BIF Offer Documents on Initial Quotation

Booster
Innovation
Fund
Product Disclosure Statement
Offer of units in the Booster Innovation Fund
of the Booster Innovation Scheme
Issuer: Booster Investment Management Limited
This document replaces the Product Disclosure Statement dated 28 January 2022.
This document gives you important information about this investment to help you decide whether you want to invest. There is other
useful information about this offer on www.disclose-register.companiesoffice.govt.nz. Booster Investment Management Limited
has prepared this document in accordance with the Financial Markets Conduct Act 2013. You can also seek advice from a financial
advice provider to help you to make an investment decision.
23 February 2022

Booster Innovation Fund2
1. Key information summary
What is this?
This is an offer of units in the Booster Innovation Fund
(Fund) of the Booster Innovation Scheme (Scheme).
Your money will be pooled with other investors’ money
and invested. Booster Investment Management Limited
(Booster, we, our or us) invests the money in assets, such
as unlisted shares in early-stage companies (directly or
indirectly), and takes fees.
The assets and fees are described in this document. By
investing in the Fund, you are relying on the investment
decisions of Booster and returns from the assets that the
Fund invests in. There is a risk that you may lose some or all
of the money you invest.
Who manages this Scheme?
We, Booster Investment Management Limited, are the
manager of the Scheme. The Fund is currently the only
investment option in the Scheme.
You’ll learn more about us in Section 9 – About Booster and
others involved in the Fund.
What are you investing in?
The Fund is a managed investment scheme established
to invest in a portfolio of early-stage companies founded
on intellectual property originated or developed in New
Zealand that are selected on the basis that they have the
potential to become commercially successful globally. From
2 March 2022, the Fund will be listed on the NZX Main
Board (with the code BIF). All references to buying and
selling through the NZX will take effect from 2 March 2022.
Early-stage company investing is generally considered
the riskiest type of equity investing because many more
early-stage companies fail than mature companies. It can
take many years before a company becomes successful,
and most externally funded companies have years of
unprofitable activity before they reach the point of making
money. Early-stage company investing requires patience.
However, those companies that do succeed tend to greatly
reward their investors through high returns. Because the
Fund holds investments in a number of companies as part
of a portfolio, it is to be expected that some companies will
gain in value while others will lose some or all of their value.
Despite the benefit of this portfolio approach, significant
investment losses can occur. If you are unsure whether this
investment is suitable for you or how much to invest, we
recommend you seek professional advice.
This is a continuous offer meaning the Fund will accept
applications from investors on an ongoing basis, though
these applications will generally only be processed by
us monthly. Money raised from investors will be used to
acquire an interest in additional early-stage companies or
make follow-on investments in existing companies that are
seeking expansion capital.
Investment Objective - the Fund aims to provide investors
with an exposure to a diversified portfolio of early-stage
companies founded on intellectual property originated or
developed in New Zealand.
Investment Strategy - the Fund will seek to invest in a
diversified portfolio of investments in conjunction with
a range of other specialist investors, across a range of
different business sectors and stages of development
to optimise the expected returns from early-stage
investments.
As at the date of this document the Fund invests in a
specialised portfolio of 18 early-stage companies, either
directly or through its interest in NZ Innovation Booster
Limited Partnership (NZIB). NZIB is a partnership between
Booster Financial Services Limited (our parent company),
Victoria Link Limited (Wellington UniVentures) and
Otago Innovation Limited (OIL) which are the technology
commercialisation arms of Victoria University of Wellington
and University of Otago respectively. The portfolio includes
companies ranging in their stage of development, industry
sectors and innovation types. It includes:
• companies developing diagnostic, screening or other
medical solutions to improve patient outcomes,
• companies developing advanced surface coatings and
other materials,
• companies developing therapies or drug delivery
technologies to treat life threatening or debilitating
disease,
• companies developing software solutions to improve
user outcomes,
• companies developing energy technologies to improve
energy storage,
• a company developing reusable building materials to
reduce environmental impact,
• a company developing agri-tech solutions to improve
crop production and yield, and
• a drug detection company to improve animal welfare.
See Section 2 - What the Booster Innovation Fund invests in
for an overview of each of the companies currently invested
in.
The Fund is not permitted to borrow, either directly or via
its underlying funds.

Booster Innovation Fund3
ProductUnits in the Booster Innovation Fund.
How you investYou can invest in the Fund by completing and submitting an application form to us or through your
financial adviser.
Alternatively, you can purchase units on market at the quoted price through an NZX participant
(such as a broker) or by arrangement through us.
Unit PriceIf units are purchased directly from the Fund, the price for the units will be the Unit Price applicable
for the day on which your investment money is processed (generally the first business day of the
month). The Unit Price is the net asset value of the Fund (being the value of all assets less the value
of all liabilities) divided by the number of units on issue. There is no fixed price for the units and no
fixed or indicative range within which that price may be fixed.
If you buy or sell units on the NZX Main Board, the price you pay may be higher or lower than the
Fund’s published Unit Price.
How much you
can invest
The minimum initial investment in the Fund is $1,000. While you’re not required to make any further
investments, you can invest more by making additional investments (minimum $500).
For trading on the NZX, your broker will be able to advise on the minimum parcel size.
While the amount you invest is up to you, we may refuse to accept, or may reduce, your initial or
additional investment in the Fund to ensure the Fund does not hold excessive levels of cash.
Offer dates and
NZX Quotation
The Fund was first registered on 11 November 2021 and will be first quoted on the NZX Main Board
on 2 March 2022. As a continuous offer, there is no close date for this offer, though this Product
Disclosure Statement may be updated from time to time.
For further details on the terms of this offer, see Section 3 – Terms of the Offer.
Key terms of the offer
How can you get your money out?
From 2 March 2022, units in the Fund are quoted on the
NZX Main Board. This means you may be able to sell your
investments on the NZX if there are interested buyers.
The amount you get may be less than the amount that you
invested.
The Fund will also aim to make a limited amount of cash
available for withdrawals on a quarterly basis. However,
due to the limited cash available for withdrawals and
uncertain demand for withdrawals by other investors, you
should regard an investment in this Fund as not readily
redeemable when making your investment decision and the
Fund has no fixed date on which you may get your money
back. Refer to Section 3 – Terms of the Offer for further
details on withdrawals. It is recommended that you only
invest money that you do not expect to need access to for
a number of years. A 10% withdrawal charge applies to
amounts withdrawn through this arrangement.
In the event of a sale of an investment by the Fund (or by an
underlying fund and where the proceeds of the sale have
been distributed to the Fund), we may, at our discretion,
make some or all of the proceeds available for withdrawal
from the Fund. While infrequent and unpredictable, this
may provide an opportunity for investors to redeem some of
their units at the Fund’s Unit Price.
All withdrawals are processed at the Unit Price applicable
on the day of withdrawal. The Unit Price is calculated as
described in the table above.
Key drivers of returns
The key drivers of returns on your investment in the Fund
are:
Success of the investee business. An early-stage business
is a high-risk investment. Many early-stage businesses fail
to achieve their objectives or to reach profitability. Key
drivers of a successful early-stage business are typically:
• Success in proving the effectiveness of their
technology and product market fit;
• Success in establishing a strong customer base;
• Degree of protection of the intellectual property from
imitation; and
• A strong senior team.
In order to improve expected investment outcomes,
we utilise a partnership or co-investing model, where
investments are made, directly or indirectly, in conjunction
with other investors who have relevant experience and
expertise in investing in early-stage businesses.
Access to diversity of investment opportunities.
The spreading of investment risk through diversification is
a critical element of successful investing in a portfolio of
early-stage businesses. Capital contributions from new and
existing investors are required to provide the Fund with the
capital necessary to enable it to expand from its current
investment portfolio of 18 investments to a broader portfolio
of more than 40 investments. We have extensive networks
within New Zealand across universities, the public and
private sectors to enable the Fund to have access to a good
flow of investment opportunities to achieve a broad range
of investments within its portfolio.

Booster Innovation Fund4
Key risks of this investment
Investments in managed investment schemes are risky.
You should consider whether the degree of uncertainty
about the Fund’s future performance and returns is suitable
for you. The price of the Fund’s units should reflect the
potential returns and the particular risks of these units.
We consider that the most significant risk factors that could
affect the value of the Fund’s units are:
A business fails to successfully commercialise its
intellectual property. This is the risk that an early-stage
company in which the Fund has invested does not meet
expectations, resulting in a low investment return or total
loss of capital invested, which may reduce the return of the
Fund’s portfolio overall.
Higher volatility of returns than traditional equity
investments. Due to the high risk of early-stage businesses,
their value can fluctuate widely over short timeframes,
depending on the progress they make against their business
plans, the confidence of their shareholders in the likelihood
of their success, and the willingness of existing and
potential investors to contribute more capital to continue to
support the business. This means the value of investments
may go up and down faster and further in comparison to
investing in many other investment classes (including listed
equities).
Liquidity and withdrawal risk. This is the risk that, due to
the Fund facilitating limited and infrequent withdrawals,
an investor is unable to sell their investment at a time that
suits them or that when seeking to sell through the NZX
they are unable to find a buyer, or that the NZX quoted
price of the units is lower than the Unit Price, or in certain
circumstances, trading of the Fund’s units on the NZX is
suspended. This may affect the timing or value obtained by
an investor wishing to sell their investment.
Concentration of investments. This is the risk that the
value of the Fund’s investment returns do not meet the
long run expectations of a well diversified portfolio of
early-stage investments due to the investments being
concentrated in particular sectors, or concentrated in a
particular stage of business development, or by holding a
relatively small number of investments. Currently the Fund’s
investments are concentrated in a small number (18) of
investments, with many in different areas of the healthcare
and medical sector. As a result, the returns of the Fund may
be more volatile until the Fund grows and a more diversified
portfolio (indicatively more than 40) is achieved.
Valuation uncertainty. This is the risk that the fair value of
each of the investments is inherently uncertain due to the
subjective nature of valuations, meaning our assessment of
the fair value of the investments (reflected by the Unit Price)
may be different to other assessments of the fair value of
the Fund’s investments and may impact an investor’s ability
to buy or sell units at their own assessment of the fair value.
Capital contributions are insufficient to achieve
diversification. This is the risk that the Fund does not raise
sufficient capital to allow it to obtain a diverse portfolio of
investments within a reasonable timeframe.
This summary does not cover all of the risks. You should
also read Section 6 – Risks to returns from the Booster
Innovation Fund.
Booster Innovation Fund’s financial information
The relevant historical financial information at the date of this document relates to the period from 1 April 2021 to
31 December 2021.
Statement of Financial
Performance of the Fund
For the period 1 Apr
to 31 Dec 2021
$'000
Investment income 886
Fees and expenses (9)
Net income before tax 877
Statement of Financial
Position of the Fund
As at 31 Dec 2021
$’000
Cash 20
Investments held at fair value
1
5,859
Other Payables (9)
Net assets5,870
1
These investments were all purchased in the current financial reporting period, and are presented at their fair value at 31 December 2021. An independent
valuation has not been obtained in respect of these investments, as we (in conjunction with our co-investment partners) consider we have sufficient
information to assess their value. See Section 4 - How the Booster Innovation Fund works for more details of the valuation of investments.
For a summary of the Fund’s investment exposures as at 18 February 2022, see Section 2 – What the Booster Innovation Fund invests in.
Performance-based fee only, with low fixed costs.
Investing in early-stage companies is traditionally expensive
and often associated with high fixed fees and costs, which
can quickly erode the value of a fund that is not consistently
delivering high investment returns. In this Fund, we
only charge a performance-based fee on returns above
a hurdle return. This aligns the interests of the manager
and the investor and means we may earn high fees for
high performance, but will earn no fees for investment
performance below 10% per annum. See Section 7 – What
are the Fees? For further details.
Portion of the capital of the Fund deployed. As a
continuous issuer, the Fund anticipates it will issue new
units on a monthly basis and may undertake specific capital
raising activities. The extent to which suitable investment
opportunities are found will impact the level of uninvested
cash, which will have an effect on the Fund’s return because
the cash is not committed to an investment. We monitor
the level of cash held by the Fund to ensure that, so far as
practicable, it is appropriate for the level of future expected
investment opportunities.
Further information about the key drivers of returns for the
Fund and the key strategies and plans we take in respect
of those drivers is provided in Section 2 – What the Booster
Innovation Fund invests in under the heading ‘Future
Performance of the Fund’.

Booster Innovation Fund5
How will your investment be taxed?
From 2 March 2022, the Fund will be a Listed PIE. The amount of tax that the Fund pays is calculated at the rate of 28% on
its taxable income, which includes interest, dividends, and deemed dividends for foreign investments, but excludes capital
gains it makes on the sale of its share interests.
See Section 8 – Tax for more information.
What fees will you pay?
The table below summarises the fees and expenses that you will be charged to invest in this Fund. Further information about
fees is set out in Section 7 – What are the fees?
A summary of the fees and expenses and the basis on which they are charged is:
2
Goods and Services tax (GST) is not included in any of the fees stated. GST will be added to any fees where applicable, including to the
performance-based fee.
Fee Category
2
Fee Type and rateBased onPaid to
Performance
based fee
Where the Fund’s performance exceeds the
hurdle rate of return (of 10% per annum), we
are paid an annual performance-based fee (in
units in the Fund) equal to 20% of the excess
return.
Excess return above the
hurdle rate of return.
Booster
Capital raising
expenses
Direct expenses incurred in securing the
commitment of future capital to the Fund such
as brokerage or underwriting fees.
Actual expenses
incurred.
External parties such as
brokers.
Other fund
administration
expenses
Direct expenses of the Fund up to $30,000
+ GST per year may be charged to the Fund.
These expenses include the costs related to the
supervisor, audit, Fund related legal fees, NZX
listing related fees and independent valuations.
Any direct expenses above $30,000 + GST per
annum are paid by Booster.
Actual expenses
incurred (capped at
$30,000 +GST per
annum).
External parties such as
the supervisor, auditor,
valuers, NZX and legal
advisers.
Other fund
administration
expenses from
underlying funds
The Fund holds units in NZIB and may, in
future, hold interests in other underlying funds.
NZIB and these other underlying funds may
also incur fund administration costs such as
audit, independent valuations, legal fees and
independent director fees
(if any).
These are not subject to the $30,000 + GST per
annum cap referred to above.
Actual expenses
incurred.
External parties such as
the trustee/supervisor,
auditor, valuers,
legal advisers and
independent directors
(if any).
Management feeNo management fees are chargedn/an/a
Withdrawal chargeFor withdrawals made directly from the Fund,
a charge of 10% of the amount withdrawn will
be applied. Note this charge does not apply
where the Fund has made funds available for
withdrawal from the proceeds of the sale of an
investment, nor to sales of units on the NZX.
Value of amount
withdrawn from
the Fund
Retained by the Fund to
cover the funding cost
of the cash available for
withdrawals.
NZX brokerage feeIf you buy or sell units in the Fund through an
NZX Participant (such as a broker), they may
also charge you a fee for their services.
Value of transaction
(minimums may apply)
NZX Participant
We have not provided any prospective financial information in respect of this Fund, and as a result are unable to provide
any estimates in respect of the performance-based fees to be charged. It is anticipated that total other fund administration
expenses (including from underlying funds) of $36,300 (plus GST) will be incurred for the current financial period.

Booster Innovation Fund6
Table of contents
Section 1Key information summaryPage 2
Section 2What the Booster Innovation Fund invests in Page 8
Section 3Terms of the offerPage 29
Section 4How the Booster Innovation Fund works Page 31
Section 5Booster Innovation Fund’s financial information Page 33
Section 6Risks to returns from Booster Innovation Fund Page 34
Section 7What are the fees? Page 37
Section 8Ta xPage 39
Section 9About Booster and others involved in FundPage 40
Section 10How to complainPage 40
Section 11Where you can find more informationPage 41
Section 12How to applyPage 41

Booster Innovation Fund7
New Zealand has a reputation for ingenuity and resourcefulness. This practical problem-solving mentality of the past has
been replaced by modern day innovators and researchers seeking to solve global problems and build great businesses
which gives the Fund the potential to positively impact the world we live in.
We believe it is important that we support these ambitious Kiwi businesses with funding that allows them to stay Kiwi
owned for longer, so we can keep jobs and intellectual property here. We want to see these companies realise their growth
potential in international markets and enhance their performance by providing them much needed investment capital.
Since 2018 we have invested in innovation originating from two universities, Victoria University of Wellington and University
of Otago to build a diverse portfolio that can have a meaningful global impact. Through our investment partnerships, we
have seen first-hand how our collective experience alongside our co-investors can help build these exciting businesses of
the future.
The business activities of our current investment portfolio range from medical research aimed at improving human health
and animal welfare, developing drug delivery technology and treating life threatening disease, improving anti-microbial
properties of surfaces, reducing environmental impact of the building industry, improving energy storage, improving crop
yield through to developing software solutions.
We consider that a small allocation of higher risk/ potentially higher return investment opportunities such as in early-stage
businesses is appropriate for Booster’s long-term investment portfolios. And for that reason, we have made a long-term
commitment to support more young businesses become sustainable, to build more valuable partnerships with research
organisations and likeminded investors. Most importantly we are also providing all Kiwis the opportunity to invest in
the future of these young companies, which are traditionally only available to wholesale investors. To demonstrate our
commitment, we share in the investment returns when you do. We don’t charge a base management fee. We will receive a
performance-based fee if the performance of the fund exceeds 10% per annum.
You will read in this PDS that on 2 March 2022 the Fund will be quoted on the NZX. Traditionally, the lack of liquidity in
investing directly in early-stage companies or in specialist investment funds has been a significant barrier for potential
investors. While providing liquidity will continue to be challenging given the nature of the underlying investments,
quotation on the NZX provides an important additional avenue for our investors.
By pooling funds and investing into these businesses together, we can help keep jobs and the financial benefits of
innovation in New Zealand for longer and recycle Kiwi money back into great Kiwi businesses.
Allan Yeo
Managing Director, Booster
At Booster, we’re passionate about
supporting New Zealand ingenuity
and innovation, and creating funds
that are available to all Kiwi investors.
— Allan Yeo

