BIF – New offer document
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 23 February 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.
19 August 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. The
Fund is listed on the NZX Main Board (with the code BIF).
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 25 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 clinical outcomes,
• companies developing therapies or drug delivery
technologies to treat life threatening or debilitating
disease,
• companies developing software solutions to improve
user outcomes,
• companies developing technologies to improve energy
efficiency or reduce carbon emissions,
• companies developing solutions to improve food crop
production and yield,
• companies developing advanced surface coatings and
other materials.
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 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?
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 which would not be
subject to the 10% withdrawal charge.
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 25 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 (25) of investments, of
which eight are involved 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.
Concentration could also occur following a significant
upward revaluation of an investment due to its success,
resulting in a single company becoming a large portion of
the Fund value.
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
Selected historic financial information is presented for the year to 31 March 2022. Note that whilst the Scheme was
established on 22 October 2020, the first transaction did not occur until 24 August 2021 (i.e., part way through the year).
Statement of Financial
Performance of the Fund
For the period 1 Apr
to 31 Mar 2022
$'000
Investment income702
Distributions received568
Fees and expenses(25)
Net income before tax 1,245
Statement of Financial
Position of the Fund
As at 31 Mar 2022
$’000
Cash124
Investments held at fair value
1
7,521
Other Payables(25)
Net assets7,620
1
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 31 July 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
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 $48,300 (plus GST) will be incurred for the current financial period.
How will your investment be taxed?
The Fund is 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.
Fees and expenses to 31 March 2022
As a dollar
value
As a percentage
of net asset value
Fees and expenses to be charged by the manager and its associated persons
Note – this is the performance-based fee accrued but not yet charged (and subject to change). The first
measurement period and payment date for the performance-based fee was extended to 31 March 2023.
$177,0002.30%
Fees and expenses charged by other persons
Includes costs paid to the supervisor, auditor, Fund related legal fees, independent valuations (direct and
through underlying funds)
$46,0000.60%
Total$223,0002.90%
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 34
Section 4How the Booster Innovation Fund works Page 36
Section 5Booster Innovation Fund’s financial information Page 39
Section 6Risks to returns from Booster Innovation Fund Page 40
Section 7What are the fees? Page 43
Section 8Ta xPage 45
Section 9About Booster and others involved in FundPage 46
Section 10How to complainPage 46
Section 11Where you can find more informationPage 47
Section 12How to applyPage 47
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, improving energy efficiency, 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.
The Fund is listed 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 25 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
10% 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%
Equities
7
98%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 31 July 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 nine investments
directly and its other investments are via units in NZIB.
The current investment structure of the Fund is outlined
below:
Booster Innovation Fund (BIF)
NZ Innovation Booster LP (NZIB)
Amaroq Therapeutics Ltd
Avalia Immunotherapies Ltd
Chitogel Ltd
Ferronova Pty Ltd
Inhibit Coatings Ltd
InsituGen Ltd
Xframe Pty Ltd
TasmanIon Ltd
Alimetry Ltd
Codify Asset Solutions Ltd
Ligar LP
Mekonos Inc
Direct holdingsInvestments 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.
