief Executive Officer
Tower Limited
For media enquiries, please contact in the first instance:
Emily Davies
Head of Corporate Affairs and Reputation
+64 21 815 149
emily.davies@tower.co.nz
---
Template
Corporate Action Notice
(Other than for a Distribution)
Updated as at 17 October 2019
Page 1 of 2
Section 1: issuer information (mandatory)
Name of issuer Tower Limited
Class of Financial Product Ordinary Shares
NZX ticker code TWR
ISIN (If unknown, check on NZX
website)
NZTWRE0011S2
Name of Registry Computershare Investor Services Limited
Type of corporate action
(Please mark with an X in the relevant
box/es)
Share purchase
plan
Renounceable
Rights issue
Capital
reconstruction
X
Non
Renounceable
Rights issue
Call Bonus issue
Record date 08/03/2022
Ex-Date (one business day before the
Record Date)
07/03/2022
Currency NZD/AUD
Section 2: Capital reconstruction (delete if not applicable)
Nature of capital reconstruction
(Please mark with an X in
applicable box)
Financial Product
Split
Financial
Product
Consolidation
Other X Amalgamation
Ratio (for example 1 for 2) New 1 Existing 10
Treatment of fractions Rounded up or down to the nearest whole number (with
0.5 rounded down).
Number of Financial Products to be
issued/ redeemed
42,164,726 ordinary shares are estimated to be cancelled
(to be determined after rounding).
Per Financial Product amount (if
cash reconstruction)
NZ$0.72 for each share cancelled (shareholders with
Australian registered address to be paid NZ$0.72
converted into Australian dollars at the exchange rate
organised by Tower’s share registrar, as approved by
Tower).
Payment date (if cash
reconstruction)
09/03/2022 – 22/03/2022
Allotment date N/A
2 of 2
Section 3: Authority for this announcement (mandatory)
Name of person authorised to make this
announcement
Blair Turnbull
Contact person for this announcement Emily Davies
Contact phone number +64 21 815 149
Contact email address emily.davies@tower.co.nz
Date of release through MAP 01/03/2022
---
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 1
+Rule 3.10.1, 3.20.4, 7.18-7.24A, 15.3, Appendix 7A section 7.
Appendix 3A.3
Notification of
+
security consolidation or split
Information or documents not available now must be given to ASX as soon as available. Information
and documents given to ASX become ASX’s property and may be made public.
Please note that two or more corporate actions on the same
+
security may not run with different record
dates if the timetables result in overlapping (but not identical) ex-periods. It is permissible to run
different corporate actions with the same record date except in the case of consolidations or splits
which cannot run at the same time as any other corporate action for that entity.
If you are an entity incorporated outside Australia, for
+
securities other than CDIs / depository interests,
please obtain and provide an International Securities Identification Number (ISIN) for the class(es) of
+
securities to be created during your corporate action. The ISIN(s) should be advised in the Further
Information section of this form. Further information on this requirement can be found in the Online
Forms section of ASX Online for companies.
*Denotes minimum information required for first lodgement of this form.
**Denotes information that must be provided on or before
+
business day 0 of the relevant Appendix 6A
or Appendix 7A timetable.
The balance of the information, where applicable, must be provided as soon as reasonably practicable
by the entity.
Part 1 – Entity and announcement details
Question
No.
Question Answer
1.1 *Name of entity TOWER LIMITED
1.2 *Registration type and number
One of ABN/ARSN/ARBN/ACN or other registration
type and number (if “other” please specify what type of
registration number has been provided).
ARBN 645941028
1.3 *ASX issuer code TWR
1.4 *The announcement is
Tick whichever is applicable.
New announcement
Update/amendment to previous
announcement
Cancellation of previous announcement
1.4a *Reason for update
Mandatory only if “Update” ticked in Q1.4 above. A
reason must be provided for an update.
N/A
1.4b *Date of previous announcement to this
update
Mandatory only if “Update” ticked in Q1.4 above.