Booster Innovation Fund8
2. What the Booster Innovation Fund invests in
Key Features of the Fund
The Fund provides investors with an opportunity to invest
in a specialised portfolio of early-stage companies founded
on intellectual property originated or developed in New
Zealand that are selected on the basis that they have the
potential to become commercially successful globally.
The Fund aims to support the development of viable
companies based on intellectual property that create high
value jobs, exports and international opportunities for
New Zealand. The Fund seeks to make it possible for these
companies to continue to grow from New Zealand.
Research, summarised below, has shown that a portfolio
of early-stage companies potentially delivers significantly
higher returns than broader listed equity markets. The
Fund’s investment strategy is to seek to hold a diversified
portfolio of early-stage businesses to maximise the potential
for achieving such a return.
The Fund intends to invest in all stages of company
development from formation through to being an
established business (which are collectively referred to as
‘early-stage’ in this document):
Company formation (or sometimes referred to as ‘seed’).
This is the pre-revenue company establishment stage once
the intellectual property is ready for commercialisation.
It involves the employment of initial staff, formation of
the Board, confirmation of the business model including
product development, market validation and initiating
the company intellectual property strategy. Typically, the
company secures initial investment in the order of $1m and
this takes the company through the first 18 months of its
existence.
Early stage (or sometimes referred to as ‘start-up’).
This stage frequently involves more than one investment
which provides funding for product development, pilot
production, team expansion and the first sales. Capital
funding typically provides the business with sufficient cash
for 2-4 years.
Expansion (or sometimes referred to as Series A, B etc.)
At this stage the company has proven its technology and is
seeking to expand its market share and scale its business
operations and capability.
As a company progresses through these stages, its risk is
normally reduced, particularly the technology and market
risks, the time to profitability reduces, and valuations
typically increase to reflect this.
The Fund’s investments all have a common element –
intellectual property originated or developed in New
Zealand and are seeking to solve global problems and
build great businesses which gives the Fund the potential
to positively impact the world we live in. We (together
with our co-investment partners) have strong networks
and experience in both the public and private sector.
We have established an initial portfolio of investments in
biotechnology, chemistry, physics, engineering, materials
science and data analytics.
3 The (US) Refinitiv Venture Capital index is constructed based on observed valuations of venture-backed firms at discrete points in time, such as during
funding rounds, acquisitions, and exits. The data is extended in a model which then provides more frequent estimates of value based on observable market
indicators, and has a return history dating back more than 20 years. The NZ experience may differ from the US experience, although US investors are
participants in the New Zealand venture capital market.
4 The Wall Street Journal 19 September 2012 – The Venture Capital Secret: 3 Out of 4 Start-Ups Fail, quoting a research paper by Shikhar Ghosh, a senior
lecturer at Harvard Business School.
5 New Zealand Venture Investment Fund report – NZ early stage company investment valuations December 2018.
Investing in Early Stage Businesses
Investment Returns
Guidance on the return potential from early-stage private
company investment can be taken at a high level by
performance analysis of the (US) Refinitiv Venture Capital
Index (previously known as the Thomson Reuters Venture
Capital Index)
3
. While this established index is well
diversified and focused on venture capital (which in the US
can range from start-up companies through to listing or sale
to a larger company), it does provide some insight into the
enhanced risks and potential rewards of investing in this
sector.
Since its inception in 1995, the Venture Capital Index has
risen well ahead of the equivalent listed market (using the
S&P 500 as a proxy), with the excess returns averaging
12% p.a. On a medium term (rolling 5 year) basis, the only
notable period of the venture capital index underperforming
the listed market was following the bursting of the
‘technology bubble’, where index returns were behind the
S&P 500 for five-year periods ending between 2004 and
2007.
Investment Risks
Early-stage equity investing comes with higher risk on an
individual company basis:
• Volatility. The data referred to above also showed that
volatility of returns (the amount of annual variation of
returns) was on average approximately three times
higher than for the listed equity market.
• Failure Rate. As an illustration of high failure rates
in early-stage businesses, the United States National
Venture Capital Association has estimated that 25%-
30% of venture-backed businesses fail, while Harvard
Business School research in 2012
4
estimated that 75%
either fail or only partially return the capital committed
by investors. Both are consistent with typical rules
of thumb in venture capital investment, where two
to three investments out of ten make some capital
return and one or two out of ten investments would be
expected to produce substantial returns, driving overall
results.
Data from New Zealand Venture Investment Fund
5
is
somewhat consistent and indicates that 28% of start-up
investments fail after an average of 4 years. Therefore,
there is a risk that you may not be able to recover your
original investment in part or in whole and/or you may
not receive the returns you expect due to the inherent
risk of early-stage equity investment.
Diversification or investing in a diversified fund, is therefore
key to ensuring the specific investment risk is adequately
mitigated. We utilise our extensive professional networks
to access investment opportunities to help build a diverse
portfolio of investments.

Booster Innovation Fund9
Statement of Investment Policy and
Objectives and Investment Strategy
The Statement of Investment Policy and Objectives (SIPO)
of the Fund and its investment strategy are summarised
below.
Investment Objective
The Fund aims to provide investors with an exposure to a
diversified specialised portfolio of early-stage companies
founded on intellectual property originated or developed in
New Zealand.
Investment Strategy
The Fund will seek to invest in a diversified portfolio of
investments in conjunction with a range of other specialist
investors, across a range of different business sectors and
stages of development to optimise the expected returns
from early-stage investments.
The key elements of the Fund’s strategy are:
• Partnering;
• Diversification; and
• Co-investing.
• Partnering. The Fund will seek to partner with entities
that have expertise in developing and commercialising
intellectual property. For example, we have a close
relationship with Victoria University of Wellington and
University of Otago (through NZIB) and are developing
other similar relationships. We (together with our
investment partners) have extensive experience and
networks in the public and private research sectors in
New Zealand, which gives the Fund greater visibility
and access to investment opportunities as they arise.
• Diversification. The Fund will seek to diversify its
portfolio by investing in many businesses, and intend
for those investments to be spread across a range
of business sectors and technologies and across the
different stages of a company’s development. As we
extend our professional networks with different entities
that have specialised areas of focus or expertise, such
as biotechnology, software or plant research, this
provides increased diversification opportunities.
• Co-investing. The Fund will seek to invest alongside
other investors or companies with relevant expertise
in the field of each new venture to provide the Fund
access to additional investment opportunities and
expertise. For example, we have formed a relationship
with Matū, a New Zealand fund manager specialising
in funding and supporting companies founded on
scientific discoveries. Co-investing has the benefit of
reducing risk (as a greater number of investments can
be made with lower capital committed to any individual
business) and reducing acquisition costs (as due
diligence is performed by those with relevant expertise
and shared across the partners).
Investment opportunities are identified either directly
by us or via our investment partners and co-investors.
Typically, we are reviewing an investment pipeline with
over 40 investment opportunities at any point in time. We
proactively engage our network to identify opportunities at
regular pipeline meetings with co-investors, attendance at
innovation and investment events and discussions with tech
transfer and commercialisation offices at New Zealand’s
Universities and Crown Research Institutes.
The investments are assessed against a range of investment
criteria that consider the quality of the New Zealand
innovation, the quality of the company leadership, market
access, the commitment obtained from a specialist third
party investor and the capital required to build a sustainable
business.
The Fund will balance allocations of capital between seed/
early-stage investment rounds and subsequent expansion
investment rounds to construct its portfolio. Seed/early-
stage investment rounds into any one company will on
average be at a lower amount than placements in expansion
rounds, which could be up to two times higher. The Fund
will have further information about a company’s progress
since the Fund’s seed/early-stage investment and will
be able to review the company’s ability to deliver on its
business plan. This will inform the Fund’s subsequent
investment decision to support companies that are
demonstrating good progress against milestones. The Fund
will typically allocate a larger portion of its total funds to
expansion investment rounds compared to seed/early-stage
investment rounds to help mitigate overall investment risk.
Return Objective
The Fund aims to deliver a significant total rate of return
(net of fees but before tax) that outperforms the NZX 50
Index over rolling 15-year periods.
Investments
While the Fund’s main investments are intended to be in
New Zealand equity securities (including convertible notes
and limited partnership interests), its permitted investments
also include cash, cash equivalents or loans, and to invest
overseas where the business is commercialising intellectual
property originated or developed in New Zealand. The Fund
can obtain these investment exposures either by investing
directly in these investments, or indirectly by investing
in NZIB and other underlying funds such as managed
investment schemes and limited partnerships.
The Fund’s benchmark asset allocation and ranges are as
follows:
Sector
6
BenchmarkRange
Cash and cash
equivalents
7
2%0% - 100%
Equities98%0% - 100%
Fixed Interest0%0% - 25%
6 The Fund can invest in these sectors either by investing directly in these investments, or indirectly by investing in NZIB and other underlying funds such as managed
investment schemes and limited partnerships.
7 The Fund may hold a large proportion of cash for a period of time following receipt of application monies as it seeks to acquire interests in businesses that meet the
investment criteria of the Fund, or following the sale of an investment. Equities includes securities that provide an equity equivalent interest such as convertible notes
and limited partnership interests.
As at the date of this document, the Fund’s majority
investment is in NZIB and it is through that investment that
the Fund obtains exposures to NZIB’s portfolio of early
stage companies to meet the Fund’s benchmark investment
objective and strategy. For a summary of the Fund’s
investment exposures through NZIB as at 18 February 2022,
see Section 2 – What the Booster Innovation Fund invests in.
Borrowing
The Fund is not permitted to borrow, either directly or via
its underlying funds, though this does not preclude the
investee entities themselves from borrowing in the ordinary
course of their business.

Booster Innovation Fund10
Changes to the SIPO and Investment
Strategy
The SIPO and investment strategy for the Fund are
reviewed on at least an annual basis by us or where a
significant event has occurred that would necessitate a
review, such as a change in legislation.
Any changes are formally approved by Booster’s Investment
Committee on advice from the Advisory Board for the Fund.
We may change the SIPO and the investment strategy
from time to time without notifying you. We will consult
with the Supervisor of the Scheme, Public Trust, and give
them written notice of any changes before they take effect.
Investors will be advised of any material changes in the
Scheme’s annual report.
The most current version of the SIPO can be found on our
website www.booster.co.nz
Investment Structure
The Fund invests in a range of early-stage businesses either
directly or via underlying funds.
For example, the Fund currently holds one investment
directly and its other investment via units in NZIB.
The current investment structure of the Fund is outlined
below:
Booster Innovation
Fund (BIF)
Jaipuna Ltd
NZ Innovation
Booster LP (NZIB)
Amaroq Therapeutics Ltd
Avalia Immunotherapies Ltd
Chitogel Ltd
Ferronova Pty Ltd
Inhibit Coatings Ltd
InsituGen Ltd
Xframe Pty Ltd
Marama Labs Ltd
Alimetry Ltd
Ligar LP
Mekonos Inc
Codify Asset Solutions Ltd
Direct holdings
Investments held
via NZIB
Investments held via Matū Fund
Other underlying fund structures may be established as new relationships are formed for the origination of investments or to support investment partnering
arrangements that the Fund may develop.
PowerON Ltd
Sensor Holdings Ltd
BioLumic Inc
Allegro Energy Pty Ltd
TasmanIon Ltd

Booster Innovation Fund11
Investments
A summary of the Fund’s effective holdings as at 18 February 2022 is as follows:
CompanyBusiness SectorBusiness Sub-Sector
Business
Development
Stage
% Share
interest
9
Alimetry Limited
8,10

Life sciences and medical
technologies
Screening and diagnostics –
human health
Early stage1.1%
Allegro Energy Pty
Limited
8
Energy and clean
technologies
Energy storageSeed2.2%
Amaroq Therapeutics
Limited
8
Life sciences and medical
technologies
Life sciences – human health Seed 2.8%
Avalia Immunotherapies
Limited
8
Life sciences and medical
technologies
Life sciences – human healthSeed 11.3%
BioLumic IncMaterials and technologiesAgriculture technologiesExpansion 0.9%
Codify Asset Solutions
(CAS) Limited
8,10
Information technology
services
Building industry softwareEarly stage 2.4%
Chitogel Limited
8
Life sciences and medical
technologies
Biotechnology – human healthExpansion 1.6%
Ferronova Pty Limited
8
Life sciences and medical
technologies
Screening and diagnostics –
human health
Expansion 4.1%
Inhibit Coatings Limited
8
Materials and technologiesMaterial coatingsEarly stage 2.4%
InsituGen Limited
8
Life sciences and medical
technologies
Screening and diagnostics –
animal and human health
Early stage 18.1%
Jaipuna Limited
(trading as Amy.app)
Information technology
services
Education technologiesEarly stage 1.4%
Ligar Limited
Partnership
8,10
Materials and technologiesBiotechnology materialsExpansion 0.9%
Marama Labs Limited
8
Information technology
services
Software and measurement
hardware
Early stage 10.2%
Mekonos Inc
8,10
Life sciences and medical
technologies
Life sciences – human healthExpansion 0.4%
PowerON LimitedMaterials and technologiesSoft roboticsEarly stage 5.6%
Sensor Holdings Limited
(trading as StretchSense)
Information technology
services
Augmented and
virtual reality
Expansion 1.2%
TasmanIon Limited
8
Energy and clean
technologies
Energy storageSeed9.5%
Xframe Pty Limited
8
Materials and technologiesConstruction materialsEarly stage 6.7%
8 Investments are held indirectly via an interest in NZIB.
9 Effective share interest held (directly and indirectly) by the Fund based on shares currently on issue (after taking in to account the potential impact from
the Fund’s interest in convertible securities, but not allowing for the additional shares that would be issued under employee share option schemes and
convertible notes held by other investors).
10 Investments are held indirectly via NZIB which has an interest in the specific investees through an agreement with the Matū Karihi fund.

Booster Innovation Fund12
39% Expansion
49% Early Stage
Portfolio value by business stagePortfolio value by sector
The net asset value of the Fund at 18 February 2022 is $6.5 million.
Each investment is founded on intellectual property and inventions from one of New Zealand’s leading research institutions
and New Zealand private sector.
19% Information
services
technology
30% Materials &
technologies
44% Life sciences
& medical
technologies
Information on each of the investments held by the Fund as at the date of this document is provided below. Further
information is available on the website of each of the companies, which you can reach by following the links below, or from
our website at www.booster.co.nz.
10% Seed
5% Energy & clean
technologies
University of Auckland
University of Waikato
Waikato Institute of Technology
University of Canterbury
University of Otago
Victoria University of Wellington
Malaghan Institute of Medical Research
Private Sector
2% Cash
2% Cash
Massey University
Portfolio value by individual holding
This chart shows the relative size of each of the 18 investments in which the Fund held an interest in as at 18 February 2022
(as a proportion of NAV). Commercial confidentiality obligations restrict the identification of each investment.
0%25%
100%50%
75%

Booster Innovation Fund13
Life Sciences and Medical Technologies Company Summaries
The Fund has holdings in the following companies developing technologies discovered in New Zealand to positively impact
healthcare and patient outcomes.
Alimetry Limited
Alimetry has developed a wearable, non-invasive
medical device and software platform for the rapid
and detailed diagnosis of a range of gastrointestinal
(GI) disorders. Their objective measurement approach
supersedes traditional “symptoms approach”
diagnostics, reducing uncertainties, time, cost, and
stress to both patients and clinicians.
Developed at the University of Auckland’s
Bioengineering Institute, Alimetry is built on more than
a decade of fundamental research in both clinical and
academic settings, led by Professor Greg O’Grady
as CEO. The company is working closely with Key
Opinion Leaders (KOLs) within the GI field to establish
their presence within the market through a record of
performance excellence.
Fund shareholding1.1%
Company establishment2019
Sub-Sector
Screening and diagnostics –
human health
Company stageEarly stage
Key peopleGreg O’Grady
Directors
Armen Gharibans, Daniela
McKenzie, Lovina McMurchy,
Gregory O-Grady, Siro Perez
Websitealimetry.com
Technology originUniversity of Auckland
Amaroq Therapeutics Limited
Amaroq Therapeutics, a new biotech start-up spun out
of the University of Otago, is advancing its programs
to develop next-generation RNA therapy to target
cancer.
The Amaroq Therapeutics team, led by Chief Scientific
Officer and founder, Dr Sarah Diermeier, are exploring
the use of lncRNA molecules as therapeutic targets
and diagnostic markers in the treatment of cancer.
They will be working on therapies to treat common
cancers such as breast, colorectal and liver cancer.
The study of long non-coding RNAs (lncRNAs),
often referred to as “dark matter” of the genome,
are molecules naturally present in cells. They have
become a focus of research globally as they can act as
key cell regulators despite not coding for proteins.
Fund shareholding2.8%
Company establishment2021
Sub-SectorLife sciences – human health
Company stageSeed
Key peopleDr Sarah Diermeier
Directors
David Christensen, Duncan
Mackintosh, Alex Tickle
Technology originUniversity of Otago

Booster Innovation Fund14
Avalia Immunotherapies Limited
Avalia’s proprietary vaccine and immunotherapy
platform generates robust and targeted immune
responses for the prevention and treatment of
infectious disease and cancer. Avalia’s platform is
patent protected with over 25 granted patents around
the world.
The company’s lead product AVA2100 targeting a cure
for the over 250 million people living with chronic
hepatitis B infection – a liver-related disease. With no
effective cure, chronic hepatitis B can lead to cirrhosis
of the liver, liver cancer and the requirement for a liver
transplant, and globally results in 1 million deaths per
annum.
Through collaborations, Avalia is also developing
a pipeline of treatment vaccines and new immune-
targeting treatments for cancer.
Fund shareholding
11.3%
including convertible notes
Company establishment2015
Sub-SectorLife sciences – human health
Company stageSeed
Key people
Dr Shivali Gulab, Dr Ian
Hermans, Dr Gavin Painter
Directors
Tim Bennett, Dr Shivali
Gulab, Dr Mitchell
Kronenberg
Websiteavaliaimmunotherapies.com
Technology origin
Victoria University of
Wellington and Malaghan
Institute of Medical Research
Chitogel Limited
Chitogel is a medical device company with an
advanced manufacturing facility based in Lower Hutt.
They supply medical kits that optimise the wound
healing environment and to improve patient outcomes
following sinus surgery.
Originating from University of Otago research,
Chitogel's developments are backed by over 10
years of research and clinical evidence, including
17 published studies and scientific papers and the
observation of successful outcomes of sinus surgeries.
Fund shareholding1.6%
Company establishment2014
Sub-Sector
Biotechnology – human
health
Company stageExpansion
Key peopleBlair Stewart, Stephen Meyer
Directors
Simon Robinson, Philip Royal,
Nickolaos Samaras,
Peter Wormald
Websitechitogel.com
Technology originUniversity of Otago