Allegro Energy Pty Ltd
Marama Labs Ltd
Advemto Ltd
Liquium Ltd
Investments held via NZIB
Hot Lime Labs Ltd
Jaipuna Ltd
Montoux Ltd
Orbis Diagnostics Ltd
PowerON Ltd
Sens
or Holdings Ltd
Cell Co Ltd
BioLumic Ltd
ZeroJet Ltd
Booster Innovation Fund11
Investments
A summary of the Fund’s holdings as at 31 July 2022 is as follows:
CompanyBusiness SectorBusiness Sub-Sector
Business
Development
Stage
Advemto Limited
8
Materials and technologiesScientific InstrumentationSeed
Alimetry Limited
8,9
Life sciences and medical
technologies
Screening and diagnostics –
human health
Expansion
Allegro Energy Pty Limited
8
Energy and clean technologiesEnergy storageSeed
Amaroq Therapeutics
Limited
8
Life sciences and medical
technologies
Life sciences – human health Seed
Avalia Immunotherapies
Limited
8
Life sciences and medical
technologies
Life sciences – human healthSeed
BioLumic IncMaterials and technologiesAgriculture technologiesExpansion
Cell Co LimitedMaterials and technologiesCellular agricultureSeed
Codify Asset Solutions
(CAS) Limited
8,9
Information technology
services
Building industry softwareEarly stage
Chitogel Limited
8
Life sciences and medical
technologies
Biotechnology – human healthExpansion
Ferronova Pty Limited
8
Life sciences and medical
technologies
Screening and diagnostics –
human health
Expansion
Hot Lime Labs LimitedEnergy and clean technologiesCarbon capture for horicultureEarly stage
Inhibit Coatings Limited
8
Materials and technologiesMaterial coatingsEarly stage
InsituGen Limited
8
Life sciences and medical
technologies
Screening and diagnostics –
animal and human health
Expansion
Jaipuna Limited
(trading as Amy.app)
Information technology
services
Education technologiesEarly stage
Ligar Limited Partnership
8,9
Materials and technologiesBiotechnology materialsExpansion
Liquium Limited
8
Energy and clean technologiesAmmonia productionSeed
Marama Labs Limited
8
Information technology
services
Software and measurement
hardware
Early stage
Mekonos Inc
8,9
Life sciences and medical
technologies
Life sciences – human healthExpansion
Montoux Limited
Information technology
services
Life and health insurancesExpansion
Orbis Diagnostics Limited
Life sciences and medical
technologies
Screening and diagnostics –
human health
Expansion
Booster Innovation Fund12
8 Investments are held indirectly via an interest in NZIB.
9 Investments are held indirectly via NZIB which has an interest in the specific investees through an agreement with the Matū Karihi fund.
PowerON LimitedMaterials and technologiesSoft roboticsEarly stage
Sensor Holdings Limited
(trading as StretchSense)
Information technology
services
Augmented and
virtual reality
Expansion
TasmanIon Limited
8
Energy and clean technologiesEnergy storageSeed
XFrame Pty Limited
8
Materials and technologiesConstruction materialsEarly stage
ZeroJet LimitedEnergy and clean technologiesElectric SystemsExpansion
Booster Innovation Fund13
The net asset value of the Fund at 31 July 2022 is $10.6 million.
Each investment is founded on intellectual property and inventions from one of New Zealand’s leading research institutions
and New Zealand private sector.
Portfolio value by individual holding
This chart shows the relative size of each of the 25 investments in which the Fund held an interest in as at 31 July 2022 (as a
proportion of NAV). Commercial confidentiality obligations restrict the identification of each investment.
0%25%
100%
50%
75%
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.
University of Auckland
University of Waikato
Waikato Institute of Technology
Massey University
University of Canterbury
University of Otago
Victoria University of Wellington
Malaghan Institute of
Medical Research
Auckland Private Sector
Wellington Private Sector
Callaghan Innovation
58% Expansion
27% Early Stage
Portfolio value by business stagePortfolio value by sector
17% Information
services
technology
28% Materials &
technologies
37% Life sciences
& medical
technologies
14% Seed
17% Energy & clean
technologies
1% Cash
1% Cash
Booster Innovation Fund14
Life Sciences and Medical Technologies Company Summaries
The Fund has holdings in the following companies developing technologies discovered in New Zealand to improve
healthcare and patient outcomes.
Alimetry Limited
Alimetry has developed a US FDA approved 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 improves the traditional
“symptoms approach” diagnostics, reducing
uncertainties, time, and cost, 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.
Shareholding range0 - 5%
Company establishment2019
Sub-Sector
Screening and diagnostics –
human health
Company stageExpansion
Key people
Greg O’Grady, Armen
Gharibans
Directors
Armen Gharibans, Daniela
McKenzie, Lovina McMurchy,
Gregory O-Grady, Siro Perez
Websitealimetry.com
Technology originUniversity of Auckland
Amaroq Therapeutics Limited
Amaroq Therapeutics, a biotech spun out of
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.
Shareholding range5 -10%
Company establishment2021
Sub-SectorLife sciences – human health
Company stageSeed
Key people
Dr Sarah Diermeier, Phil
Kearney
Directors
David Christensen, Duncan
Mackintosh, Alex Tickle
Websiteamaroqtx.com
Technology originUniversity of Otago
Booster Innovation Fund15
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 is targeting a
cure for the 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.