N/A
1.4c *Reason for cancellation
Mandatory only if “Cancellation” ticked in Q1.4 above.
N/A
1.4d
*Date of previous announcement to this
cancellation
Mandatory only if “Cancellation” ticked in Q1.4 above.
N/A
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 2
1.5 *Date of this announcement
The date of lodgement of the form by the entity via
ASX Online.
1/3/2022
1.6 *Applicable ASX
+
security code(s) and
description(s) for consolidation or split
Please confirm the entity’s
+
securities (quoted and
unquoted) which will be affected by the consolidation
or split. Please note Listing Rule 7.21 in respect of
+
convertible
+
securities, Listing Rules 7.22.1 and
7.22.2 in respect of options and Listing Rule 7.24 in
respect of partly paid
+
securities.
ASX
+
security code: TWR
+
Security description: ORDINARY FULLY
PAID FOREIGN EXEMPT NZX
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 3
Part 2 – Approvals
Question
No.
Question Answer
2.1 *Are any of the below approvals required
for the consolidation or split before
business day 0 of the timetable?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval;
• Another approval/condition external to
the entity required to be given/met
before business day 0 of the timetable
for the consolidation or split.
If any of the above approvals apply to the
consolidation or split before business day 0 of the
timetable, please answer ‘yes’ and provide details at
Q2.2. If “no” go to Part 3.
The purpose of the question is to confirm that
relevant approvals are received prior to ASX
establishing an ex market in the
+
securities. If the
entity wishes to disclose approvals or conditions
which are to be resolved at a later date it should use
Part 6 “Further information”.
Y
2.2 Approvals
Select appropriate approval from drop down box as applicable. More than one approval can be selected. This
question refers only to events which take place before business day 0 of the timetable. The purpose of the
question is to confirm that relevant approvals are received prior to ASX establishing an ex market in the
+
securities. The “Date for determination” is the date that you expect to know if the approval is given for example
the date of the
+
security holder meeting in the case of
+
security holder approval or the date of the court hearing in
the case of court approval. If the entity wishes to disclose approvals or conditions which are to be resolved at a
later date it should use Part 6 “Further information”.
*Approval/condition *Date for
determination
*Is the date
estimated or
actual?
**Approval
received/condition
met?
Only answer this
question when you
know the outcome of
the approval – please
advise on or before
+
business day 0 of the
relevant Appendix 6A or
Appendix 7A timetable.
Comments
+
Security holder
approval
2/2/2022
Estimated OR
Actual
Yes
No
Court approval N/A
Estimated OR
Actual
Yes
No
Lodgement of court
order with
+
ASIC
N/A
Estimated OR
Actual
Yes
No
ACCC approval
N/A
Estimated OR
Actual
Yes
No
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 4
FIRB approval
N/A
Estimated OR
Actual
Yes
No
Other (please specify
in comment section)
1/2/2022
Estimated OR
Actual
Yes
No
New Zealand
Inland Revenue
approval
Other (please specify
in comment section)
1/3/2022
Estimated OR
Actual
Yes
No
New Zealand High
Court approval
Amended 29/06/15
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 5
Part 3 – Consolidation or split timetable and details
Question
No.
Question Answer
3.1 *
+
Record date
Per Appendix 7A, section 7 the +record date is
+
business day 3 in the timetable. This is three
+
business days after the effective date (Q3.2). This is
the last day for the entity to register transfers on a pre
consolidation or split basis and the date on which the
register is closed to determine the register for the
consolidation or split of
+
securities.
The
+
record date must be at least four
+
business days
from the current date. Please note that the
+
record
date and the date that trading in the post
consolidation or split +securities commences on a
deferred settlement basis (Q3.4) cannot be changed
(even to postpone it or cancel it) any later than 12
noon Sydney time on the previously advised last day
for trading in pre consolidation or split +securities
(Q3.3).
8/3/2022
3.2 Date of
+
security holder meeting
Same date as provided in Q2.2.