Booster Innovation Fund15
Ferronova Pty Limited
Ferronova is a cancer diagnostics company,
developing surgical oncology tracer systems for
improving the staging of complex cancers.
More than 40% of people will be diagnosed with
cancer during their lifetime. Successful cancer
treatment relies on accurate staging of how far,
and where cancer has spread from a primary
tumour. Studies in colorectal cancer show up to
27% of patients with early-stage disease have
micro-metastasis in lymph nodes that are currently
undetected.
Ferronova’s injectable magnetic and fluorescent
tracers are designed to less invasively, more quickly,
and more accurately map the pathways of the spread
of cancer to lymph nodes.
Fund shareholding4.1%
Company establishment2016
Sub-Sector
Screening and diagnostics –
human health
Company stageExpansion
Key peopleStewart Bartlett
Directors
John Parker, Paul Butler,
Tamara Mills
Websiteferronova.com.au
Technology origin
Victoria University of
Wellington, University
of South Australia and
University of Sydney
InsituGen Limited
InsituGen has developed a new testing platform for
the detection of anabolic drugs in biological samples.
The bioassays can be used to detect steroidal targets
in animals, human athletes and food sources such as
nutritional supplements.
The initial product focus for its technology is directed
towards detecting doping in the horseracing industry
and trials in the horse racing industry in Australasia
are currently demonstrating the superior value of their
testing approach.
The product has also been tailored to be used in the
camel racing industry in the Middle East. Customer
trials are ongoing and yielding good results.
Fund shareholding18.1%
Company establishment2020
Sub-Sector
Screening and diagnostics –
animal and human health
Company stageEarly stage
Key people
Dr Ojas Mahapatra,
Alison Heather
Directors
David Christensen,
Gary Pace, Roland Toder
Websiteinsitugen.com
Technology originUniversity of Otago

Booster Innovation Fund16
Mekonos Inc
Mekonos is focused on improving how drugs are
delivered to patients and enabling highly-potent
cell therapy approaches. This is being achieved with
their custom-developed silicon chips, each holding
thousands of individually moving nano-needles, which
are used to carry drug cargo that can be injected into
the nucleus of cells. This helps to improve uptake and
reducing waste.
The initial concept originated from a PhD project at
the University of Canterbury. It quickly became clear
that the company needed to be in the US, where major
innovations in cell therapy are being developed.
Fund shareholding0.4%
Company establishment2016
Sub-SectorLife sciences – human health
Company stageExpansion
Key peopleAnil Narasimha
Directors
Kurt Keilhacker, Anil
Narasimha, Neil Tiwari
Websitemekonos.com
Technology originUniversity of Canterbury

Booster Innovation Fund17
Codify Asset Solutions Limited
Codify Asset Solutions (CAS) has developed a
software platform that automates compliance,
management, and auditing in a transparent manner
based on open standards.
Developed out of doctoral research at the University
of Auckland’s School of Computer Science, CAS
is initially focusing on the AECO (Architecture,
Engineering, Construction, Operations) industries,
fully supporting the ISO-standard BIM (Building
Information Modelling) and other open standards.
The core of CAS software solutions, ACABIM, is a
computational engine that can perform complex
calculations and navigate through regulations and
standards in a verifiable manner. It can be used to
automatically check various aspects of a building
design model against regulatory requirements for
compliance, which can dramatically reduce costs
and improve productivity in the industry. ACABIM
has been incorporated into several software solutions
by CAS to assist with land development, planning
through to construction, facilities operations, and
asset management.
Fund shareholding2.4%
Company establishment2018
Sub-SectorBuilding industry software
Company stageEarly stage
Key peopleJohannes Dimyadi
Directors
Robert Amor, Craig Brown,
Kenneth Erskine
Websitecas.net.nz
Technology originUniversity of Auckland
Jaipuna Limited (trading as Amy.app)
The team at Jaipuna have developed a private
tutoring software platform, Amy, for maths which
is underpinned by artificial intelligence. This aims
to make learning maths easy for everyone. Amy
supports learning by giving students feedback and
automatically filling their knowledge gaps as they
learn.
The company’s mission is to democratise education
and make learning maths and other subjects easy for
everyone around the world. They also work with other
education providers and companies and embed Amy
into their systems so they can reach more students.
Fund shareholding1.4%
Company establishment2014
Sub-SectorEducation technologies
Company stageEarly stage
Key people
Raphael Nolden,
Dr Jurgen Brandstetter
Directors
David Moskovitz,
Raphael Nolden
Websiteamy.app
Technology originPrivate sector
Information Technology Services Company Summaries
The Fund has holdings in the following companies developing software solutions to maximise the use of data to improve
customer outcomes and value.

Booster Innovation Fund18
Sensor Holdings Ltd (trading as StretchSense)
StretchSense produces motion capture gloves that
combine stretchable sensors and machine learning
to provide market leading finger tracking for the
animators and game developers building the future of
virtual worlds and the metaverse.
The soft stretchable sensors used in the company’s
products were originally developed at University of
Auckland. Stretch sensors are perfect for measuring
the subtle movements of the human body as they
are highly accurate and do not suffer from occlusion,
drift or magnetic interference — factors that limit the
effectiveness of other types of motion capture sensors.
Headquartered in New Zealand, the team also have
international presence in Los Angeles, Seattle and
Edinburgh to provide close support for their customers
in North America and Europe. They also work with
industry representatives in China and Japan to support
growing demand for their quality motion capture
technology in those regions.
Fund shareholding
1.2% being the estimated
holding following conversion
of notes
Company establishment2019
Sub-SectorAugmented and virtual reality
Company stageExpansion
Key peopleBen O’Brien, Todd Gisby
Directors
Iain Anderson, John Kells,
Benjamin O’Brien, Chintaka
Rangatunga, Michael Kelly
Websitestretchsense.com
Technology originUniversity of Auckland
Marama Labs Limited
Marama Labs develops scientific hardware and data
analytics solutions to help industrial customers, such
as wineries, improve the quality of their products.
At the heart of Marama Labs’ platform is its
spectrophotometer, the CloudSpec, that accurately
analyses light spectra in cloudy liquids.
The device can measure key quality components
of wines, such as colour and mouthfeel, at crucial
early production phases of winemaking, which has
previously been difficult to do. The CloudSpec data
gives winemakers insights on their wines the whole
way through production, allowing them to monitor and
control wine style and quality.
Alongside the hardware device, Marama Labs is
building a data-analytics cloud-platform that couples
the CloudSpec data with wine consumer and market
insights, enabling winemakers to tailor their wine
styles towards consumer preferences.
Over time, Marama Labs aims to expand its hardware/
software platform to other markets where it is
critical to understand the underlying chemistry of a
cloudy liquid (e.g. beverages, pharmaceuticals, and
wastewater).
Fund shareholding10.2%
Company establishment2019
Sub-Sector
Software and measurement
hardware
Company stageEarly stage
Key people
Dr Brendan Darby,
Dr Matthias Meyer,
Prof Eric Le Ru
Directors
Mark Bregman, Charles
Wardman, Eric Le Ru, Maria
Jose Alvarez
Website
maramalabs.com
cloudspec.co.nz
Technology origin
Victoria University of
Wellington

Booster Innovation Fund19
BioLumic Inc
BioLumic uses UV light signals to unlock the natural
genetic potential of seeds and seedlings—without
requiring use of chemicals or genetic modification.
BioLumic’s technology, originating from Massey
University, triggers biological mechanisms that
have demonstrated increases in plant yield, vigour,
and disease resistance. With global food demand
increasing significantly, this is expected to be an
important advancement in food production methods.
In soybean seeds, the company has shown it can use
light signals help produce traits and yield benefits
that stack onto other treatments. In medical cannabis
crops, the company’s products have been shown to
increase yield by over 40%.
Fund shareholding0.9%
Company establishment2012
Sub-SectorAgriculture technologies
Company stageExpansion
Key people
Steve Sibulkin, Jason
Wargent
Directors
John Bedrock, Mary-Katerine
Dimou, Mark Brown, Adrian
Percy, Steven Sibulkin, Dean
Tilyard
Websitebiolumic.com
Technology originMassey University
Materials and Technologies Company Summaries
The Fund has holdings in the following companies developing novel materials and technologies and improving the
reusability of building materials.
Inhibit Coatings Limited
Microbial contamination is a deadly issue. Inhibit
Coatings is on mission to save lives by preventing
the spread of dangerous pathogens in hygienic
environments.
Inhibit Coatings produces highly effective
antimicrobial surface coatings. These coatings work
to inhibit the growth of microbial contamination
and outbreaks in facilities with high hygiene and
sanitisation requirements such as food and beverage,
healthcare, and transport.
Inhibit Coatings works with end-users and suppliers
to develop antimicrobial coatings for a range of
applications including flooring, walls, textiles, and
filters.
Fund shareholding2.4%
Company establishment2016
Sub-SectorMaterial coatings
Company stageEarly stage
Key peopleEldon Tate
Directors
Hayden Nicholson, Tijs
Robinson, James Johnston
Websiteinhibitcoatings.com
Technology origin
Victoria University of
Wellington

Booster Innovation Fund20
PowerON Limited
PowerON’s soft, multifunctional robotic structures aim
to revolutionize robots and their future uses. Enabling
soft, friendly, lifelike robots with a sense of touch
can interact with users and their environment more
naturally.
PowerON’s proprietary technology opens up new
products and applications, not only in robotics, but in
automation, e-commerce, agritech, medical and more.
PowerON’s vision is to enable the use of intelligent
robots and soft devices in daily life, at work and at
home; where physicians, physiotherapists and nurses
can train with life-like models of the human body;
where prosthetics don’t hurt after an entire day of
wear and feel like natural limbs; and where industrial
workers will be supported by biomimetic robots that
are accepted as real helpers, not cold, unfriendly,
machinery.
Fund shareholding5.6%
Company establishment2019
Sub-SectorSoft robotics
Company stageEarly stage
Key people
Ernst-Friedrich Markus
Henke, Katherine Elizabeth
Wilson
Directors
Paul Barrett, Stephen Flint,
Ross Green, Gregory Sitters
Websitepoweron.one
Technology originUniversity of Auckland
Ligar Limited Partnership
Ligar is commercialising a technology called
Molecularly Imprinted Polymers (MIPs), which allow
for high-selectivity capture, filtering, and extraction
of molecules at scale. With versatile applications,
including pollution and contaminant removal, flavour
and substance rebalancing, high-value molecule
extraction, and compound quality improvement, Ligar
has market application across multiple industries.
Originally developed at Waikato Institute of
Technology (Wintec) and the University of Waikato,
Ligar currently targets three global applications
including removing smoke taint from wine,
decaffeination and sugar rebalancing processes, and
cannabinoid extraction. The company’s technology
is protected by patents and trade secrets, with
opportunities in the future for further filings.
Fund shareholding0.9%
Company establishment2015
Sub-SectorBiotechnology materials
Company stageExpansion
Key peopleAiden Tapping (MD)
Directors
Simon Lovatt, Aiden Tapping,
Craig McFarlane, Andrew
West (Chair)
Websiteligar.nz
Technology origin
University of Waikato
Waikato Institute of
Technology

Booster Innovation Fund21
XFrame Pty Limited
Xframe™ is a recoverable and reusable framing
system for the next generation of sustainable building
construction. Xframe™ aims to replace the current
waste-creating approach of platform timber framing
with a structure that enables all adjoining wall
layers (things like internal wall linings, insulation and
cladding) to be connected in a reversible manner that
maintains building integrity.
The Xframe™ product makes recovering and
separating building materials fast and easy and it aims
to become financial best practice to recover and reuse
XframeTM materials rather than dispose of them.
Fund shareholding6.7%
Company establishment2020
Sub-SectorConstruction materials
Company stageEarly stage
Key people
Ged Finch, Carsten
Dethlefsen
Directors
Hamish Findlay, Brett
Jackson, Carsten Dethlefsen
Websitexframe.com.au
Technology origin
Victoria University of
Wellington

Booster Innovation Fund22
Allegro Energy Pty Limited
The company is developing safe, clean and green
energy storage solutions for use in range of
applications, including electric mobility (scooters and
bicycles), in power grid stabilisation settings and for
enabling uninterrupted power supply.
The patented invention, originally developed at
Victoria University of Wellington is a water-based
electrolyte system that has overcome voltage
limitations that typically hinder other solutions.
Fund shareholding2.2%
Company establishment2021
Sub-SectorEnergy storage
Company stageSeed
Key people
Thomas Nann, Fraser
Hughson, Rohan Borah
Directors
Thomas Nann, Fraser
Hughson, Rohan Borah
Websiteallegro.engery
Technology origin
Victoria University of
Wellington
Energy and Clean Technologies Company Summaries
The Fund has holdings in the following companies developing novel materials and technologies to improve the production,
use or storage of energy.
TasmanIon Limited
TasmanIon is developing aluminium ion batteries for
use in grid storage and portable applications. The
materials being used are potentially more sustainable
as they will not rely on diminishing supplies of cobalt
and lithium.
The advantage of using aluminium ion batteries
against other available options (lithium Ion) is the
cheaper and more available raw material.
Fund shareholding9.5%
Company establishment2021
Sub-SectorEnergy storage
Company stageSeed
Key peopleShalini Divya, Thomas Nann
Directors
James Johnson, Stuart
McKenzie, Ashwath
Sundaresan
Websitetasmanion.com
Technology origin
Victoria University of
Wellington

Booster Innovation Fund23
Acquisition of Investments since
31 March 2021
Units in NZ Innovation Booster Limited Partnership
(NZIB)
The initial interest in investments held via NZIB (other than
Avalia Immunotherapies Limited and Ferronova Pty Limited)
was acquired on 24 August 2021 by purchasing units in
NZIB.
The interest in Avalia Immunotherapies Limited and
Ferronova Pty Limited was acquired on 22 October 2021 by
purchasing additional units in NZIB.
An additional follow-on investment commitment in
Mekonos Inc. was made on 12 November 2021, relating to a
capital raise by the company, by purchasing additional units
in NZIB.
An additional follow-on investment in Alimetry Limited was
made on 10 December 2021, relating to a further capital
raise by the company, by purchasing additional units in
NZIB.
A new investment commitment in TasmanIon Limited was
made on 11 February 2022 relating to a capital raise by the
company. Settlement will occur later in February 2022, by
purchasing additional units in NZIB.
A new investment commitment in Allegro Energy Pty
Limited was made on 18 February 2022, relating to a
capital raise by the company. Settlement will occur later in
February 2022, by purchasing additional units in NZIB.
An additional follow-on investment commitment in Avalia
Immunotherapies Limited was made on 18 February 2022,
relating to a further capital raise by the company, by
purchasing additional units in NZIB.
The investments in units in NZIB are valued at $4.8 million
at 18 February 2022.
An independent valuation has not been obtained in
respect of the acquisition of these investments as we
(in conjunction with NZIB) consider we have sufficient
information and expertise to assess their value. A specific
review of the investment valuations was performed by NZIB
and us in anticipation of the purchase of the units in NZIB
by the Fund, applying the valuation approach outlined in
Section 4 - How the Booster Innovation Fund works.
PowerON Limited
The interest in PowerON Limited was purchased on
31 August 2021 following a capital raise by the company.
This investment is valued at $500,000 at 18 February 2022.
Sensor Holdings Limited
The interest in Sensor Holdings Limited (trading as
StretchSense) was purchased on 10 December 2021
following a capital raise by the company. This investment is
valued at $400,000 at 18 February 2022.
Jaipuna Limited
The interest in Jaipuna Limited (trading as Amy.app) was
purchased on 10 December 2021 following a capital raise by
the company. This investment is valued at $150,000 at 18
February 2022.
BioLumic Inc
The interest in BioLumic Inc was purchased on 4 February
2022 following a capital raise by the company. This
investment is valued at $747,000 at 18 February 2022.
An independent valuation has not been obtained in
respect of these investments as we (in conjunction with
our co-investors) consider we have sufficient information
and expertise to assess their value when applying our
valuation approach outlined in Section 4 – How the Booster
Innovation Fund works.
Our Investment Partners
A key element of the Fund’s strategy is to establish strong
partnerships with entities that have expertise in developing
and commercialising intellectual property.
We have formalised a partnering relationship with the
following entities:
Wellington UniVentures, the commercialisation
company of Victoria University of Wellington
• Victoria University of Wellington supports the
commercialisation of intellectual property through a
dedicated company – Victoria Link Limited (trading as
Wellington UniVentures) which has been operating for
nearly 30 years.
• Wellington UniVentures support the commercialisation
of university owned intellectual property arising from
research, provides financial support and specialist
expertise to develop and de-risk university originated
innovations and works with the innovators to
commercialise developments. Wellington UniVentures
has a substantial pipeline of innovations and potential
new start-ups.
• In July 2018, NZ Innovation Booster Limited Partnership
(NZIB) was established between Wellington
UniVentures and Booster Financial Services Limited.
The partnership was established to introduce privately
sourced funding and allow Wellington UniVentures to
recycle its capital into further developing the emerging
pipeline of intellectual property innovations at Victoria
University of Wellington.
• The NZIB board (which has representatives from both
Wellington UniVentures and Booster Financial Services
Ltd) is responsible for assessing and monitoring
investment opportunities on behalf of the limited
partners (of which this Fund is one).
• The Fund, through its interest in NZIB, has an interest
in several businesses originating from Victoria
University of Wellington.
Otago Innovation Limited, the technology office of
University of Otago
• Similarly to Victoria University of Wellington, University
of Otago supports the commercialisation of technology
through Otago Innovation Limited (OIL). OIL has a
similar pipeline of potential investments to Wellington
UniVentures.
• OIL subsequently joined NZIB as a partner in April
2020 for the same purpose in respect of University of
Otago intellectual property.
• The Fund, through its interest in NZIB, also has
an interest in several businesses originating from
University of Otago.
The NZIB partnership is a unique and very valuable
relationship to the Fund. It provides the Fund with a
source of regular investment opportunities, each of which
are known by and have received active support from the
relevant university commercialisation companies who have

Booster Innovation Fund24
expertise relevant to the business.
Matū
• Matū Karihi (Matū) is a venture capital fund that
specialises in investing in early-stage companies
involved in science and technology.
• In 2021, Matū and NZIB entered an agreement to
beneficially hold shares in specific businesses on behalf
of each other. These interests have been assigned to
the Fund. The Fund therefore beneficially holds an
interest in Mekonos Inc., Codify Asset Solutions Ltd,
Ligar LP, and Alimetry Ltd.
• Matū and the Fund have also established a partnership
to syndicate, and each directly invest in new
opportunities together, with the first such investment
being PowerON Ltd.
None of Wellington UniVentures, OIL or Matū receive any
consideration directly or indirectly related to the partnering
arrangements with us, nor hold units directly in the Fund.
We also have strong collaborative relationships and
informal networks with a number of other organisations and
investors that specialise in incubating and supporting early-
stage businesses.
Management of the Fund
As manager, we are responsible for managing the day-to-
day activities required for the Fund. These duties include:
• managing the investments of the Fund in accordance
with the SIPO;
• through its investment partners, co-investor network
and broader professional network, identifying
investment opportunities for the Fund;
• assessing the credentials and experience of investment
partners and co-investors;
• assessing investment performance and valuations of
existing investments in conjunction with investment
partners;
• assessing investment opportunities against the Fund’s
investment criteria in conjunction with investment
partners;
• investor communications;
• administration of the unitholder register; and
• compliance with relevant legislation and regulations.
We have established a professional and highly experienced
team to manage this Fund:
• The manager’s Board of Directors takes overall
responsibility for the Fund.
• The Investment Committee is responsible for the
Fund’s investment strategy, including establishing and
monitoring relationships with investment partners,
portfolio allocation, and investment decisions and
ongoing monitoring for direct investments. Investment
decisions and monitoring is delegated to a specialised
investment sub-committee to reflect the specialist
expertise required in this sector.
• The Advisory Board provides oversight and support
to the management team and advises the Investment
Committee and Board on investment opportunities,
investment partners, investment strategy and
valuations.
• The Management Team comprises the key people
involved in the critical day to day operation of the
Fund. Where required, the Management team can
provide direct support and assistance to the investee
companies.
The manager’s Board of Directors
John Selby, Mt Maunganui
BC, CA (NZ Institute of Chartered Accountants), Member of NZ Institute of Directors
John is the Chair and an independent director. He brings a wealth of experience from
his 37-year career with PricewaterhouseCoopers, of which 25 years was as a partner
in advisory and assurance. John has experience across a range of industries, including
financial services and currently holds a number of governance roles. This includes
Wellington UniVentures, the company that supports the commercialisation of innovation
developed within Victoria University of Wellington, and NZ Innovation GP Ltd, the general
partner of NZIB.
Allan Yeo, Brisbane Australia
BCA (Hons), BA
Allan is a director and the Managing Director of our parent company, Booster Financial Services
Limited. He has held a number of senior banking roles with Barclays Bank PLC in New Zealand,
Australia and the United Kingdom and was previously the Managing Director of Tranzact
Financial Services Limited, which was an ASX listed company.
Paul Foley, Wellington
BCA/LLB, Chartered Fellow, NZ Institute of Directors
Paul is a director and the Chair of the board of directors of our parent company, Booster
Financial Services Limited. Paul is a consultant with MinterEllisonRuddWatts. He has over 30
years’ experience working with companies in the financial services, manufacturing and energy
fields and is a past director of NZX and ASX listed companies.