Shareholding range
10 - 15%
(including convertible notes)
Company establishment2015
Sub-SectorLife sciences – human health
Company stageSeed
Key people
Dr Ian Hermans, Dr Gavin
Painter
DirectorsTim Bennett, Dr Shivali Gulab
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 sell medical kits in multiple international markets
that optimise the wound healing environment and
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.
Shareholding range0 - 5%
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 Fund16
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.
Shareholding range0 - 5%
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.
Their tests can be used to detect performance
enhancing drug use 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 equine industry and
they have partnered with Berlinger Special AG, a
global supplier of doping control equipment to extend
their market reach.
Shareholding range10 - 15%
Company establishment2020
Sub-Sector
Screening and diagnostics –
animal and human health
Company stageExpansion
Key people
Dr Stefan Blickling,
Alison Heather
Directors
Stefan Blickling, David
Christensen, Oliver Gehrig,
Gary Pace, Roland Toder
Websiteinsitugen.com
Technology originUniversity of Otago
Booster Innovation Fund17
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 can help to improve uptake
and reducing waste.
The initial concept originated from a PhD project at
the University of Canterbury. Founding stakeholders
determined that the company needed to be based in
the US, where major innovations in cell therapy are
being developed to advance its commercialisation.
Shareholding range0 - 5%
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
Orbis Diagnostics Limited
Orbis is addressing global healthcare challenges by
making personalised diagnostic testing simple and
accessible in multiple settings.
The Orbis Arca is a minimally invasive microfluidic
device, that is web-enabled, and uses small samples
for a range of diagnostic tests, at the point of care.
The company is working with pharmacy chains and
partners to bring its tests to market in New Zealand
and overseas.
Shareholding range0 - 5%
Company establishment2016
Sub-Sector
Screening and diagnostics –
human health
Company stageExpansion
Key people
Damien Camp, Miriam
Cather Simpson, David
Williams
Directors
Vijay Aggarwal, Allan
Goldberg, Kieran Jina,
Miriam Cather Simpson,
Sarah Park
Websiteorbisdiagnostics.com
Technology originUniversity of Auckland
Booster Innovation Fund18
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 research at the University of
Auckland’s School of Computer Science, CAS
is initially focusing on the AECO (Architecture,
Engineering, Construction, Operations) industries,
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.
This can 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.
Shareholding range0 - 5%
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 easier for
everyone around the world. They also work with other
education providers and companies and embed Amy
into their systems to reach more students.
Shareholding range0 - 5%
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 Fund19
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 core of Marama Labs’ platform is its
spectrophotometer, the CloudSpec, that accurately
analyses light spectra in cloudy liquids.
The device can measure components of wines, such
as colour and mouthfeel, at early production phases
of winemaking, which has previously been difficult to
do. The CloudSpec data gives winemakers insights on
their wines throughout production, allowing them to
monitor and control wine style and tailor their wine
styles towards consumer preferences.
Over time, Marama Labs aims to expand to
other markets where it is critical to understand
the underlying chemistry of a cloudy liquid (e.g.
beverages, pharmaceuticals, and wastewater).
Shareholding range10 - 15%
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 Benavides
Website
maramalabs.com
cloudspec.co.nz
Technology origin
Victoria University of
Wellington
Montoux Limited
Montoux provides its actuarial automation and
decision science platform specifically designed for
life and health insurers. Their software platform
combines actuarial science, data science, and AI-
based optimissation algorithms, helping insurers drive
value in new business and in-force portfolios while
supporting them to operate smarter, faster, and leaner.
Legacy actuarial systems and workflows can limit
life and health insurers' ability to make data-driven
decisions and meet modern customers' expectations.
Montoux's Actuarial Automation and Decision
Science platform helps insurers to leverage cutting-
edge technology and new data sources to improve
commercial results and optimize actuarial resources.
Customers include several major insurance providers
across the United States, Asia Pacific, and the United
Kingdom.
Shareholding0 - 5%
Company establishment2012
Sub-SectorLife and health insurance
Company stageExpansion
Key people
Geoff Keast, Klaas Stijnen,
Gert Verhoog
Directors
Allan Dawson, Ian Knowles,
Klass Stijnen, Sergio van
Dam, Claudia van der Salm
Websitemontoux.com
Technology originPrivate sector
Booster Innovation Fund20
Sensor Holdings Limited (trading as StretchSense)
StretchSense produces motion capture gloves that
combine stretchable sensors and machine learning to
provide 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 used 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.