2/2/2022
3.2a Effective date of consolidation or split
Per Appendix 7A, section 7 the effective date is
+business day 0 in the timetable and is 3 +business
days before the +record date. This date can be the
date of the security holder meeting to pass the
necessary resolution to approve the consolidation or
split, or a later date specified in the resolution.
2/2/2022
3.3
*Last day for trading in pre consolidation or
split
+
securities
Per Appendix 7A, section 7 this is
+
business day 1 in
the timetable and the
+
business day after the effective
date. –
4/3/2022
3.4 *Trading in the post consolidation or split
+
securities commences on a deferred
settlement basis.
If agreed by ASX, trading in the post consolidation or
split securities commences on a deferred settlement
basis on this day. If the entity’s +securities are
suspended from trading during this period there will
be no +deferred settlement trading however ASX still
captures this date.
Per Appendix 7A, section 7 this is +business day 2 in
the timetable and the second
+
business day after the
effective date.
Please note that the
+
record date and the date that
trading in the post consolidation or split +securities
commences on a deferred settlement basis cannot be
changed (even to postpone it or cancel it) any later
than 12 noon Sydney time on the previously advised
last day for trading in pre consolidation or split
+securities (Q3.3).
7/3/2022
3.5
+
Record date
Same as Q3.1 above.
8/3/2022
3.6 First day for entity to update its register
and to send holding statements to
9/3/2022
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 6
+
security holders reflecting the change in
the number of
+
securities they hold.
Per Appendix 7A, section 7 this is +business day 4 in
the timetable, and the +business day after the
+
record
date.
3.7 Last day for entity to update its register
and send holding statements to
+
security
holders reflecting the change in the
number of
+
securities they hold and to
notify ASX that this has occurred. (+Issue
Date)
Per Appendix 7A, section 7 this is the day that the
deferred settlement market ends. This is
+
business
day 8 in the timetable and five
+
business days after
the
+
record date.
Please note that the
+
issue date cannot be changed
(even to postpone it) any later than 12 noon Sydney
time on the previous
+
issue date advised.
9/3/2022
3.8 Trading starts on a normal T+2 basis
Per Appendix 7A, section 7 this is
+
business day 9 in
the timetable. This date is six
+
business days after the
+
record date and is the
+
business day after the
+
issue
date. .
10/3/2022
3.9 First settlement of trades conducted on a
deferred settlement basis and on a normal
T+2 basis
Per Appendix 7A, section 7 this is
+
business day 11 in
the timetable. This date is eight
+
business days after
the
+
record date and two
+
business days after T+2
trading starts.
14/3/2022
Amended 07/03/16, Amended 01/12/19
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 7
Part 4 – Event type and details
Question
No.
Question Answer
4.1 *The event is
Please select one. If “consolidation” please answer
Q4.1a, if “split” please answer Q4.1b.
+
Security consolidation
+
Security split
4.1a *Consolidation ratio
Ratios may only be expressed as whole numbers.
Fractional ratios will need to be multiplied up to a
whole number (for example 1:1.5 should be expressed
as 2:3). Where you consolidate five
+
securities into
one
+
security, the answer above is 5.00 (pre-
consolidation)
+
securities will be consolidated into 1.00
(post-consolidation)
+
security. To consolidate three
+
securities into two
+
securities, the answer above is
3.00 (pre-consolidation)
+
securities will be consolidated
into 2.00 (post-consolidation)
+
securities.
ALL: Please note that the ratio (multiplier or divisor)
cannot be changed any later than 12 noon Sydney
time on the day before the previously advised date in
Q3.4.
the
+
securities will be consolidated on the
basis that
every
10 (pre-consolidation)
+
securities will be
consolidated into
9 (post-consolidation)
+
security (/ies)
4.1b *Split ratio
Ratios may only be expressed as whole numbers.