Booster Innovation Fund25
Bruce Edgar, Wellington
BCA
Bruce is a director and has over 30 years’ direct experience across a range of roles in the funds
management industry with companies including Southpac Investment Management Limited/
National Bank of New Zealand Limited, Trustees Executors Limited, BNZ Investment Management
Limited, State Street Global Advisors and BlackRock Investment Management (Australia) Limited.
Jenny Morel, Wellington
MA, BSc
Jenny is the Chair of the Advisory Board. Following a number of years in investment banking,
Jenny established her own mergers and acquisitions company working with young high growth
technology companies with global ambitions. She then moved into venture capital and during the
past 20 years, Jenny has been an investor and director of many early stage businesses, and has
developed a strong reputation for her expertise in this specialised area.
Jenny is now founder & Managing Director of Morgo, a community of people building technology
and other high growth companies going global.
John Selby, Wellington
See John's details on previous page.
David Beattie, Wellington (Investment Committee Chair)
BMS
David is a Principal with the Booster Group and is Chair of the Investment Committee. He has over
35 years’ experience in investment management and portfolio research, including 16 years at a
major Australasian bank where he was responsible for the management of $1.5 billion of managed
funds.
The Advisory Board
The Investment Sub-Committee
Nic Craven, Wellington (Chief Investment Officer)
CFA, BSc, BCA(Hons)
Nic has over 15 years' experience in investment analysis, having originally joined Booster in 2004.
He has held a number of specialist portfolio management and analysis roles covering fixed interest
portfolios, equities, currencies and overall asset allocation. Nic is a CFA Charterholder.
Melanie Templeton, Wellington
Bachelor of Business Information – Marketing and Communications
Mel is an independent director, and has a strong background in governance, risk and assurance
and regulatory compliance as well as significant experience in financial services, specifically
around fintech and retail banking.

Booster Innovation Fund26
Brendon Doyle, Wellington (Investment Committee Member)
BBS, COP Management Accounting and Auditing
Brendon brings 30 years of financial markets experience, working in both the private and
government sectors. Brendon has held senior roles with New Zealand Treasury, Westpac Banking
Corporation, and the Rural Bank.
Duncan Wylie, Wellington (Investment Committee Member)
LLB
Duncan has previously led an internal merger and acquisition team for a major New Zealand
entity, was a corporate finance partner and Ernst & Young for 13 years, and was with an
international bank for 14 years of which 6 years as New Zealand country manager.
Melissa Yiannoutsos, Wellington (Innovation Funds Manager)
BCA
Melissa has over 20 years’ experience in the investment and science commercialisation sectors.
She completed her commerce degree at Victoria University of Wellington and Entrepreneur
Programme at Massachusetts Institute of Technology. She has had technology commercialisation
roles in both the public and private sectors. She has had executive and director roles in
technology start-up companies leading strategic growth and capital raising, establishing
international sales and negotiating key partnerships.
Alison Payne, Wellington (Chief Operating Officer)
Alison is the Chief Operating Officer for the Booster Group and has been with Booster since
2007. Alison has over 20 years’ experience in investment banking and energy markets, focusing
on settlement and administration, and also has a strong business analyst background from the
various roles she has performed during her career.
Key Management Team Personnel
See Section 9 - About Booster and others involved in the Fund for more information about us.

Booster Innovation Fund27
Purpose of the Offer
The purpose of this offer is to enable the Fund to purchase
additional early-stage investments and increase the
diversification of its portfolio in line with the investment
strategy of the Fund. Money invested from direct investors
in the Fund will be combined with moneys invested by other
Booster managed investment schemes that have a portion
of their investment allocation invested in the Fund. The
application money received by the Fund will initially be held
as cash until suitable investments are found. Please note
that:
• It is not known how much money will be raised under
this offer or of its timing. The size of the Fund following
the issue of units under this offer will determine how
many investments the Fund can purchase.
• The scale and number and timing of investment
opportunities made by the Fund from the money raised
cannot reasonably be predicted due to the availability
of suitable investment opportunities.
• As this is a long-term investment, the likely rate of
return from the Fund and the timing of when any
return may be earned over the short term is inherently
uncertain and cannot be predicted nor any reasonable
assumption be used.
There is no minimum amount required to be raised under
this offer and there is no underwriting in respect of this
offer. As this offer of units in a managed investment scheme
will remain open on an ongoing basis, the pace at which the
Fund can pursue its investment strategy will be determined
by the amount and timing of new money it receives. New
units in the Fund will generally only be issued to investors
once a month, on the first business day of each month.
To provide the Fund with a committed supply of future
capital, we may seek to secure the commitment of a
significant capital contribution to the Fund. Any units
issued under such a commitment will be at the prevailing
Unit Price (the net asset value per unit). The costs of such a
commitment (such as brokerage or underwriting fees) may
be charged to the Fund where we are satisfied the costs are
fair and reasonable to all investors, and that securing such a
capital commitment is in the best interests of all investors.
See Section 7 – What are the Fees? for further details.
Future Performance of the Fund
The financial performance of the Fund is related to the
performance of the investment assets it holds directly or
indirectly. The performance of the Fund is most impacted
by the following:
Success of the investee businesses in
commercialising their intellectual property
An early-stage business is a high-risk investment. Many
early-stage businesses fail to achieve their objectives and
often take longer to achieve profitability than expected,
resulting in a low investment return or a total loss of capital
invested.
Key drivers of a successful early-stage business include:
• Success in proving the effectiveness of the technology
and product market fit
This Fund targets investing in businesses that have
developed a new technology or a new application of an
existing technology (its intellectual property). In many
cases, the effectiveness of this technology may not
have been fully proven and may be subject to further
testing or trialling before it is approved (particularly in
the case of biotechnology) or successfully implemented
in a product that has a commercial market.
The development or testing process may be expensive
and/ or time consuming and may require significant
ongoing funding prior to the business being able to
proceed to commercialisation of the technology.
The technical uncertainty that a business faces
significantly affects the value of that business. As the
business successfully achieves technical milestones,
its value may increase significantly, and vice versa, its
failure to achieve technical milestones may result in the
value falling significantly.
• Success in establishing a strong customer base
Even where the technology has been technically
proven, the company still needs to successfully
commercialise that technology. This means the
technology must be able to be delivered to markets in a
cost-effective way that attracts a strong customer base
and allows the business to make a cash profit.
Commercialisation strategies include:
• Licensing the technology or product;
• Manufacturing and selling through proprietary or
existing channels;
• Partnering to enter the market;
• Trade sale (sale of the business to a larger industry
player).
An outright buy-out is a common exit strategy for
investors who invest in early stage businesses.
• Degree of protection of the intellectual property from
imitation
Ground-breaking technology is significantly more
valuable where it is technically proven and protected,
has a strong commercialisation opportunity, and
cannot be easily imitated by competitors. The degree
of uniqueness of the technology, the company’s
intellectual property strategy and protection through
patents may significantly enhance the value of the
business and the returns to the Fund.
• Strong senior team
A successful early-stage business needs to have
experienced, passionate and motivated founders and a
senior team that share a clear vision and are committed
to the business strategy.
In order to improve expected investment outcomes, we
utilise a partnership or co-investing model with other
investors who have experience in the relevant market or
technology and in managing and supporting early-stage
businesses. A formal due diligence process is undertaken
with co-investment partners prior to each investment,
with support and monitoring implemented as considered
appropriate for the business, which may also include taking
a position on the Board of the investee business.
Access to a diversity of investment opportunities
The high-risk nature of investing in early-stage businesses
means that diversification is critical in spreading the
investment risk across a portfolio of investments. Capital
contributions from new and existing investors are required
to provide the Fund with the capital necessary to enable
it to expand from its current investment portfolio of
18 investments to a broader portfolio of more than 40
investments. Having a range of sources of opportunities to
invest will provide greater potential to increase the number
of investments held by the Fund, as well as achieve a wider
range of fields within which they operate, and the stage of
maturity of a particular business.

Booster Innovation Fund28
We have extensive networks across the intellectual
property sector in New Zealand. We recognise that
different parties will provide access to different investment
opportunities, and the intention is to establish strong
links with a number of different parties to ensure the Fund
continues to expand its investment portfolio.
Performance-based fee only, with low fixed costs
A significant cost to many early-stage investment funds is
the entry fee, annual management fee and other related
charges that are charged by the investment manager of the
fund. Fixed fees, or fees charged on a percentage of the
value of the fund can have a significant negative impact on
the longer-term value of the fund, particularly when its units
are quoted on a recognised exchange, and/or where the
fund is not consistently delivering high investment returns.
In this Fund, we only charge a performance-based fee on
returns above a hurdle return. This aligns the interests of
the manager and the investor and means we may earn
high fees for high performance, but will earn no fees for
investment performance below 10% per annum. This fee
structure minimises the erosion of value of the portfolio
over time caused by high ongoing base fees.
See Section 7 – What are the Fees? for further details.
Proportion of the capital of the Fund deployed
Following the issue of new units on a monthly basis and
occasional specific capital raising activity, the Fund may
hold a high proportion of cash, along with its investments.
The extent to which suitable investment opportunities are
found will determine how quickly the cash is invested. If
the cash portion of the Fund is relatively high (and on which
an interest return will be earned), this will have an effect on
the Fund’s return because the cash is not committed to an
investment.
We have the right to restrict applications for units in the
Fund and may do so where it has excess liquidity, to reduce
the risk of dilution of investment returns.
Nature of the Returns
The return on your investment is determined by the change
in the value of the units you hold plus any distributions
you may receive. The unit value is driven primarily by
our assessment of any change in the fair value of the
investments (net of any accrued performance-based fees),
any income received from its investments (either interest or
dividends), and any proceeds from the sale of investments.
Change in Value
Changes in our assessment of the fair value of the
investments will be reflected in a change in the value of
your units in the Fund. As described above, the fair value
of investments is influenced by the degree of success
the business has in achieving its technical and business
objectives. To the extent a change in the fair value of the
investment may result in a performance-based fee payable,
the accrual for performance-based fees is also reflected in
the value of your units in the Fund.
Income from Investments
The Fund may receive interest from its cash holdings and
may receive a dividend from its investments (to the extent
the investments have achieved profitability), or in the event
of a full or partial sale of the Fund’s investment interest, the
Fund will receive proceeds from this sale, which may be
higher or lower than its original investment.
Distributions and withdrawals
The Fund does not intend to make regular distributions to
its investors. As the Fund will aim to make a limited amount
of cash available for withdrawals directly from the Fund
on a quarterly basis, the returns on units in the Fund will
be limited to any gains you make if you utilise this limited
withdrawal facility or if you sell your units through the NZX.
However, in the event of a sale of an investment, we may
make some or all of the proceeds of the sale available
for withdrawal from the Fund. Once the Fund has a well-
diversified portfolio (which may take up to 5 years), we
intend to make an increasing proportion of the proceeds
available for withdrawal. All investors will be given the
opportunity to participate in any such opportunity. Note, the
withdrawal charge will not apply in this situation.
Investment Realisation Strategy
As noted above, the Fund’s returns will be primarily driven
by the change in the value of its investments, with the bulk
of the expected cash returns being earned on the ultimate
sale of the individual investments.
We will review the portfolio annually with respect to its
quality, diversification and ability to realise returns. We
expect to hold most investments for at least 5 years and
in some cases considerably longer. Once a company has
secured a strong market position and cash flow, then
commercialisation will be considered complete. At that time
we will consider the merits of continuing to hold investments
in the company. In doing so we will consider the likely
returns from holding versus realisation of the investment.
We have identified the most common options for realisation
of the investments are:
• Trade sale of the company to an industry player;
• Purchase of the company by a new shareholder (e.g.
venture capital investor); or
• Quoting the investee company's shares on a recognised
exchange such as the NZX (referred to as an ‘Initial
Public Offering’ or IPO).
Since its commencement, the Fund has realised its
investment in one business through its interest in NZIB–
EdPotential Limited, which was sold in December 2021 to
New Zealand based Education Perfect, resulting in a 32%
gain on the Fund’s original investment. This exit occurred
earlier than expected for the Fund, though had been an
investment of Wellington UniVentures since 2015.

Booster Innovation Fund29
3. Terms of the offer
Product
Units in the Booster Innovation Fund.
How you invest
Investing by applying directly to us or through your financial adviser
You can initially invest in the Fund by completing and submitting an application form to us,
or through your financial adviser.
The application form is available by contacting us, at www.booster.co.nz, or from your
financial adviser.
Units are issued by the Fund at its Unit Price.
Buying units in the Fund on the NZX Main Board
Alternatively, you can purchase units on market at the quoted price through an NZX
participant (such as a broker) or by arrangement through us.
See www.nzx.com/services/market-participants for a list of current NZX Participants.
The quoted price on the NZX Main Board may differ from the Unit Price provided by the
Fund and may be traded at a discount or premium to the Unit Price, depending upon
the availability of buyers and sellers, their respective view of the underlying value of the
investments or their expected return from the Fund (refer also to the Liquidity, withdrawal
and trading risk outlined in Section 6 - Risks to returns from the Booster Innovation Fund.)
Other funds managed by us (Booster Managed Funds) also invest in the Fund and may
trade either directly or through the NZX Main Board. For more information on how potential
conflicts of interest are managed see the ‘Other material information’ document available
on the offer register at www.disclose-register.companiesoffice.govt.nz.
When you can invest
Investing by applying directly to us or through your financial adviser
While you can apply to invest in the Fund at any time, new units in the Fund will generally
only be issued to investors once a month, on the first business day of each month.
Applications received up to 10:00am on the first business day of the month will be
processed on the first business day of that month.
Any money received by us with an application to invest in the Fund from an investor will be
held in the Fund’s application account until the new units are issued. No interest or other
returns will be earned while the money is held in the Fund’s application account.
While the Fund will generally accept new investments from investors once a month, we
may refuse to accept, or may reduce, an investor’s investment application at our discretion.
This may include if the Fund is carrying excess liquidity and does not expect to have an
opportunity to invest application money in new investments within 6 months. No interest or
other return will be paid on any returned money.
Applications may be processed at other times of the month, for example, where additional
capital is required to settle an acquisition. All applications received up to that point will be
processed at the relevant Unit Price.
Buying units in the Fund on the NZX Main Board
You can buy or sell units in the Fund on the market at any time, provided there are interested
sellers and buyers.
How much you can
invest
The minimum initial investment in the Fund is $1,000. While you are not required to make
any further investments, you can invest more by making additional investments (minimum
$500).
For trading on the NZX, your broker will be able to advise on the minimum parcel size.
While the maximum amount you invest is up to you, we may refuse to accept, or may
reduce, an investor’s initial or additional investment in the Fund to ensure the Fund does not
hold excessive levels of cash and to protect the Fund’s PIE status.
We may waive or vary the minimum investment amounts at any time.
How to pay
If you are investing by applying directly to us or through your financial adviser, you can
make investments by direct credit, direct debit or any other method acceptable to us. Cash
deposits will not be accepted.