Shareholding range
0 - 5% (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
Booster Innovation Fund21
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 to 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%.
Shareholding range0 - 5%
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, technologies and systems that have uses in
multiple industries.
Advemto Limited
Advemto is developing ultrafast spectroscopy tools.
Spectroscopy is used in virtually all fields of science
and technology to investigate and explore the nature
and properties of matter. Ultrafast spectroscopy
uses extremely short lights pulses to measure fast
dynamics.
Their spectrometers reduce the time it takes to collect
data from many hours or days down to just minutes,
while allowing measurement dynamics in proteins, as
well as solar cells, LEDs, and photonics materials.
The company is currently selling to academic groups
and has established distribution with an international
distributor to expand their reach internationally.
Shareholding range15 - 20%
Company establishment2022
Sub-SectorScientific instrumentation
Company stageSeed
Key people
Professor Justin Hodgkiss,
Peter Lai
Directors
Andrew Chen, Justin
Hodgkiss, Xia Huang
Websiteadvemto.com
Technology origin
Victoria University of
Wellington
Booster Innovation Fund22
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.
Shareholding range0 - 5%
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
Cell Co Limited
Cell Co, produces living and non-living ingredients for
the production of the fast growing cultivated meats
sector.
The company has identified a gap in the market - the
need for high quality, fully characterised, commercial
grade cells to support the rapid growth of the
alternative meats sector.
There is currently limited access to commercial cell
lines and companion products for cultivated meat
production, meaning companies must develop cell
lines from scratch, and the industry currently has no
standardisation in a research and commercial context
and capability to deliver is currently limited.
The team aim to address the limiting factors in scaling
production of cultivated meats and providing New
Zealand cell lines that are sourced from high health
status livestock, decreasing regulatory barriers with an
immediate focus on GMO-free products.
Shareholding range0 - 5%
Company establishment2022
Sub-SectorCellular agriculture
Company stageSeed
Key people
Laura Domigan, Olivia
Ogilvie, Vaugh Feisst
Directors
Laura Domigan, Olivia
Ogilvie, Andrew Chen,
Shivali Gulab
Technology originUniversity of Auckland
Booster Innovation Fund23
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.
Shareholding range0 - 5%
Company establishment2015
Sub-SectorBiotechnology materials
Company stageExpansion
Key peopleAiden Tapping (MD)
Directors
Simon Lovatt, Craig
McFarlane, Aiden Tapping,
Andrew West (Chair)
Websiteligar.nz
Technology origin
University of Waikato
Waikato Institute of
Technology
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 can open up new
products and applications, not only in robotics, but in
automation, e-commerce, agritech, and medical.
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 do not 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.
Shareholding range5 - 10%
Company establishment2019
Sub-SectorSoft robotics
Company stageEarly stage
Key people
Ernst-Friedrich Markus
Henke, Katherine Elizabeth
Wilson
Directors
Stephen Flint, Ross Green,
David Hemmi, Gregory
Sitters
Websitepoweron.one
Technology originUniversity of Auckland
Booster Innovation Fund24
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
XFrame
TM
materials rather than dispose of them.
Shareholding range5 - 10%
Company establishment2020
Sub-SectorConstruction materials
Company stageEarly stage
Key people
Ged Finch, Carsten
Dethlefsen
Directors
Brett Jackson, Carsten
Dethlefsen
Websitexframe.com.au
Technology origin
Victoria University of
Wellington
Booster Innovation Fund25
Allegro Energy Pty Limited
Allegro Energy are 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.
Shareholding range0 - 5%
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 and other clean technologies.
Hot Lime Labs Limited
Hot Lime Labs are developing CO
2
capture solutions
for high tech, hydroponic greenhouses that produce
food crops. Growers currently add CO
2
gas to feed
plants, increasing yields by up to 25%, however
current CO
2
demand outstrips supply and costs are
rising worldwide.
Hot Lime Labs’ technology uses patented limestone
pellets combined with novel engineering to produce
sustainable CO
2
. This allows growers to reduce their
carbon footprint while being more cost-effective,
providing a green alternative to the traditional fossil-
based sources of CO
2
, natural gas and liquid CO
2
.