Fractional ratios will need to be multiplied up to a
whole number (for example 1:1.5 should be expressed
as 2:3). Where you split each
+
security into five, the
answer above is every 1.00 (pre-split)
+
security will be
divided into 5.00 (post-split)
+
securities. To divide each
two
+
securities into three
+
securities the answer is 2.00
(pre-split)
+
securities will be divided into 3.00 (post-
split)
+
securities.
ALL: Please note that the ratio (multiplier or divisor)
cannot be changed any later than 12 noon Sydney
time on the day before the previously advised date in
Q3.4.
the
+
securities will be split on the basis that
every
__________ (pre-split)
+
securities will be
divided into
__________ (post-split)
+
securities.
4.2 *Scrip fraction rounding:
Please select the appropriate description regarding
how fractions will be handled. If you do not have a
rounding policy please choose “Fractions rounded
down to the nearest whole number or fractions
disregarded”.
Fractions rounded up to the next whole
number
Fractions rounded down to the nearest
whole number or fractions disregarded
Fractions sold and proceeds
distributed
Fractions of 0.5 and over rounded up
Fractions over 0.5 rounded up
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 8
Part 5 –
+
Securities on issue before and after consolidation or split
A change to the terms or price of
+
convertible securities should be advised in Part 6 – “Further information”.
Question
No.
Question Answer
5.1 *
+
Securities on issue before and after the consolidation or split
Please confirm the number of the entity’s
+
securities on issue before and after the consolidation or split. Please
note Listing Rule 7.21 in respect of
+
convertible securities, Listing Rules 7.22.1, 7.22.2 in respect of options and
Listing Rule 7.24 in respect of partly paid
+
securities. If an estimate is provided please provide the actual
amounts as soon as reasonably practicable and no later than the
+
issue date.
ASX
+
security
code
ASX
+
security
description
Quoted/
unquoted
Number on issue
pre consolidation
or split
Number on issue
post
consolidation or
split
Estimate/
Actual
TWR ORDINARY
FULLY PAID
FOREIGN
EXEMPT NZX
Quoted 421,647,258 379,482,532 Estimated
5.2 *Exercise price of options
Please confirm the exercise price of options on issue before and after the consolidation or split. Please note
Listing Rule 7.21 in respect of
+
convertible securities, and Listing Rules 7.22.1, 7.22.2 in respect of options.
ASX
+
security
code
ASX
+
security
description
Quoted/
unquoted
Currency Exercise price
pre
consolidation or
split
Exercise price post
consolidation or split
5.3 *Partly paid
+
securities affected by the consolidation or split
Please confirm the effect of the consolidation or split on “paid to” and “unpaid” amounts for partly paid
+
securities
on issue before and after the consolidation or split. Please note Listing Rule 7.21 in respect of
+
convertible
securities and Listing Rule 7.24 in respect of partly paid
+
securities. If there is more than one
+
security please
include the additional
+
securities.
ASX
+
security
code
ASX
+
security
description
Quoted/
unquoted
Currency Paid up
amount pre
consolidatio
n or split
Paid up
amount post
consolidatio
n or split
Unpaid
amount pre
consolidatio
n or split
Unpaid
amount post
consolidation
or split
This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 9
Part 6 – Further Information
Question
No.
Question Answer
6.1 Further information relating to the
consolidation or split
Please provide any further information relating to this
event.
N/A
Introduced 22/09/14; amended 29/06/15; amended 07/03/16; amended 01/12/19
---
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 1
+Rule 3.10.1, 3.20.4, 7.18-7.24, 15.3, Appendix 7A section 8
Appendix 3A.4
Notification of cash return of capital
Information or documents not available now must be given to ASX as soon as available. Information
and documents given to ASX become ASX’s property and may be made public.
Please note that two or more corporate actions on the same
+
security may not run with different record
dates if the timetables result in overlapping (but not identical) ex-periods. It is permissible to run
different corporate actions with the same record date except in the case of consolidations or splits
which cannot run at the same time as any other corporate action for that entity.