Booster Innovation Fund30
How to withdraw or sell
Selling your units on the NZX Main Board
Units in the Fund are quoted on the NZX Main Board, so you can sell your investment
through an NZX Participant (such as a broker) or by arrangement through us, if there are
interested buyers (NZX trading volumes may be limited at times).
In order to trade quoted units through a NZX Participant, you will need to have a Common
Shareholder Number (CSN) and an Authorisation Code (FIN).
Periodically, we can request investors whose holdings are below the required minimum
value to increase their holdings otherwise we may require those units to be sold on the NZX.
Withdrawing your units directly with the Fund
You should regard an investment in this Fund as not readily redeemable when making your
investment decision. The Fund has no fixed date on which you may get your money out.
The Fund will aim to make a limited amount of cash available for withdrawals directly from
the Fund on a quarterly basis, at the Unit Price. The amount available for withdrawal is at
our discretion and will be significantly influenced by the availability of free cash within the
Fund relative to investment opportunities being pursued. If demand for withdrawals exceeds
the cash made available, we will determine a basis for the equitable scaling of available
cash. Any withdrawals from the Fund will incur a withdrawal charge of 10% of the amount
withdrawn.
Withdrawal requests should be submitted to us by 10:00am on the last business day of the
calendar quarter (and by 10:00am on the second Friday of December for the December
quarter). Withdrawals (that can be met from the cash set aside as noted above) will be
processed within 5 working days of the first business day of the next quarter. The minimum
withdrawal request is $500.
In the event of a sale of an investment by the Fund (or by an underlying fund where the
proceeds of the sale have been distributed to the Fund), we may, at our discretion, make
some or all of the proceeds available for withdrawal from the Fund. All investors will
be given the opportunity to participate in any such opportunity. While infrequent and
unpredictable, this may provide an opportunity for investors to redeem some of their units
at the relevant Unit Price of the Fund. The withdrawal charge will not apply in this situation.
Periodically, we can request investors whose holdings are below the minimum balance to
increase their holdings otherwise we may require those units to be sold to us or a nominee
at the Unit Price at the time. We may also require investors to reduce their holdings to
ensure the Fund can maintain its PIE status.
The Unit Price
If you are investing by applying directly to us or through your financial adviser, the price to
be paid for the units in the Fund will be the Unit Price for the day on which your application
is processed (see above at ‘When you can invest’). The Unit Price is the net asset value of
the Fund (being the value of all assets less the value of all liabilities) divided by the number
of units on issue.
Distributions, and the
nature and frequency
of returns
The Fund will not make regular distributions to investors.
The Fund may, on occasion, make a distribution based on any taxable income it has
received.
See 'Nature of the Returns' on page 28 for more information.
Trust deed/ Statement
of Investment Policy
and Objectives
Further details on the key terms of the Fund can be found in the trust deed and SIPO which
can be found in the scheme register at www.disclose-register.companiesoffice.govt.nz

Booster Innovation Fund31
How the Fund Works
The Fund has been established within the Booster
Innovation Scheme (Scheme), a managed investment
scheme that is registered under the Financial Markets
Conduct Act 2013. Investors buy units in the Fund.
The Scheme is governed by a trust deed, which is an
agreement between us and the Scheme’s supervisor (Public
Trust) describing how the Scheme works, as well as our and
Public Trust’s responsibilities.
When you invest your money in the Fund, you receive
‘units’. Units represent your share of the investments in
the Fund. The Unit Price multiplied by the number of units
you have in the Fund shows what your share is worth when
applying our valuation of the units. If the Fund’s investments
go up in value your units will be worth more and if they go
down in value your units will be worth less.
The return on your investment ultimately comes from the
price at which you are able to withdraw or sell your units
(as well as any distributions you may receive on your units).
From 2 March 2022, units in the Fund will be quoted on the
NZX Main Board, so you can sell your investment through
an NZX Participant (such as a broker) or by arrangement
through us, if there are interested buyers – although the
amount you get may be less than the amount that you
invested. As explained in Section 3 – Terms of the Offer,
above, there is also limited ability to make withdrawals from
the Fund. We may make some or all of the proceeds of
the sale of an investment available for withdrawal, though
the timing of this is inherently unpredictable. Due to the
restricted nature of the ability to make a withdrawal, you
should only invest money that you do not need access to for
a number of years.
Investment Valuation Approach
We are responsible for calculating the Unit Price (or
net asset value per unit) and for issuing and redeeming
units. It is our aim to ensure the valuation approach we
take is robust, consistent and fair to existing investors,
new investors purchasing units in the Fund, and those
withdrawing units from the Fund.
The valuation of private, unlisted, pre-profit companies is
challenging and involves significant use of judgement. We
consider a range of information that we believe is relevant
to the valuation of the investee companies, both related
to the specific business, as well as externally sourced data
such as industry benchmarks or comparable transactions
where available. Our approach to valuations has been
developed in consideration of the principles detailed in
the International Private Equity and Venture Capital (IPEV)
guidelines (see - www.privateequityvaluation.com/
Valuation-Guidelines), as well as Generally Accepted
Accounting Practice in New Zealand.
The investment valuation approach we apply (Investment
Valuation) in respect of the investments is summarised as
follows:
Direct Investments
Where the Fund holds the investment directly (which may
include investments in conjunction with a lead co-investor),
the last price at which capital was raised by the relevant
business from other external investors is used as a starting
reference price. We, or the lead co-investor, will also
consider how recently the business last raised capital and
its relevance given changes in the business, as well as any
changes to its target market or its progress towards the
commercialisation of its intellectual property since the last
capital raise. An assessment will be made of the extent
to which the business has achieved its business plan since
the last capital raise, its remaining cash available, and any
capital raising activity in progress, on at least a quarterly
basis. Where there is uncertainty of outcomes relevant to
the value of the business, we apply probability weightings
to reflect the uncertainty and risk.
Where we assess the value of an investment may have
materially changed since its purchase or last formal
valuation assessment, a more comprehensive assessment
of value is made including consideration of other indicators
of value such as industry valuation benchmarks, similar
investment company comparisons or third-party pricing
events where available.
In between formal valuation assessments, any other new
information received in respect of an investment that may
be material to the Fund’s Unit Price is considered by us
when it is received and is reflected in the Unit Price and/
or notified via the NZX market announcement platform to
ensure the Fund continues to meet its continuous disclosure
obligations.
All valuations are performed by our in-house investment
team (or in conjunction with a lead co-investor), reviewed
by the Fund’s Advisory Board, and considered and approved
by the Fund’s Investment Committee.
Indirect Investments
Where the Fund holds the investment indirectly, the
valuation will be initially determined by the manager/ Board
of the relevant underlying investment fund and reviewed by
the Fund’s Advisory Board prior to approval by the Fund’s
Investment Committee.
We also assess the valuation approach taken by our
investment partners for consistency with our valuation
approach described above. For example, our valuation
approach is consistent with that applied by NZIB in respect
of its investments.
On a monthly basis we will consult with the manager/ Board
of the underlying fund to establish if there is any other new
information that may be material to the Fund’s Unit Price
prior to the issue or redemption of units in the Fund.
Also, consistent with the approach outlined for direct
investments above, we will consider any other new
information received by us at any time in between formal
valuation assessments to determine if an adjustment is
required to the Unit Price and/ or notified via the NZX
market announcement platform to ensure the Fund
continues to meet its continuous disclosure obligations.
All other assets and liabilities of the Fund (including
provisions for performance-based fees and other expenses)
are updated on a daily basis.
The Fund (including the valuation of its investments held
directly by the Fund) is subject to an independent audit on
an annual basis. We may seek independent valuations if
considered appropriate for one or more of the investments
in the Fund.
4. How the Booster Innovation Fund works

Booster Innovation Fund32
The Benefits of Investing in the Fund
The Fund offers investors the following benefits:
Supporting NZ innovation. The Fund actively invests in
intellectual property originated or developed in New
Zealand – helping to keep the benefits of innovation in New
Zealand for longer;
Diversification.
• An appropriate exposure to this Fund (relative to your
total investment portfolio) can provide diversification
benefits when used as part of an existing investment
strategy due to the historically low to modest
correlation of returns of early-stage investments
to other traditional investment classes. Although
individual circumstances and personal risk attitudes
will differ, we recommend that an investment in this
Fund only represents a small proportion of your total
investment portfolio;
• The Fund takes a portfolio approach to investing in
early-stage businesses. By holding a diverse range of
a higher number of investments, the Fund is able to
balance the high risk of failure with the high rewards for
successful businesses;
Potential for high returns. Research has shown that a
diversified portfolio of early-stage companies such as those
held by this Fund potentially delivers significantly higher
returns than the broader listed equity markets. However,
investment in this specialised area does come with higher
expected volatility of returns and high rates of failure of
some of its underlying investments (see comments on the
Refinitiv Venture Capital Index on page 8 of this document);
Access to exciting start-ups. Investors, other than very high
net worth investors, usually find it difficult to access this
type of investment opportunity;
Unique fee structure. There is no base management fee and
a performance-based fee is only charged on performance
above a 10% return. This means the Fund must achieve a
10% return in each financial year before any management
fees are payable, after which we receive 20% of investment
return in excess of 10%. The fee structure has been
designed to ensure optimal alignment between our interests
and those of investors. (see Section 7 – What are the Fees?
for further details);
Tax benefits. The Fund is structured as a listed portfolio
investment entity (PIE) which means any capital gains made
on the sale of an investment are not subject to tax. Tax is
paid by the Fund at 28%. To the extent distributions are
paid, imputation credits may be available for New Zealand
resident individual or trustee investors (other than unit
trusts) on lower tax rates to apply surplus imputation credits
against other taxable income they may have. Tax rates may
change in future;
Experience. The Fund utilises a partnership or co-investing
model, where investments are made, directly or indirectly,
in conjunction with other investors who have experience
and expertise in developing and commercialising
intellectual property.
Quotation on NZX Main Board. The Fund is quoted on the
NZX Main Board, giving investors the opportunity to sell
their units should they need to, so long as there is a buyer
(NZX trading volumes may be limited at times).
Related Party Benefits
As shown in the structure diagram in Section 2 – What the
Booster Innovation Fund invests in? the Fund owns units in
the NZIB, which is a partnership between Booster Financial
Services Limited, Victoria Link Limited (Wellington
UniVentures) and Otago Innovation Limited (OIL). Due to
Booster Financial Services Limited being a limited partner
of NZIB (and who had invested through NZIB in conjunction
with a number of Booster Managed Funds prior to the
Fund’s establishment), we consider NZIB to be a related
party.
NZIB holds shares in the underlying businesses as outlined
in Section 2 – What the Booster Innovation Fund invests in?
On 24 August 2021 and on 22 October 2021, the Fund
acquired NZIB partnership units from Booster Financial
Services Limited and a number of the Booster Managed
Funds which are also managed by us. The transactions were
completed on an arm’s length basis, at the Unit Price based
on the investment valuation for the underlying investments.
These valuations were fully assessed by the NZIB Board,
and reviewed independently by the Fund’s Advisory
Board. Booster Financial Services Limited and the Booster
Managed Funds have each taken an interest in the Fund on
the same terms and same price and in proportion to their
former interest in NZIB.
No related party benefits were paid in respect of the
transactions described above.
Under the Portfolio Investment Entity (PIE) eligibility criteria
rules, the Fund is restricted to hold no more than 20% of
the voting interest in each investee business. As a result,
there may be occasions where it is commercially desirable
or necessary, or simply due to historical shareholdings,
that an underlying investment entity hold more than a
20% interest in an investee business on behalf of related
entities. In this situation, Booster Financial Services Limited
and/or the Booster Managed Funds may retain an interest
in an investee business directly through the underlying
investment fund. We will actively manage any potential
conflicts of interest that arise in conjunction with the
independent directors of the Board, and the Supervisor.
There are no other specific transactions or proposed
transactions of the Fund that will result in a related party
benefit. Booster Financial Services Limited and the Booster
Managed Funds may make further investments in the Fund
in future.
Disclosure under NZX Listing Rules
As the Fund will be quoted on the NZX Main Board from 2
March 2022, it is subject to the NZX Listing Rules. Under
those listing rules, the Fund is required to disclose material
information to investors through the market announcement
platform ‘promptly and without delay’. Material information
is information related to the Fund or the Manager that
a reasonable person would expect, if it were generally
available to the market, to have a material effect on the
price of the Fund. Material information may include updates
about specific investments held by the Fund, updates about
the Fund or the Manager, and periodic reporting such as the
annual report, annual financial statements, or investor fund
updates.

Booster Innovation Fund33
5. Booster Innovation Fund’s financial information
Selected Financial Information
This table provides selected financial information about the
Fund. A copy of these unaudited financial statements is
available on the offer register at
www.disclose-register.companiesoffice.govt.nz
Full financial statements will be available on the offer
register at www.disclose-register.companiesoffice.govt.
nz after the Fund has completed a full accounting period
(which will be 31 March 2022). If you do not understand
this sort of financial information, you can seek professional
advice.
We have not provided investment return information at this
stage as we consider the period of time from the Fund’s
establishment to be too short to make any meaningful
assessment of the Fund’s past performance.
Prospective Financial Information
We have not provided any prospective financial information
in respect of this Fund. Following careful consideration
and due enquiry, we have concluded that any prospective
financial information would be likely to deceive or mislead
potential investors with regard to particulars that are
material to the offer.
Due to the unknowns in respect of the Fund and the
investments held by the Fund, we believe it is not possible
to prepare reasonable assumptions on which to base the
prospective financial information. The reasons that form
the basis for our view are:
• It is not known how much money will be raised under
this offer or of its timing. The size of the Fund following
the issue of units under this offer will determine how
many investments the Fund can purchase.
• The scale and number and timing of investment
opportunities made by the Fund from the money raised
cannot reasonably be predicted due to the availability
of suitable investment opportunities.
• As this is a long-term investment, the likely rate of
return of the Fund and the timing of when any return
may be earned over the short term is inherently
uncertain and cannot be predicted nor any reasonable
assumption be used.
Statement of Financial
Performance of the Fund
For the period 1 Apr
to 31 Dec 2021
$'000
Investment income 886
Fees and expenses (9)
Net income before tax 877
Statement of Financial
Position of the Fund
As at 31 Dec 2021
$’000
Cash 20
Units in NZIB held at fair value4,809
Other investments held at fair value1,050
Other payables (9)
Net assets5,870

Booster Innovation Fund34
6. Risks to returns from the Booster Innovation Fund
Given the nature of the target investments of the Fund,
the risks to generating an appropriate rate of return are
significant. It is important that a prospective investor
understands the nature of the risks described below of
investing in this Fund and the steps we take to mitigate
these risks as far as possible.
A business fails to successfully
commercialise its intellectual property
Description. This is the risk that an early-stage business in
which the Fund has invested does not meet expectations
resulting in a low investment return or a total loss of capital
invested.
Why this is of significance. For each business that fails to
achieve its technical or business plans, the value of the
investment will likely fall, reducing the return of the Fund’s
portfolio overall. You may lose some or all of your money.
Assessment of likelihood, nature and the potential
magnitude of any impact. Early-stage businesses face a
higher level of failure risk than most other investment types,
including listed equities.
The key risks these businesses face may include:
• Technical uncertainty. The technology may not yet have
been proven and may require further development
or testing to become marketable. In the case of
completely new innovations there may be a number of
related developments required before the technology
can be deployed. These developments may not have
been identified at the time of investment;
• Market risk. The business may not be able to secure a
market to whom their product can or will be sold;
• Risk of loss of key people. Generally a new venture is
highly dependent on a small number of key people.
A loss of a key person is likely to have a significant
negative impact on the business;
• Intellectual property risk. The risk that the business’
intellectual property may not be easily protected or is
easily imitated eroding its future value. The patenting
process is slow and it is likely patents will not be
granted before early investments by the Fund;
• Funding risk. The risk that the business does not obtain
sufficient funding capital to allow it to reach its full
potential.
The rate of failure of early-stage businesses is high. Data
from New Zealand Venture Investment Fund (in their
paper – New Zealand Early Stage Company Investment
Valuations – December 2018) indicates that 28% of start-up
investments fail after an average of 4 years.
Mitigating Factors. We use a number of strategies to
manage the risk of investing in early-stage businesses.
These strategies are at both the overall Fund level and the
individual investment level:
Fund Level Strategies.
• Diversification. The Fund has an investment objective
to seek to invest in a large number of businesses
(indicatively more than 40), which have diversity in
their underlying intellectual property and its source, the
business sector in which they operate, the key people
driving the business, and the stage of maturity of the
business at the point of investment.
• Partnerships and co-investment. The Fund will seek to
partner or co-invest with entities that have expertise
in supporting the commercialisation of intellectual
property such as universities, research institutes and
private sector early-stage funders. NZIB is a good
example of the kind of partnership arrangements the
Fund is looking to develop.
• Monitoring and revaluation. We will seek to maintain a
close relationship with each of the investments, so that
they are monitored closely relative to their business
plans. The valuation of investments is reviewed on at
least a quarterly basis.
Investment Level Strategies.
• Technology plan. The investee will be expected to have
a completed technology proof of concept, a technology
or product development plan and to seek adequate
funding to complete this in its investment programme.
• Marketing plan. We expect investees to be familiar with
their target market and to include, either on the team or
Board, people familiar with that market.
• Alignment of interests. We would generally expect the
key personnel to have a financial stake in the business
so that all parties are aligned in their interests.
• Intellectual property (IP) plan. We require all investees
to have a strong IP strategy and a good understanding
of their freedom to operate.
• Capital plan. We expect investees to have a defined
capital plan to achieve profitability and sustainability.
Higher volatility of returns than traditional
equity investments
Description. Due to the high risk of early-stage businesses,
their value can fluctuate widely over short timeframes
depending on the progress they make against their business
plans, the confidence of their shareholders in the likelihood
of their success, and the willingness of existing and
potential investors to contribute more capital to continue to
support the business.
Why this is of significance. The value of an investment in
the Fund may (and is likely to) go up and down faster and
more significantly than investing in many other investment
classes (including listed equities). This means an investor
may lose a significant portion of their original investment
in the short-term if a larger number than expected of
the investee companies fail and/ or the returns from the
successful investments are insufficient to offset the losses.
Each investor must ensure their investment in this Fund
represents an appropriate portion of their overall portfolio,
and that they intend to invest for a longer timeframe (at
least 15 years). As each business develops, the level of
business risk diminishes and the risk of volatility reduces as
a result.
Assessment of likelihood, nature and the potential
magnitude of any impact. As noted above, the rate of
failure of early-stage businesses is high. Despite this
failure rate (and associated loss of invested capital), those
companies that succeed have the potential to increase in
value substantially relative to the value of capital invested,
resulting in prospects of a positive risk-weighted investment
return.

Booster Innovation Fund35
Mitigating Factors. We seek to reduce this risk by planning
to invest in a large number of businesses, across a range of
stages of development and different business sectors which
increases the diversification of the Fund. The Fund’s focus
is on early-stage companies based on intellectual property.
They will generally be technology based, be focused on
international markets and revenue growth from inception.
On a portfolio basis, we would expect their valuation to
improve as they reduce technology and market risks in the
early phases of their development. A few of these individual
investments are likely to grow very fast and substantially.
Liquidity and withdrawal risk
Description. This is the risk that, due to the Fund only
facilitating limited and infrequent withdrawals an investor
is unable to sell their investment at a time that suits them or
that when seeking to sell through the NZX they are unable
to find a buyer, or that the NZX quoted price of the units is
lower than the Unit Price, or that in certain circumstances,
trading of the Fund’s units on the NZX is suspended.
Why this is of significance. The investments of the Fund are
small private companies and generally a lot less liquid than
investments traded on a recognised exchange, therefore
the Fund is not able to facilitate the regular withdrawals,
other than on occasion where an investment is sold and
we determine that some or all of the proceeds are to be
made available for withdrawal. The primary mechanism
for the sale of units, other than proceeds from occasional
investment sales, is to sell them on the NZX. The ability to
sell units on the NZX will be dependent on the availability of
buyers and that the Fund’s units have not been suspended
or removed from quotation on the NZX.
Assessment of likelihood, nature and the potential
magnitude of any impact. The availability of cash for
quarterly withdrawals is limited, and subject to the amount
of cash held by the Fund not committed to additional
investments. Also, the timing of when the Fund may sell one
of its investments is inherently unpredictable, and may not
align with when an investor wishes to make a withdrawal.
Under normal market conditions, it is anticipated there
will be buyers interested in buying units through the NZX,
though may be reduced numbers given they are also able
to purchase units directly from the Fund on a monthly basis.
Based on the experience of investments similar to this Fund,
the trading price on the NZX may be at a discount to the
Unit Price.
The likelihood of suspension or removal of the Fund from
the NZX is considered to be unlikely given the governance
and compliance framework in place to ensure its NZX
obligations are met.
Mitigating Factors. As described in Section 3 – Terms of
the Offer above, a limited amount of cash will be made
available on a quarterly basis for withdrawals, subject to a
withdrawal charge. Also, the listing of the Fund on the NZX
Main Board enales investors to sell their units if there are
interested buyers. On occasion, we may allow withdrawals
from the proceeds of the sale of an investment. No
withdrawal charge will be applied in this situation.
Concentration of investments
Description. This is the risk that the Fund’s investment
returns do not meet the long run expectations of a well-
diversified portfolio of early-stage investments due to
holding a relatively small number of investments, or the
investments being concentrated in particular sectors, or
concentrated in a particular stage of business development
which also reduces the level of diversification.
Why this is of significance. As noted above, early-stage
businesses face a high risk of failure, and a key objective of
the Fund is to invest in a large number of businesses across
different sectors and stages of development. Currently
the Fund’s investments are concentrated in a relatively
small number of investments which limits the level of
diversification of the Fund until further investments are
acquired.
Assessment of likelihood, nature and the potential
magnitude of any impact. This risk is higher in the early
period of portfolio development as the Fund will hold a
relatively small number of investments. At this stage, the
likelihood of returns being heavily influenced by individual
investments is high, resulting in a higher level of volatility
of returns in the short term. The magnitude of this risk is
expected to diminish as the Fund grows and diversifies.
Mitigating Factors. We are actively pursuing additional
investments that will increase the level of diversification
over time and will monitor the investments in specific
sectors and stage of business development to improve its
diversification once the portfolio approaches maturity.
Valuation uncertainty
Description. This is the risk that the fair value of each of the
investments is inherently uncertain due to the subjective
nature of valuations.
Why this is of significance. The valuation of private,
unlisted, pre profit companies is challenging and involves
significant use of judgement. This may mean our
assessment of the fair value of an individual investment,
or the portfolio of investments, may be different to other
assessments of the fair value of the Fund’s investments.
This could result in a difference between the Unit Price
and the value of units trading on the NZX Main Board, and
therefore impact an investor’s ability to buy or sell units
at their assessment of the fair value. We do not intend to
regularly seek independent external valuations of the Fund’s
investee companies.
Assessment of likelihood, nature and the potential
magnitude of any impact. Any increase or decrease in the
value of an individual investment may be significant to the
value of the Fund and will have an impact on the value of
an investor’s investment in the Fund. By holding a relatively
small number of investments in the Fund, the likelihood
of this occurring is higher than for more widely diversified
funds, but is expected to reduce over time as the number of
investments held increases.
Mitigating Factors. To manage this risk, we seek to apply
fair value valuation methodology in accordance with the
valuation approach described in Section 4 - How the Booster
Innovation Fund works. We formally review investment
values on at least a quarterly basis. We will base our
assessment on externally verified valuations where possible
(such as when the company successfully raises additional
equity funding) and will also consider how the business has
performed since that last capital raise, including making
an assessment of the impact of any new information about
how each business is performing as received. By investing
in a diverse range of businesses at different development
stages, we anticipate that a portion of the investments will
seek additional capital or will be subject to take over offers,
which provides opportunity to benchmark its valuations.
The Fund is also subject to an annual audit which includes
the assessment of the reasonableness of the valuation of its
investments, subject to the overall materiality of the Fund.

Booster Innovation Fund36
Capital contributions to the Fund are
insufficient to achieve diversification
Description. This is the risk that the Fund does not raise
sufficient capital to allow it to obtain a diverse portfolio of
investments within a reasonable timeframe.
Why this is of significance. Due to the higher risk of failure
in early-stage businesses and the difficulty in identifying
future successful businesses, unless the Fund is well
diversified, its investment performance will be dominated
by the success or failure of a small number of investments.
Assessment of likelihood, nature and the potential
magnitude of any impact. To reach a desired level of
diversification of at least 40 companies, the Fund will
require additional capital to purchase more investments.
While a large portion of that capital is expected to be
provided by Booster Managed Funds and Booster’s parent
company (as noted below), the Fund is also seeking capital
contributions from external investors to allow it to expand
its investment portfolio.
Mitigating Factors. Booster Financial Services Limited
(our parent company) made a financial commitment
to provide NZIB with new capital of up to $2 million
per year for at least 5 years, and $5.75 million of that
commitment remains uninvested. This provides NZIB, one
of the Fund’s co-investment partners with some certainty
of sufficient resources to continue to invest in suitable
investment opportunities and in turn improving the overall
diversification of the Fund. The commitment can be partly
or wholly met by the Fund or other Booster Managed Funds.
Additionally, Booster Managed Funds have investment
capacity and appetite to invest further in the Fund as the
Fund grows.
Flow of investable opportunities risk
Description. This is the risk that the Fund does not have
sufficient, suitable investment opportunities relative to its
investable funds.
Why this is of significance. If the Fund does not have access
to enough investment opportunities, it may have uninvested
cash, feel pressure to invest in more marginal ventures,
or take longer to achieve a desired level of diversification,
which in turn may impact the returns or the volatility of
returns.
Assessment of likelihood, nature and the potential
magnitude of any impact. While full portfolio diversification
will take some time to achieve, we consider the investable
opportunities currently exceed the Fund’s capacity to
invest.
Mitigating Factors. We have established close relationships
with Victoria University of Wellington, University of
Otago and Matū which provides direct access to a flow
of investment opportunities. We (together with our co-
investment partners) have strong networks in New Zealand
and are currently seeking to establish similar relationships
with other universities, as well as the public and private
sector.
Conflict of interest in valuation of
investments
Description. This is the risk that our judgement when
valuing investments is influenced by the impact such
valuations have on the performance-based fee we may
earn.
Why this is of significance. As manager, we are responsible
for valuing the investments of the Fund. The valuation of
investments is a key driver of the overall performance of the
Fund, and will determine whether, and how much, we may
earn as a performance-based fee.
Assessment of likelihood, nature and the potential
magnitude of any impact. The calculation of a performance-
based fee is directly impacted by the valuation of
investments. However, as most of the investments are
held via underlying funds, such as NZIB and Matū, and all
valuations are reviewed by the Advisory Board (the Chair of
which is independent of Booster), the level of influence we
have on the valuations is moderated.
Mitigating Factors. As noted above, the investment
valuations are reviewed by the governing bodies of the
underlying funds, and by the Advisory Board of the Fund.
In addition, the Fund is subject to an independent annual
audit which includes a review of the valuation of the
Fund’s investments. Any performance-based fee would be
retrospectively adjusted should the audit process determine
that investment valuation changes were required.

Booster Innovation Fund37
Fee Category
11
Fee Type and RateBased onPaid to
Annual
management fee
No annual management fees are chargedN/AN/A
Performance-
based
management fee
We are paid an annual performance-based fee (in units in
the Fund) equal to 20% of the net pre-tax return made by the
Fund in excess of the hurdle rate of return.
Hurdle rate of return: the hurdle rate is 10% p.a. which
approximates the 30-year New Zealand equity market
return.
Amount of the performance fee: 20% of the net return above
the hurdle rate + GST is payable as a performance-based
fee.
Maximum limit of the fee: there is no limit to the value of the
fee payable.
High water mark: a high water mark is used to prevent us
from being rewarded for the same performance twice. It
is increased each time the Fund’s return is positive, but
remains unchanged if the investment return is negative
in the year. This means a performance-based fee is only
payable for returns in excess of the hurdle rate after any
prior year losses have been covered.
Frequency of calculation and payment: the fee is calculated
and accrued in the Unit Price on a daily basis. The fee is
paid only in the form of units in the Fund on an annual basis
at the year-end Unit Price (being the net asset value per unit)
subject to any relevant audit adjustments (e.g. the valuation
of investments is amended through the audit process). In
addition, we are restricted from withdrawing those units
from the Fund, and can only sell the units to other investors.
This fee also covers the costs of managing and administering
the Fund, which include administration, accounting and
ongoing marketing expenses.
Because the performance-based fee is calculated on
the excess return over 10%, you may pay performance-
based fees even if the fund does not match or beat the
New Zealand market equity return in a particular year.
(Conversely, you may not pay a performance-based fee even
if the fund significantly exceeds the New Zealand equity
market return in a particular year).
Excess return
above the
hurdle rate
(being 10% per
annum)
Booster
7. What are the fees?
You will be charged fees for investing in the Fund. Fees
are deducted from your investment and will reduce your
returns. The Fund also incurs other costs and charges such
as the supervisor and audit fees.
The fees and expenses you pay will be charged in the
following ways:
• A performance-based fee;
• Capital raising expenses;
• Withdrawal charge;
• Other fees and expenses.
We do not receive a fixed or percentage-based annual
management fee. This aligns the interest of the manager
with investors where fees are only earned on successful
investment outcomes and avoids the negative impact of
fixed feeS eroding the value and cash reserves of the Fund
over time.
A summary of the fees and expenses and the basis on which
they are charged is:

Booster Innovation Fund38
11
Goods and Services tax (GST) is not included in any of the fees stated. GST will be added to any fees where applicable, including to the performance fee.
Capital raising
expenses
To the extent expenses are incurred for securing a
commitment of future capital to the Fund, such expenses
may be charged to the Fund. These expenses include
brokerage or underwriting costs, and may only be charged
where we are satisfied the costs are fair and reasonable
to all investors. For example, if the Fund were to secure a
substantial capital commitment from investors that enabled
the Fund to enhance its diversification and continue to
actively pursue new investment opportunities, this would
be of benefit to all investors in the Fund. These costs are
expensed by the Fund as the raised capital is deployed
through the purchase of investments.
Actual expenses
incurred
(these fees
cannot be
estimated at this
stage as it would
be based on
the scale of any
commitment)
External parties
such as brokers.
Other fund
administration
expenses
Direct expenses of the Fund up to $30,000 + GST per year
may be charged to the Fund. These expenses include the
costs related to the supervisor, audit, Fund related legal fees,
NZX listing related fees, and independent valuations (if any).
Any of these expenses above $30,000 + GST per annum are
paid by Booster.
Actual expenses
incurred
(capped at
$30,000 + GST
per annum).
External parties
such as the
Supervisor,
auditor, valuers,
NZX and legal
advisers.
Other fund
administration
expenses from
underlying funds
The Fund holds units in NZIB and may also hold interests
in other underlying funds. NZIB and these other underlying
funds may also incur fund administration costs such as audit,
independent valuations, legal fees and independent director
fees (if any).
These costs are not subject to the $30,000 + GST per
annum cap referred to above.
NZIB does not charge any management fees for its services.
Relevant share
of actual
expenses
incurred.
External
parties such
as the trustee/
supervisor,
auditor, valuers,
legal advisers
and independent
directors (if any).
Withdrawal
charge
For withdrawals made directly from the Fund, a charge of
10% of the value of the amount withdrawn will be applied.
This charge does not apply to any withdrawal opportunities
made available to all investors from the proceeds of the sale
of an investment.
If you sell your units on the NZX Main Board a withdrawal
charge will not apply (though a service fee may be charged
by your broker).
Value of amount
withdrawn from
the Fund
Retained by the
Fund to cover
the funding
cost of the cash
available for
withdrawals.
The fees and
expenses can be
changed
Any new fees or changes to existing fees is subject to the Trust Deed. We will consult and agree
any fee change with the Supervisor and provide 1 month’s notice of any increase in the fees or
charges to all investors in the Fund.
Other Fees and Expenses
Contribution feeWe do not charge a fee on contributions. Your financial
adviser, with your agreement, may charge you other fees for
the services they provide to you. These fees may include an
entry fee on each investment amount or an ongoing service
fee. If an entry fee is charged, it will be deducted from each
investment amount before your money is invested in the
Fund and paid to your financial adviser.
As negotiated
with the
adviser based
on services
required – may
be a percentage
of contributions
or a fixed
amount.
Financial adviser
NZX brokerage
fee
If you buy or sell units in the Fund through an NZX
Participant (such as a broker), they may also charge you a
fee.
Value of
transaction
(minimums may
apply)
NZX participant

Booster Innovation Fund39
Investment acquisition costs
Costs directly incurred or shared with co-investment partners in the due diligence and acquisition of investments (if any),
are reflected in the purchase price of the relevant investment.
Fee Illustration
As the fees and expenses charged are substantially related to investment performance, here are some examples of what the
charges would be under different return scenarios (assuming no capital raising expenses are incurred in the period):
Investment
return (before tax
and performance-
based fee)
12
Annual
Management
Fee
Performance
based fee
Other fund
admin
expenses
13
Total annual
fund charges
After fees
and charges
investment
return (before tax)
14
-5%0%0%0.56%0.56%-5%
0%0%0%0.56%0.56%0%
+10%0%0%0.56%0.56%10%
+15%0%1.0%0.56%1.56%14%
+20%0%2.0%0.56%2.56%18%
12
The investment return is calculated after all annual charges other than performance-based fees.
13
Calculated as the estimated other fund administration expenses of $36,300 (plus GST) divided by net asset value of $6.5 million.
14
The after fees and charges investment return is the net pre-tax return after all fees, charges and performance-based fees have been deducted.
Based on the investment return up to 31 January 2022 (which is 16.4% after fees for the period from 24 August to 31 January
2022), an allowance of $137,000 (plus GST) had been made in the Fund’s Unit Price for performance-based fees, which
was 2.3% of the net asset value. This allowance is not provided in the interim financial statements in accordance with
accounting standards.
From 2 March 2022, the Fund will be a listed portfolio
investment entity. The amount of tax that the Fund pays is
calculated at the rate of 28% on its taxable income, though
tax rates may change in future.
While the Fund does not intend to pay distributions, to the
extent it does, it would attach any imputation credits it has
available. If you are a New Zealand resident individual or
trustee investor (other than a unit trust) and your marginal
tax rate is less than 28%, you can choose to include the
fully imputed distribution in your tax return, and apply the
surplus tax credits against other income on which you are
required to pay tax (or carry forward to future tax years). An
investor that pays no tax may not be able to obtain a benefit
from the imputation credits from a listed PIE. If investors are
unsure about how they would be impacted, we recommend
seeking professional advice.
That portion of any distribution that does not have
imputation credits attached (referred to as excluded
income) is not taxable to a New Zealand resident investor.
If you are investing in the funds as a joint investor, company,
trust, or estate, see the ‘Other material information’
document available on our website www.booster.co.nz for
more information.
Taxable income for the Fund includes interest, dividends
received (if any) from its New Zealand share investments,
and a deemed dividend of 5% of the market value of any
overseas shares. Any capital gains made by the Fund
in respect of its share interests are excluded from the
calculation of taxable income.
8. Tax

Booster Innovation Fund40
About Booster
We are part of the Booster Group which has been helping New Zealanders save since 1998. The group currently administers
superannuation and investment funds of over $5 billion on behalf of more than 170,000 New Zealanders.
You can contact us at:
Write: Booster Investment Management Limited
Level 19, Aon Centre, 1 Willis Street
PO Box 11872, Manners Street
Wellington 6142
Who else is involved
9. About Booster and others involved in the Fund
NameRole
Underlying
Fund /
Partnership
NZ Innovation Booster
Limited Partnership
An investment fund through which this Fund co-invests in intellectual
property originating from Victoria University of Wellington and University of
Otago.
The NZIB board is responsible for assessing and monitoring investment
opportunities on behalf of the limited partners of the Limited Partnership (of
which the Fund is one).
SupervisorPublic Trust
Supervises us to make sure we meet our responsibilities and obligations.
Custodian PT (Booster Investments)
Nominees Limited
Appointed by the Supervisor to hold the assets of the funds on behalf of the
investors. The Custodian is a wholly-owned subsidiary of the Supervisor.
Unit
Registrar
Link Market Services
Limited
Provides registry services.
Booster
Booster Investment Management Limited
Attn Chief Operating Officer
Booster Investment Management Limited
Level 19, Aon Centre, 1 Willis Street
PO Box 11872, Manners Street
Wellington 6142
Phone: 0800 40 40 50
Email: clientservices@booster.co.nz
Supervisor
Public Trust
Attn General Manager, Corporate Trustee Services
Level 8, Public Trust Building, 22-28 Willeston Street
Private Bag 5902
Wellington 6140
Phone: 0800 371 471
Email: CTS.Enquiry@PublicTrust.co.nz
Booster’s approved dispute resolution scheme
Financial Dispute Resolution Service
Level 4, 142 Lambton Quay
Freepost 231075
PO Box 2272
Wellington 6140
Phone: 0508 337 337
Email: enquiries@fdrs.org.nz
Web: www.fdrs.org.nz
Public Trust’s approved dispute resolution scheme
Financial Services Complaints Limited
Level 4, 101 Lambton Quay
PO Box 5967
Wellington 6140
Phone: 0800 347 257
Email: complaints@fscl.org.nz
Web: www.fscl.org.nz
10. How to complain
Any complaints about the Fund can be made to us (in
the first instance), or the Supervisor, at the contact
details below:
If your complaint can’t be resolved, you can refer it
to one of the following approved dispute resolution
schemes. They won’t charge you a fee to investigate
or resolve your complaint.
Phone: 0800 40 40 50
8.00am to 5.00pm (Monday to Friday)
Email: clientservices@booster.co.nz

Booster Innovation Fund41
More information about the Fund, including historic financial statements, annual reports (once available), the trust deed,
SIPO, and other material information is available on the scheme register and offer register at
www.disclose-register.companiesoffice.govt.nz and copies can be requested from the Registrar of Financial Service
Providers.
You can also get this and other information about your investment, free of charge, at www.booster.co.nz, from your
financial adviser, or by contacting us through one of the ways listed in Section 9 – About Booster and others involved in the
Fund.
To invest in the Fund, you can either:
• Apply directly to us at www.booster.co.nz
• Apply via a Financial Adviser
• You can also buy units in the Fund through an NZX Participant (such as a broker).
See www.nzx.com/services/market-participants for a list of current NZX Participants.
If you apply directly to us or via a financial adviser, you will need to enter into a Client Custody Agreement for the Booster
Wrap Administration System. If you would like to get in touch with a financial adviser who uses the system, call us on
0800 40 40 50.
11. Where you can find more information
12. How to apply

We’re here to help.
To find out more about the
Booster Innovation Scheme visit our
website, call us on 0800 40 40 50
or talk to your financial adviser.
Booster Investment Management
Limited, PO Box 11872, Manners Street,
Wellington 6142, New Zealand
booster.co.nz

---

Booster
Innovation
Fund

of the Booster Innovation Scheme


Other material information


23 February 2022

Page 2 of 14
Table of contents
1 Introduction
Page 3
2 Information about Booster Innovation Scheme
Page 3
2.1 Investing in the Fund
Page 3
2.2 Taxation
Page 4
2.3 Fees assumptions
Page 6
2.4 Material contracts
Page 7
2.5 Updating the PDS
Page 11
3 Guarantees
Page 12
4 Conflicts of interest
Page 12
5 Scheme related contracts
Page 14

Page 3 of 14
1. Introduction
This document has been prepared to provide potential investors with additional information about the
Booster Innovation Fund (Fund), established under the Booster Innovation Scheme (Scheme), to meet the
requirements of the relevant legislation and provide any other information we believe may be material to a
decision to invest in the Fund. The information provided in this document complements the Product
Disclosure Statement (PDS) for the Fund so it is important that the PDS and this other material information
document are read together.
Additional information regarding the operation of the Fund (and the Scheme) can be found in the Scheme’s
Trust Deed which can be viewed on the Scheme’s website at www.booster.co.nz.
Where the term “we”, “us”, “our”, “ourselves” or “Booster” is used, we mean Booster Investment
Management Limited, the Manager of the Scheme.
If you have any questions about the Scheme and/or the Fund, we would be pleased to hear from you. You
can contact us on 0800 40 40 50. You can also discuss your personal situation with your financial adviser.
2. Information about Booster Innovation Scheme
2.1 Investing in the Fund
An investor can choose to make an investment in the Fund, either through:
• the Booster wrap administration system (the System); or
• from 2 March 2022, an NZX Participant (such as a broker).