*Denotes minimum information required for first lodgement of this form.
**Denotes information that must be provided on or before
+
business day 0 of the relevant Appendix 6A
or Appendix 7A timetable.
The balance of the information, where applicable, must be provided as soon as reasonably practicable
by the entity.
If a cash special dividend is paid at the same time as the return of capital the entity must also lodge
Appendix 3A.1 – notification of dividend / distribution.
Part 1 – Entity and announcement details
Question
no
Question Answer
1.1 *Name of entity TOWER LIMITED
1.2 *Registration type and number
One of ABN/ARSN/ARBN/ACN or other registration
type and number (if “other” please specify what type
of registration number has been provided).
ARBN 645941028
1.3 *ASX issuer code TWR
1.4 *The announcement is
Tick whichever is applicable.
New announcement
Update/amendment to previous
announcement
Cancellation of previous announcement
1.4a *Reason for update
Mandatory only if “Update” ticked in Q1.4 above. A
reason must be provided for an update.
N/A
1.4b *Date of previous announcement to this
update
Mandatory only if “Update” ticked in Q1.4 above.
N/A
1.4c
*Reason for cancellation
Mandatory only if “Cancellation” ticked in Q1.4 above.
If information has previously been provided in Part 3D
of the form “Preference
+
security distribution rate
details” please also confirm whether the rate changes
remain in place for the
+
security or are also cancelled.
N/A
1.4d
*Date of previous announcement to this
cancellation
Mandatory only if “Cancellation” ticked in Q1.4 above.
N/A
1.5 *Date of this announcement 1/3/2022
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 2
The date of lodgement of the form by the entity via
ASX Online.
1.6
*Applicable ASX
+
security code and
description for cash return of capital
Please select the
+
security to which the notification
applies. Only one
+
security can be selected for each
form. Consequent changes to option pricing are
covered in later parts of this form.
ASX
+
security code: TWR
+
Security description: ORDINARY FULLY
PAID FOREIGN EXEMPT NZX
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 3
Part 2 – Approvals
Question
No.
Question Answer
2.1 *Are any of the below approvals required
for the cash return of capital before
business day 0 of the timetable?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval;
• Another approval/condition external to
the entity required to be given/met
before business day 0 of the timetable
for the cash return of capital.
If any of the above approvals apply to the cash return
of capital before business day 0 of the timetable,
please answer ‘yes’ and provide details at Q2.1a. If
“no” go to Q2.2.
The purpose of the question is to confirm that relevant
approvals are received prior to ASX establishing an
ex market in the
+
securities. If the entity wishes to
disclose approvals or conditions which are to be
resolved at a later date it should use Part 5 “Further
information”.
Y
2.1a Approvals
Select appropriate approval from drop down box as applicable. More than one approval can be selected. This
question refers only to events which take place before business day 0 of the timetable. The purpose of the
question is to confirm that relevant approvals are received prior to ASX establishing an ex market in the
+
securities. The “Date for determination” is the date that you expect to know if the approval is given for example
the date of the
+
security holder meeting in the case of
+
security holder approval or the date of the court hearing
in the case of court approval. If the entity wishes to disclose approvals or conditions which are to be resolved at
a later date it should use Part 5 “Further information”. Please note that Listing Rules 7.19.1-7.19.3 set time
limits for the notification of court approval, the proposed date for lodgement of court order with a regulatory
authority and confirmation that the court order has been lodged with the regulatory authority.
*Approval/
condition
*Date for
determination
*Is the date
estimated or
actual?
**Approval
received/
condition
met?
Only answer this
question when
you know the
outcome of the
approval –
please advise
on or before
+
business day 0
of the relevant
Appendix 6A or
Appendix 7A
timetable.