Investing through the System
To invest in the Fund through the System, an investor must first enter into a Client Custody agreement
(Agreement) for the System by either:
• applying directly to Booster at
https://www.booster.co.nz/booster-investments/booster-innovation-
fund.aspx; or
• applying via a financial adviser.
The Agreement enables the investor to invest in the Fund through an account in the System and sets out
the terms and conditions upon which access is provided through the System. Under the Agreement all of
the investor’s investments are held by, and in the name of, a custodian to the System to ensure that
beneficial ownership of the investments remain with the investor, not the financial adviser or us. The
custodian is Asset Custodian Nominees Limited (ACNL), a related party of the Manager which acts as a bare
trust established solely for this purpose. The custodian of the System can change from time to time without
prior notification.
By accessing the Fund via the System, the investor is not subscribing for units in the Fund directly.

Page 4 of 14
Buying units on the NZX Main Board (code BIF)
From 2 March 2022, you can buy units in the Fund on market at the quoted price through an NZX
Participant (such as a broker). In order to trade quoted units, you will need to have a Common Shareholder
Number (CSN) an Authorisation Code (FIN) and a relationship with an NZX Participant. See
http://www.nzx.com/services/market-participants
for a list of current NZX Participants.
You can view the Fund’s NZX page at http://www.nzx.com/companies/BIF, including all announcements
made on the NZX at http://www.nzx.com/companies/BIF/announcements
Applications
We may accept or decline applications at our discretion. No interest will be paid on applications that are
declined in whole or in part (except as required by law). We may invite offers for investments in the Fund
and any offer may be underwritten. We may set minimum application amounts and balances and may waive
or vary the minimum application and balance amounts at any time. See the PDS for further information.
2.2 Taxation
The information in this section is intended as general guidance only and is based on legislation in effect at
the date of this document. The information in this section is only relevant to New Zealand resident investors
and non-New Zealand resident investors will have other tax considerations that will apply. We recommend
that investors seek independent professional tax advice regarding their individual circumstances, to clarify
any of the following, prior to investing. Investors should also periodically monitor the tax implications of
investing in the Fund and should not assume that the position will remain the same as it was when they
started investing.
Neither of the Supervisor or ourselves accepts any responsibility for the taxation consequences of an
investor’s investment in the Fund.
From 2 March 2022, the Booster Innovation Fund (the Fund) is a Listed Portfolio Investment Entity (Listed
PIE). The following information is based on the Fund being a Listed PIE.
General Comments
Tax law is complex and changes frequently. Investors should periodically monitor the tax implications of
investing in the Fund and should not assume that the position will remain the same as it is when they start
investing. In addition, if the Fund ceases to qualify as a Listed PIE then the tax consequences will be
different from what is set out below. The comments under this section “Taxation” are provided as general
background only and are not a comprehensive discussion of tax issues.

a. Portfolio Investment Entity Tax
Under the PIE regime for Listed PIEs, the Fund will pay tax at 28% on all taxable income it earns.
If and when the Fund pays a distribution to its investors then, to the extent that it has imputation credits as
a result of income tax it has paid, it will attach those imputation credits to the distribution to the maximum
extent permitted by law.
To the extent a distribution does not have imputation credits attached (referred to as excluded income), the
distribution is not taxable to the investor. The effect is that any income earned by the Fund that is not
taxable to the Fund can be distributed to investors free from any further tax.

Page 5 of 14
For that portion of the distribution that has imputation credits attached at 28%, a New Zealand tax resident
individual or trustee (other than a trustee of a unit trust) can choose to include this in their tax return. By
including the distribution in their tax return, an investor that has a marginal tax rate of less than 28% can
apply the benefit of any surplus tax credits against their other taxable income (or carry forward those tax
credits to future tax years). For a New Zealand resident individual or trustee (other than a trustee of a unit
trust) with a marginal tax rate of 28% or more, this income does not need to be included in their tax return,
as the tax paid by the Listed PIE at 28% is deemed a final tax. Other investors (e.g. a company, charity or
unit trust) are taxed on Fund distributions that have imputation credits attached.
For investors who are not resident in New Zealand for New Zealand tax purposes, non-resident withholding
tax (NRWT) of up to 15% will be withheld from that portion of a distribution that is fully imputed, although
the NRWT rate may be reduced to the extent that the non-resident investor has a direct voting interest of
10% or more of the units in the Fund or, in some cases, under an applicable double tax agreement.
Tax on investments made by the Fund
As the Fund is registered as a PIE, any capital gains made by the Fund in respect to shares in New Zealand
resident companies and certain Australian resident listed companies are excluded from the calculation of
taxable income. Most overseas shares and interests in managed funds held by the Fund will be taxed under
the foreign investment fund (FIF) regime, generally using the fair dividend rate (FDR) method.
Under the FDR method, the Fund will be deemed to have derived income equal to 5% of the market value of
its overseas shares and interests in managed funds calculated on a daily basis (any dividends or other
returns flowing from overseas shares and interests in managed funds will not be separately taxed in New
Zealand). Also under the FDR method, tax deductions may not be made for any losses in respect of holdings
in overseas shares and interests in managed funds.
Other income of the Fund (e.g. interest on bank deposits) is subject to the relevant normal tax rules. Tax may
be imposed in overseas jurisdictions in relation to overseas investments (although this may give rise to a tax
credit in New Zealand).
Some of the Fund’s investment exposure is obtained indirectly through underlying Funds (such as NZ
Innovation Booster LP and Matū Karihi) which are limited partnerships. A limited partnership is not a taxed
entity, and as a result, the tax implications of the indirect holdings in the underlying investments is on a ‘look
through basis’ as if the Fund were the direct holder of those investments.
PIE Eligibility
In order to maintain its status as a PIE, the Fund must meet certain requirements. This means that, where
necessary, we may restrict an individual’s holding at any time to ensure that this PIE status is maintained.

b. Tax Reporting
Under various agreements and treaties the Fund and/or the Manager may be required to provide information
to tax authorities in jurisdictions outside of New Zealand. We may request this information from you in order
to discharge those obligations.
The Foreign Account Tax Compliance Act (FATCA)
FATCA is legislation that was introduced by the United States Government as a means of preventing tax
evasion by US citizens and tax residents. FATCA has been adopted by the New Zealand Government
through an Intergovernmental Agreement with the US Government (the IGA) and enabling domestic
legislation. Under the IGA, certain New Zealand financial institutions, such as the Trust, are required to

Page 6 of 14
identify investors that are US persons (or certain entities controlled by US persons), and to report certain
information about those investors and their financial accounts to Inland Revenue. This information is collated
by Inland Revenue and passed to the US Internal Revenue Service. For more information on FATCA, please
refer to the Inland Revenue website:
https://www.ird.govt.nz/international-tax/exchange-of-information/fatca/about-fatca
. The Scheme has
been registered for FATCA purposes.
Automatic Exchange of Financial Account Information in Tax Matters (AEOI) and Common Reporting
Standards (CRS)
AEOI and CRS imposes global rules for the purpose of avoiding offshore tax evasion through the exchange
of financial information between tax authorities in different overseas jurisdictions. Additional information
must be obtained from investors to determine whether any investor are non-tax residents of New Zealand
(i.e. resident for tax in another country) and for any non-tax residents of New Zealand, report certain
information such as tax residency, account balances and interest earned, to the New Zealand Inland
Revenue. Accordingly, we may require additional information from you in order to comply with these
obligations. For more information on AEOI and CRS, please refer to the Inland Revenue website:
https://www.ird.govt.nz/international-tax/exchange-of-information/crs/important-documents

2.3 Fee assumptions
The fees and expenses for the Fund are set out in section 7 of the PDS – What are the fees? The principal
assumptions on which any fee estimates are based are detailed below.
Annual Fees and Expenses
Performance based management fee
The Manager does not receive a fixed fee or a percentage-based fee. This aligns the interest of the Manager
with the investors where fees are only earned on successful investment outcomes and avoids the negative
impact of fixed fees eroding the value and cash reserves of the Fund over time
The Manager receives a performance-based fee (in units in the Fund) equal to 20% of the net return made
by the Fund in excess of 10% p.a. The Manager believes it is not possible to prepare reasonable
assumptions on which to base prospective financial information, and as a result, it cannot reasonably
estimate future performance-based management fees.
The performance-based fee is calculated and allowed for in the unit price on a daily basis.
Capital raising expenses
To the extent expenses are incurred for securing a commitment of future capital to the Fund, such expenses
may be charged to the Fund. These expenses include brokerage or underwriting costs, and may only be
charged where we are satisfied the costs are fair and reasonable to all investors.
To ensure any new investors that benefit from the additional capital raised contribute to the costs, these
costs are expensed by the Fund as the raised capital is deployed through the purchase of investments.
Other fund administration expenses
These expenses disclosed in the PDS include estimates for certain fees, including the Supervisor's fee and
other costs, disbursements and expenses charged directly or indirectly to the Fund (such as audit fees and
legal fees), as well as for any underlying funds. The estimate of these expenses is based on estimates

Page 7 of 14
provided by the Fund's professional service providers and the Manager's experience with this and related
funds. We estimate that these fees will be as set out in the PDS.
The direct expenses of the Fund are capped at $30,000 per annum. If the direct expenses of the Fund
exceed this amount, any excess expenses will be covered by Booster.
There is no specific cap in place on the direct expenses of the underlying funds due to the uncertainty of
how the arrangements may be established. The Manager will consider the estimated costs of any new
arrangement in conjunction with potential investment returns when assessing the benefit to investors of any
prospective arrangements.
Goods and Services Tax
All fees stated in the PDS are exclusive of Goods and Services Tax (GST). GST will be added to any fees
where applicable.
2.4 Material contracts
The Fund may obtain its investment exposure by investing in early stage businesses directly, or through
other underlying funds. Underlying fund structures may be established where the Manager has a close
partnering relationship with other specialist entities.
Currently the Fund invests in units in NZ Innovation Booster Limited Partnership (NZIB) which is a
partnership between Booster Financial Services Limited and Victoria Link Limited (Wellington UniVentures)
and Otago Innovation Limited (OIL). Wellington UniVentures and OIL are companies established and owned
by Victoria University of Wellington and University of Otago respectively to commercialise university
originated innovation. The partnership was established to introduce privately sourced funding to support
innovation and initially allow Wellington UniVentures to recycle its capital into the emerging pipeline of
intellectual property at Victoria University. OIL subsequently joined the partnership in April 2020 for the
same purpose in respect of University of Otago intellectual property. The Fund was admitted as a Limited
Partner to NZIB on 24 August 2021. NZIB is governed by a limited partnership agreement, the material
terms of which are summarised below.

NZ Innovation Booster Limited Partnership (NZIB) Agreement
Description This agreement establishes the limited partnership and defines its purpose, as well
as the roles and responsibilities of the relevant parties.
Parties NZ Innovation GP Limited (‘NZIGP’) (general partner)
NZIGP is the general partner of NZIB. It is responsible for the management and
control of the business of the partnership and the partnership itself.
Victoria Link Limited (‘Wellington UniVentures’) (limited partner)
Wellington UniVentures is wholly owned by Victoria University of Wellington
(VUW), and was established for the purpose of commercialising knowledge and
research generated within VUW for the benefit of Wellington, VUW’s researchers
and students, and VUW.
Otago Innovation Limited (‘OIL’) (limited partner)
OIL is wholly owned by University of Otago, and is responsible for developing and
commercialising the University’s intellectual property.

Page 8 of 14
Asset Custodian Nominees Limited (ACNL) (on behalf of Booster Financial
Services Limited (‘BFS’) and others) (limited partner)
ACNL, a wholly owned subsidiary of BFS, is a custodian entity that holds
investments on behalf of BFS, which is the parent company of Booster Investment
Management Limited – the manager of the Fund, as well as other custodial investors.

PT (Booster Investments) Nominees Limited (‘PTBI’) (on behalf of the Booster
Investment Scheme and the Booster Innovation Scheme) (limited partner)
PTBI, a wholly owned subsidiary of Public Trust, is a custodian entity that holds
investments on behalf of 2 of Booster’s managed investment schemes.
PT (Booster KiwiSaver) Nominees Limited (‘PTBK’) (on behalf of the Booster
KiwiSaver Scheme) (limited partner)
PTBK, a wholly owned subsidiary of Public Trust, is a custodian entity that holds
investments on behalf of a Booster managed investment scheme.
PT (Booster Superannuation) Nominees Limited (‘PTBS’) (on behalf of the Booster
Superannuation Scheme) (limited partner)
PTBS, a wholly owned subsidiary of Public Trust, is a custodian entity that holds
investments on behalf of a Booster managed investment scheme.
Related Parties NZIGP is 50% owned by Wellington UniVentures and 50% owned by BFS, though
no benefits accrue to NZIGP in respect of its role as general partner.
BIML (the Manager of this Scheme) is 100% owned by BFS.
Purpose of the
Partnership
The partnership was established to assist in commercialising developed intellectual
property and supporting the use of that intellectual property to the point that
commercial returns are available (either by sale or licensing of the intellectual
property, or investment in an entity that owns or licences the intellectual property).
When the intellectual property is assessed as being capable of commercialisation,
Wellington UniVentures or OIL, in conjunction with the relevant business will seek
investment, which will generally include funding from external investors. NZIB will
generally be given the opportunity to invest in investments of this kind.
The general partner will assess the merits of investing in the opportunities presented
to it by Wellington UniVentures or OIL relative to its investment criteria. The general
partner has the option, but not the obligation, to invest in opportunities presented to
it by Wellington UniVentures or OIL.
The investment criteria applied by the general partner when assessing investment
opportunities are:
• The partnership should obtain a diversified portfolio of technologies;
• Expected commercial returns should be a realistic probability within a 5-10
year time horizon;
• Investments will be screened for ethical and socially responsible criteria.
Key Terms of the
Partnership Deed
Units
• The general partner may issue units in the partnership in respect of distinct pools
of assets and liabilities held for the benefit of the holder of the relevant units.
• This allows partners to hold an interest in different assets and in differing
proportions as agreed by the general partner.

Distributions
• Distributions may be paid by the general partner from time to time (in cash or in

Page 9 of 14
kind).
Transfer of Partnership Units
• Wellington UniVentures and OIL may transfer an interest in some or all of their
units to other parties they nominate (for example to those involved in the
development of the intellectual property).
• BFS may transfer an interest in some or all of its units, or a requirement to
purchase more units, to any investment fund managed by a party affiliated to
BFS or to any director, officer or shareholder of BFS.
• The transfer of units may be expanded to parties such as university alumni and
sophisticated investors.
Financial Statements
• The general partner must prepare and have audited financial statements of the
LP for each accounting period. The financial statements and relevant tax
information must be provided to limited partners within 90 days of the end of
each accounting period.
• The general partner is responsible for appointing and removing the auditor.
Meeting of Partners
• The following matters may be approved following an ordinary resolution of the
limited partners:
o Variation or replacement of the partnership agreement;
o Termination of the partnership;
o A decision to invest in an asset where its value represents more than half
of the value of the partnerships assets;
o Changes to the general partner or its responsibilities.
• All other matters may be approved following a special resolution of the limited
partners.
Committed Capital
• The partnership committed to purchase a number of investments that were
specified by Wellington UniVentures as being capable of commercialisation. The
transfer of those identified investments has been completed.
• Wellington UniVentures and OIL have the option to present all intellectual
property investment opportunities that it considers are capable of
commercialisation to the general partner. The terms at which the investment
opportunities are presented will be the same as those terms agreed with the
other third-party investors.
• On approval of the investment by the general partner, Wellington UniVentures
and OIL will transfer their interest in the investment to the LP (in return for units
in the partnership), and BFS will purchase half of those new partnership units).
• To the extent that additional funds are required by an investee company, BFS will
subscribe for additional units through the LP. Wellington UniVentures and OIL
may, at their election, also subscribe for additional units through the LP.
• BFS will provide capital for additional investments as described above, up to a
maximum financial outlay of $2m per year for a minimum of 5 years (after which
the commitment may be extended or withdrawn by giving 12 months’ notice to
Wellington UniVentures and OIL).
General Partner

Page 10 of 14
• The general partner will be owned 50% by Wellington UniVentures and 50% by
BFS.
• Each of Wellington UniVentures and BFS are entitled to appoint 2 directors.
• OIL has observer status at all Board meetings of the general partner, and no
decision will be made in respect of University of Otago sourced investments
unless OIL’s representative agrees with the proposed action.
• 2 further non-affiliated directors may be appointed by agreement of Wellington
UniVentures and BFS.
Remuneration Fees and Expenses
• Wellington UniVentures will provide secretarial services to the partnership and
BFS will provide administration services to the partnership. No fees are payable
to either Wellington UniVentures or BFS for their services.
• The general partner may be reimbursed for any expenses incurred from the
assets of the partnership
• Directors of the general partner (other than those appointed by Wellington
UniVentures and BFS) will be paid reasonable director fees, from the assets of
the partnership.