Comments
+
Security holder
approval
2/2/2022 Estimated
OR
Actual
Yes
No
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 4
Court approval
N/A Estimated
OR
Actual
Yes
No
Lodgement of
court order with
+
ASIC
N/A Estimated
OR
Actual
Yes
No
ACCC approval
N/A Estimated
OR
Actual
Yes
No
FIRB approval
N/A Estimated
OR
Actual
Yes
No
Other (please
specify in
comment section)
1/2/2022 Estimated
OR
Actual
Yes
No
New Zealand Inland
Revenue approval
Other (please
specify in
comment section)
1/3/2022 Estimated
OR
Actual
Yes
No
New Zealand High Court
approval
2.2 *Is the cash return of capital a selective
reduction of capital
If “yes” please answer Q2.2a and 2.2b, if “no” go to
Part 3.
N
2.2a *Date of lodgement of
+
security holder
resolution approving the cash return of
capital with
+
ASIC
Please provide the estimated or actual date of
lodgement of
+
security holder resolution approving the
cash return of capital with
+
ASIC. If estimated date is
provided please provide the actual date by way of an
update to this form when the resolution has been
lodged with
+
ASIC.
N/A
2.2b *Date that is fourteen days after date of
lodgement of
+
security holder resolution
approving the capital return with
+
ASIC
N/A
Amended 29/06/15
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 5
Part 3 – cash return of capital timetable and details
Question
No.
Question Answer
3.1 *
+
Record date
Per Appendix 7A, section 8 the +record date is
+
business day 3 in the timetable. This is three
+business days after the effective date (Q3.1a).
This is the last day for the entity to register transfers
on a pre return of capital basis and the date on which
the register is closed to determine entitlements to the
cash return of capital.
The
+
record date must be at least four
+
business days
from the current date.
Please note that the +record date and the date that
trading in the re-organised +securities on an “ex
return of capital” basis commences (Q3.3) cannot be
changed (even to postpone it or cancel it) any later
than 12 noon Sydney time on the day before the
previously advised date that trading in the re-
organised +securities on an “ex return of capital”
basis commences (Q3.3)..
8/3/2022
3.1a Effective date of the cash return of capital
Per Appendix 7A, section 8 the effective date is
+business day 0 in the timetable and is 3 +business
days before the +record date.
In the case of an equal reduction, this is the day after
the resolution approving the cash return of capital and
in the case of a selective reduction, 14 days after the
date of lodgement of a copy of the resolution
approving the cash return of capital with ASIC under
section 256C(3) of the Corporations Act.
2/2/2022
3.2 *Does the entity have quoted options on
issue
If the answer is Yes, answer 3.4a, 3.5a & b
N
3.2a
Last day for trading in “cum return of
capital” +securities. If the entity has quoted
options, last day for trading in pre-return of
capital quoted options.
Per Appendix 7A, section 8 this is +business day 1 in
the timetable and one +business day after the
effective date.
The last day for trading in pre return of capital quoted
options only applies if the entity has quoted options in
which case the exercise price will change and new
holding statements will be issued to option holders.
N/A
3.3 *Trading in the re-organised
+
securities on
an “ex return of capital” basis commences.
If the entity has quoted options and ASX
agrees, trading in the quoted options
commences on a
+
deferred settlement
basis.
If the entity’s +securities are suspended from trading
during this period there will be no +deferred
settlement trading however ASX still captures this
date.
Per Appendix 7A, section 8 this is +business day 2 in
the timetable and the second
+
business day after the
effective date.
7/3/2022
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 6
Please note that the
+
record date and the date that
trading in the re-organised +securities on an “ex
return of capital” basis commences cannot be
changed (even to postpone it or cancel it) any later
than 12 noon Sydney time on the day before the
previously advised last day for trading in “cum return
of capital” +securities (Q3.2a).
3.4
+
Record date
Same as Q3.1 above.
8/3/2022
3.4a
If the entity has quoted options, first day for
the
+
entity to send holding statements to
+
security holders notifying them of the
change in exercise price for the quoted
options they hold.
This date only applies if the entity has quoted options.
Per Appendix 7A, section 8 this is +business day 4 in
the timetable and one
+
business day after the record
date.
N/A
3.5 * Payment date for cash return of capital.
If applicable and the
+
entity has quoted
options,
+
deferred settlement market in
options ends. Last day for entity to send
holding statements to
+
security holders
notifying them of the change in exercise
price for the quoted options they hold and
to notify ASX that this has occurred.
Per Appendix 7A, section 8 this is +business day 8 in
the timetable and five
+
business days after the
+
record date.
Please note that the payment date cannot be
changed (even to postpone it or cancel it) any later
than 12 noon Sydney time on the day of the previous
payment date advised.
By 22/3/2022
3.5a If the entity has quoted options, trading in
the options starts on a normal T+2 basis
Per Appendix 7A, section 8 this is
+
business day 9 in
the timetable. This date is six
+
business days after the
+
record date and is the
+
business day after the
payment date.
N/A
3.5b If the entity has quoted options, first
settlement of trades conducted on a
+
deferred settlement basis and on a normal
T+2 basis
Per Appendix 7A, section 8 this is
+
business day 11 in
the timetable. This date is eight
+
business days after
the
+
record date and two
+
business days after T+2
trading starts.
N/A
3.6 *Currency in which the cash return of
capital is made
This currency will be the currency in which all other
fields relating to the return of capital will appear. This
is referred to as the “primary currency”.
NZD – New Zealand Dollar
3.7 *Cash return of capital amount per
+
security
Please provide the amount of the cash return of
capital in the primary currency. If the currency is not
AUD please answer 3.7a – 3.7c.
NZD 0.72000000
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 7
3.7a AUD equivalent return of capital amount
per
+
security (in primary currency)
Only for non-AUD returns of capital.
ASX publishes an AUD equivalent amount for non-
AUD returns of capital. If this amount is not provided
by the entity it is calculated and published using the
RBA rate of exchange on the day before the effective-
date. The entity should only populate this field if an
actual amount is known. If amount not known please
answer 3.7b. If known go to 3.7c.
Unknown
3.7b If AUD equivalent not known, date for
information to be released
9/3/2022
3.7c FX rate (in format AUD 1.00 / Primary
currency rate)
N/A
Amended 07/03/16; Amended 01/12/19
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 8
Part 4 – Changes to option pricing as a result of the cash return of capital
Question
No.
Question Answer
4.1 *Will the cash return of capital affect
the exercise price of any entity-
issued options
If “yes”, please answer Q4.1a, if “no” go to
Part 5.
N
4.1a *Exercise price of options
Please confirm the exercise price of options on issue before and after the cash return of capital. Please provide
the amount in the primary currency in dollars (or equivalent denomination for foreign currency). Listing Rule
7.22.3 governs the change in exercise price of options in a cash return of capital. If there is more than one
+
security please include the additional
+
securities.
ASX
+
security
code
ASX
+
security
description
Quoted/
unquoted
Currency
Exercise price
before cash
return of capital
Exercise price after
cash return of capital
This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 9
Part 5 – Further Information
Question
No.
Question Answer
5.1 *Has the entity applied for an ATO class
ruling relating to this cash return of capital?
If “yes” please answer Q5.1a, if “no” go to 5.2. If the
ATO ruling is a condition of the event proceeding
please include it at Q2.1 and 2.1a – Conditions.
Y
5.1a *Please provide further information on the
ATO ruling
If the ATO ruling is a condition of the event
proceeding please include it at item 2.1 and 2.1a -
Conditions.
The ATO Ruling has been applied for and is
currently in the process of being considered
by the ATO. A market announcement will be
issued when the ATO concludes its
consideration of the application.
5.2 Source of funds for cash return of capital
Cash on hand
5.3
Further information relating to this cash
return of capital
Please provide any further information relating to this
cash return of capital.
N/A
Introduced 22/09/14, Amended 29/06/15; Amended 07/03/16; Amended 01/12/19
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