The Manager, NZIB and Matū Karihi (GP) Limited (which is a fund focussed on funding early-stage science,
technology and intellectual property based start-ups that are initially developed in New Zealand) have
entered into an agreement that enables the pooling of certain specified investments held by the other party.
The nature of the arrangement is governed by an agreement, the material terms of which are summarised
below.
Innovation Cooperation Agreement
Description This agreement establishes a beneficial interest in specified assets held by NZIB
(through which the Fund holds some of its investments) for the benefit of Matū Karihi
(GP) Limited and a beneficial interest in specified assets held by Matū Karihi (GP)
Limited for the benefit of NZIB.
Parties NZ Innovation Booster LP (‘NZIB’)
Matū Karihi (GP) Limited
Matū Karihi (GP) Limited is the general partner of, and holds investments on behalf
of, the Matū Karihi fund.
Booster Investment Management Limited (‘BIML’ or ‘Manager’)
Related Parties NZIGP is 50% owned by Wellington UniVentures and 50% owned by BFS, though
no benefits accrue to NZIGP in respect of its role as general partner.
BIML (the Manager of this Scheme) is 100% owned by BFS.
Purpose of the
Agreement
The agreement was formed to transfer economic ownership in specified investments
held by Matū Karihi (GP) Limited for the benefit of NZIB, and to transfer economic
ownership in specified investments held by NZIB for the benefit of Matū Karihi (GP)
Limited.
The effect of this agreement is to create additional diversification to the portfolio of
innovation investments held by each party.

Page 11 of 14
Key Terms of the
Agreement
Ownership
• The transferor will retain legal ownership of the specified holdings
• The transferor will establish a beneficial interest in the specified holdings and
hold that interest on a bare trust arrangement.
• The transferor will hold all the benefits arising from the interest in the specified
holdings on trust on behalf of the transferee.
• The transferor will facilitate the opportunity to take up further securities in the
specified investments as if the transferee were the legal owner.
• Where legal ownership of the specified investment can be transferred to the
transferee without causing negative commercial issues, then the parties will
cooperate in good faither to effect that transfer.
Tax Obligations
• Each party will account for the taxation obligations based on their respective
economic interest in the specified investments.
Governance
• Representatives of each party will meet regularly to review the performance of
the specified investments and discuss other opportunities of mutual benefit.
Ongoing management of investments
• The parties will ensure any information it receives in relation to that investment is
promptly passed to the other party, and subject to confidentiality.
Other
• The agreement is noon-exclusive nor establishes any future commitments in
respect of any other investments.

There are no other material contracts that have been entered into in respect of the Fund.

2.5 Updating the Product Disclosure Statement (PDS)
The Fund is required to have a registered PDS containing specific information about the offer for potential
investors. The content of the PDS and the requirements around updating it are prescribed by legislation.

We are required to update the PDS if:
• The PDS contains a statement that is false or misleading or likely to mislead;
• There is an omission from the PDS that is required by the legislation; or
• A circumstance has arisen since the PDS was lodged that would have been required to be
disclosed had it arisen prior to the PDS being lodged
A PDS may be updated by lodging either a full replacement PDS containing the relevant updates, or a
supplementary document. A supplementary document contains the details of the relevant updates to the
PDS and must be read together with the PDS.

Given the dynamic nature of the Fund and its underlying investments, we believe that multiple
circumstances will arise each year requiring disclosure in the PDS. For example, the Fund expects to:

Page 12 of 14
• Receive regular contributions from investors.
• Make regular acquisitions of new investments.
• Receive regular business updates in respect of the underlying investments that may trigger a
reassessment of the valuation of those investments.
Due to these anticipated circumstances, we intend to make periodic updates to the PDS by way of
supplementary document. Subject to the further comments below, any applications or transfers of units that
we have accepted based on the current PDS will not be impacted even though the PDS requires an update.

In relation to the circumstances detailed above that we consider require periodic updates to the PDS, we
would generally not regard these activities as ‘materially adverse from the point of view of the investor’ for
reasons including that all known information that we consider material to the unit price of the Fund will be
reflected in the unit price prior to the issue or transfer of units.

If a matter arises that necessitates an update to the PDS and the matter is materially adverse from the point
of view of the investor (such as a material and detrimental change to the terms and conditions of the offer),
we are required to update the PDS before we can accept new applications, or issue or transfer units in the
Fund (for current applications). We will provide an updated PDS to investors whose applications have been
received but not yet processed to confirm they still wish to proceed following receipt of the updated PDS.

3. Guarantees
No person, including us, the Supervisor, the Government or any other party, guarantees the performance,
returns or repayment of capital of the Scheme or the Fund.

4. Conflicts of interest
Conflicts of interests are circumstances where some or all of the interests of investors for whom we, as
Manager of the Scheme, provide financial services, are inconsistent with, or diverge from, some or all of the
interests of the Manager or its representatives. This includes actual, apparent and potential conflicts of
interest.
We recognise that conflicts of interest can arise at any time. We also recognise that we are responsible for
identifying any conflicts and for ensuring that adequate arrangements are in place to ensure that they are
managed.
The following are situations where conflicts of interest may arise. This is not an exhaustive list; it includes
examples that we have identified:
• Investments into related party products;
• Individuals may be influenced to direct investments to specific securities;
• Investment knowledge used by an individual employee to their own benefit (insider trading);

Page 13 of 14
• Internal trading between Booster Funds which could be detrimental to one or other of the Booster
Funds;
• Other Booster Funds may buy or sell units on the NZX Main Board at trading prices that may be a
premium or discount to the unit price issued by the Manager;
• Valuations or historic performance misrepresented to attract/retain investors;
• Valuations are misrepresented to influence the performance based fees earned by the Manager;
• Staff are inadequately resourced or trained to provide high level of service.
A comprehensive policy has been developed relating to the management of conflicts of interest. Procedures
and processes have been put in place for:
• Identifying conflicts of interest;
• Controlling conflicts of interest;
• Avoiding conflicts of interest; and
• Disclosing conflicts of interest.
As part of the conflict of interest procedures, the Manager, or its staff, will not buy or sell units in
circumstances where its directors or senior management is aware of material information that is not known
to the market or reflected in the unit price.

Related party transactions
Conflicts of interest may arise with regard to services that are, or that may be, provided by related parties of
us or the Supervisor to the Scheme.
The Trust Deed governing the operation of the Scheme includes provisions that generally prevent us, as
Manager, from entering into arrangements with a related party other than when transactions are completed
on an arm’s length basis. In addition, both we and the Supervisor must, at all times, act in the best interests
of investors when performing any duties in relation to the Scheme.
The following contractual arrangements for the provision of services by related parties are currently in place:
• the Custodian, PT (Booster Investments) Nominees Limited, which is a related company of the
Supervisor, has been appointed by the Supervisor to act as custodian and to hold the investments of
the Scheme; and
• Booster Custodial Administration Services Limited, which is a related company of ours, has been
engaged by the Custodian and the Supervisor to provide custodial administration services to it in
respect of the investments and other property of the Scheme.
• In respect of some of the assets held by the Fund, there is a contractual arrangement in place to govern
how those assets are purchased, held and sold. The key contracts in this respect are the limited
partnership agreement for the NZ Innovation Booster Limited Partnership, and the agreement with
Matū Karihi (GP) Limited, as summarised in Section 2.4 above. These agreements have been entered

Page 14 of 14
into on a commercial arm’s length basis with any conflicted directorships abstaining from the decision
to enter into the agreement.
The authorised investments for the Scheme include investing in the assets relevant to a particular fund,
either directly or indirectly via an underlying fund.

5. Scheme related contracts
The following contracts relating to the management of the Scheme are currently in place:
• A Management and Reporting Agreement between the Manager and the Supervisor in respect of the
supervision and management of the Scheme. The Management and Reporting Agreement details the
duties, responsibilities and reporting requirements and obligations of Booster, as manager, and the
Supervisor to facilitate the satisfactory operation of the Scheme, in respect of the supervision,
administration and investment management of the Scheme.
• A Custodial Administration and Services Agreement between the Manager, Supervisor, Custodian and
Booster Custodial Administration Services Limited (BCAS). The agreement details the delegation of
custodial administration services in respect of the investments and other property of the Scheme by the
Custodian to BCAS and the duties and responsibilities of the parties to the agreement.
Further information on these contracts, as well as those that are referred to elsewhere in this document, is
available by contacting us on 0800 40 40 50.
See section 3 – “Conflicts of Interest – Related party transactions” for other contracts between related
parties.

---

Booster
Innovation
Fund

of the Booster Innovation Scheme


Statement of Investment Policy
and Objectives

Effective Date of SIPO 1 March 2022
Version No. 22.0
Next Review Date 1 March 2023
This version approved 28 February 2022

Booster Innovation Fund
1. Description of the Fund
The Booster Innovation Fund (Fund) is a managed investment product established under the
Booster Innovation Scheme (Scheme) which is a registered managed investment scheme under the
Financial Markets Conduct Act 2013 (Act). The Scheme is managed by Booster Investment
Management Limited (Manager).
The Fund provides investors with an opportunity to invest in a specialised portfolio of early-stage
companies founded on intellectual property originated or developed in New Zealand that are
selected on the basis that they have the potential to become commercially successful globally.

2. Investment and return objectives
a. Investment objective. The Fund aims to provide investors with an exposure to a diversified
portfolio of early-stage companies founded on intellectual property originated or developed in
New Zealand.

b. Return objective. The Fund aims to deliver a significant total rate of return (net of fees but before
tax) that outperforms the NZX 50 Index over rolling 15-year periods.

3. Investment philosophy
The Manager’s investment philosophy for the Fund is to invest in early-stage businesses that are
founded on New Zealand originated or developed intellectual property.
Due to the high rate of failure in early-stage ventures, the Fund aims to invest in many early-stage
businesses across a range of business sectors and stages of development to reduce its
concentration and increase the likelihood of investing in ventures that ultimately succeed.

4. Investment strategy
a. Investment strategy.
The Fund will seek to invest in a diversified portfolio of investments in conjunction with a range
of other specialist investors, across a range of different business sectors and stages of
development to optimise the expected returns from early-stage investments.
The key elements of the Fund’s strategy are:
o Partnering;
o Diversification; and
o Co-investing.
• Partnering. The Fund will seek to partner with entities that have expertise in developing
and commercialising intellectual property.

• Diversification. The Fund will seek to diversify its portfolio by investing in many
businesses, and intend for those investments to be spread across a range of business
sectors and technologies and across the different stages of a company’s development.
• Co-investing. The Fund will seek to invest alongside other investors or companies with
relevant expertise in the field of each new venture to provide the Fund access to
additional investment opportunities and expertise.
Investment opportunities are identified directly by the Manager or via its investment partners and
co-investors. The investments are assessed against a range of investment criteria that consider
the quality of the New Zealand innovation, the quality of the company leadership, market access,
the commitment obtained from a specialist third party investor and the capital required to build
a sustainable business.
b. Permitted investments. The permitted investments of the Fund are:
i. Cash and cash equivalents, which will be held to invest in new investment opportunities, and
may occur following the proceeds from the sale of an investment.
ii. Any equity security (or security convertible to equity), limited partnership interest or managed
fund interest which provides exposure to early-stage businesses. It is likely that such
investments will be unlisted and have extremely limited shareholder liquidity. Investments
outside of New Zealand may be made where the business is commercialising New Zealand
originated or developed intellectual property.
iii. Any loans provided to, or in connection with, a start-up business, where debt is an appropriate
component of the financing strategy of the business.
c. Benchmark asset allocation. The benchmark asset allocation for the Fund (including
benchmark asset allocation and allowable ranges) as at the date of this SIPO, are set out
below:
Asset Class Minimum % Benchmark % Maximum %
Cash & Cash Equivalents 0 2 100
Equities (and convertible notes) 0 98 100
Fixed Interest 0 0 25

The Fund may obtain these investment exposures either by investing directly in these asset
classes, or indirectly by investing in underlying funds such as managed investment schemes and
limited partnerships. It is anticipated that the Fund may hold a large proportion of cash for a
period of time following capital raising activity as it seeks to acquire interests in businesses that
meet the investment criteria of the Fund, or following the sale of an investment.

5. Investment policies
a. Distributions and redemptions. The Fund does not intend to make regular distributions to its
investors and investors have no general right to redeem their units. However, in the event of a
sale of an investment, the Manager may make all or a portion of the proceeds of the sale
available for the redemption of units in the Fund. Once the Fund has a well-diversified portfolio

(which may take up to 5 years), it is intended that the Manager will make an increasing
proportion of the sale proceeds available for redemption.
b. Leverage. The Fund is not permitted to borrow, either directly or via underlying funds, though
this does not preclude the investee entities themselves from borrowing in the ordinary course of
business.
c. Valuations. For each investment held by the Fund, the valuation approach we apply is
summarised as follows:
Direct Investments
Where the Fund holds the investment directly (which may include investments in conjunction
with a lead co-investor), the last price at which capital was raised by the relevant business from
other external investors is used as a starting reference price. We, or the lead co-investor, will
also consider how recently the business last raised capital and its relevance given changes in the
business, as well as any changes to its target market or its progress towards the
commercialisation of its intellectual property since the last capital raise. An assessment will be
made of the extent to which the business has achieved its business plan since the last capital
raise, its remaining cash available, and any capital raising activity in progress, on at least a
quarterly basis. Where there is uncertainty of outcomes relevant to the value of the business, we
apply probability weightings to reflect the uncertainty and risk.
Where we assess the value of an investment may have materially changed since its purchase or
last formal valuation assessment, a more comprehensive assessment of value is made including
consideration of other indicators of value such as industry valuation benchmarks, similar
investment company comparisons or third-party pricing events where available.
In between formal valuation assessments, any other new information received in respect of an
investment that may be material to the Fund’s Unit Price is considered by us when it is received
and is reflected in the Unit Price and/ or notified via the NZX market announcement platform to
ensure the Fund continues to meet its continuous disclosure obligations.
All valuations are performed by our in-house investment team (or in conjunction with a lead co-
investor), reviewed by the Fund’s Advisory Board, and considered and approved by the Fund’s
Investment Committee.
Indirect Investments
Where the Fund holds the investment indirectly, the valuation will be initially determined by the
manager/ Board of the relevant underlying investment fund and reviewed by the Fund’s Advisory
Board prior to approval by the Fund’s Investment Committee.
We also assess the valuation approach taken by our investment partners for consistency with our
valuation approach described above. For example, our valuation approach is consistent with that
applied by NZIB in respect of its investments.
On a monthly basis we will consult with the manager/ Board of the underlying fund to establish
if there is any other new information that may be material to the Fund’s Unit Price prior to the
issue or redemption of units in the Fund.
Also, consistent with the approach outlined for direct investments above, we will consider any
other new information received by us at any time in between formal valuation assessments to

determine if an adjustment is required to the Unit Price and/ or notified via the NZX market
announcement platform to ensure the Fund continues to meet its continuous disclosure
obligations.
The Fund (including the valuation of its investments held directly by the Fund) is subject to an
independent audit on an annual basis. We may seek independent valuations if considered
appropriate for one or more of the investments in the Fund.
d. Hedging. While foreign currency exposure may be hedged to New Zealand Dollars, the Fund
would not ordinarily hedge the exposure from equity investments that are held in a foreign
company and denominated in a foreign currency.
e. Liquidity management. The Fund does not intend to make regular distributions to its investors.
It will aim to make a limited amount of cash available for redemptions directly with the Fund on a
quarterly basis (and where redemption requests exceed cash available, may require an equitable
scaling of the available cash). As noted above, where an investment has been sold, the Manager
may make some or all of the proceeds available for redemption by investors. Where the
Manager considers the investment opportunities exceed the cash and cash equivalent balances of
the Fund, the Manager may undertake a specific capital raising by issuing more units in the Fund.
f. Diversification. The Manager will aim to diversify the portfolio across a range of business
sectors and the different stages of a company’s development. Due to the potential for extreme
value appreciation of a successful business, the Manager will need to consider the value of the
initial investment as well as its current assessed value when evaluating diversification.
g. Conflicts of interest. Any employees wishing to buy or sell units in the Fund are expected to
follow the Manager’s ‘Personal Account Trading Policy’ and associated procedures.
h. Taxation. The Fund is a listed Portfolio Investment Entity (Listed PIE) for tax purposes. The
amount of tax that the Fund pays is calculated at the rate of 28% on its taxable income which
includes interest, dividends received (if any) from its New Zealand share investments, and a
deemed dividend of 5% of the market value of any overseas shares. Any capital gains made by
the Fund in respect of its share interests are excluded from the calculation of taxable income.
i. Investment exposure limitation. The Fund will generally limit its investment holdings to no
more than 20% of the voting interests of the relevant underlying investment. This is to ensure
the Fund continues to meet the eligibility criteria for Portfolio investment Entities (PIE) and Listed
PIEs.

6. Investment performance monitoring
The Manager will undertake a regular review of the investment performance of the Fund relative to
the Fund’s stated investment and performance objectives. The Fund’s objectives will be reviewed by
the Manager and the Investment Committee on an annual basis.

7. Investment strategy and SIPO review
The Manager will review the Fund’s investment strategy and this SIPO at least annually.

As the Fund is a long-term investment, it is not expected that the investment objectives and
expectations in the SIPO will necessarily change frequently or annually. Short term changes in Fund
returns should not generally lead to an adjustment in investment objectives or expectations.
The Fund’s investment strategy and SIPO may be reviewed at any time should the Manager deem it
necessary, for events such as where:
• New legislation affects investment requirements.
• Fundamental changes in the long term social, political or economic environment suggest a
change in investment principles and expectations.
• A significant change occurs to the underlying demographics of the Fund.
• New types of investment opportunities require consideration for inclusion in the Fund.
• The Fund’s competitive or market position has implications for investors’ assets and/or
liquidity.
Any changes to the investment strategy or this SIPO will firstly be approved by the Manager’s
Investment Committee on advice from the Advisory Board for the Fund. Once approved, the
Manager will consult with the Supervisor and give them written notice of any changes before they
take effect. The current version of the SIPO for the Fund is available on the scheme register at
www.disclose-register.companiesoffice.govt.nz. Any material changes to the SIPO will be advised
in the Booster Innovation Scheme annual report, which will be available on the scheme register.