Shareholding range0 - 5%
Company establishment2014
Sub-Sector
Carbon capture for
horticulture
Company stageEarly stage
Key people
Vlatko Materic, Tijs
Robinson, Mohammad
Nusheh
Directors
David Williams, Garry Bluett,
Vlatko Materic
Websitehotlimelabs.com
Technology originCallaghan Innovation
Booster Innovation Fund26
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.
Shareholding range5 - 10%
Company establishment2021
Sub-SectorEnergy storage
Company stageSeed
Key peopleShalini Divya, Thomas Nann
Directors
James Johnston, Stuart
McKenzie, Ashwath
Sundaresan
Websitetasmanion.com
Technology origin
Victoria University of
Wellington
Liquium Limited
Ammonia production is one of the largest chemical
industrial processes. The current 100-year-old Haber-
Bosch process to produce ammonia has a large carbon
footprint requiring extremely high temperatures and
high pressures and harsh feedstock for production.
Due to the harsh reaction conditions and feedstock
sources, Liquium estimates that for each tonne of
ammonia produced this results on average three tons
of carbon dioxide emission.
Liquium is on a mission to scale and develop its novel
catalyst to produce ammonia in a more efficient, lower
cost and decentralized manner that will facilitate
the deployment of the hydrogen economy alongside
renewable energy and potentially supply the maritime
sector with an alternative clean liquid fuel.
The immediate focus for Liquium is to demonstrate
significant scale of ammonia production and build
partnerships with key stakeholders in the ammonia,
hydrogen, renewable energy, and maritime sectors.
Shareholding range5 - 10%
Company establishment2022
Sub-SectorAmmonia production
Company stageSeed
Key people
Franck Natali, Jay Chan, Paul
Geraghty
Directors
Miriam Anne Barnett, Franck
Natali, Greg Sitters, John
Worth
Websiteliquium.nz
Technology origin
Victoria University of
Wellington
Booster Innovation Fund27
ZeroJet Limited
Zero Jet was established to develop electric
propulsion systems to eliminate the need for
combustion engines on small watercraft.
ZeroJet estimate a significant reduction in
environmental impact can be achieved with their
systems.
The company will work with boat builders locally
and internationally to expand and develop systems
for larger tender boats to eliminate the need for
combustion engines on small watercraft.
Shareholding range0 - 5%
Company establishment2015
Sub-SectorElectric systems
Company stageExpansion
Key peopleRebecca Rempel, Neil Mans
Directors
Neil Mans, Rebecca Rempel,
Mark Robotham, Mark Stuart
Websitezerojet.com
Technology originPrivate sector
Booster Innovation Fund28
Acquisition of Investments since
31 March 2022
Units in NZ Innovation Booster Limited Partnership
(NZIB)
An additional follow-on investment in Alimetry Limited was
made on 19 July 2022, relating to a further capital raise by
the company, by purchasing additional units in NZIB.
An additional follow-on investment in InsituGen Limited
was made on 20 July 2022, relating to a capital raise by the
company, by purchasing additional units in NZIB.
A new investment in Advemto Limited was made on 10
June 2022 relating to a capital raise by the company, by
purchasing additional units in NZIB.
A new investment in Liquium Limited was made on 15 July
and 20 July 2022, relating to a capital raise by the company
by, purchasing additional units in NZIB.
The units in NZIB acquired since 31 March 2022 are valued
at $1.257 million at 31 July 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.
ZeroJet
The interest in ZeroJet Limited was purchased on 3 May
2022 and 1 July 2022 following a capital raise by the
company. This investment is valued at $574,464 at 31 July
2022.
Orbis Diagnostics Limited
The interest in Orbis Diagnostics Limited was purchased on
20 May 2022 following a capital raise by the company. This
investment is valued at $250,008 at 31 July 2022.
Hot Lime Labs
The interest in Hot Lime Labs Limited was purchased on
1 July 2022 following a capital raise by the company. This
investment is valued at $361,000 at 31 July 2022.
Cell Co Limited
The interest in Cell Co Limited was purchased on 12
July 2022 following a capital raise by the company. This
investment is valued at $125,000 at 31 July 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
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
Booster Innovation Fund29
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.
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.
Booster Innovation Fund30
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.
The Advisory Board
The Investment Sub-Committee
Nic Craven, Wellington (Chief Investment Officer and Investment Committee Chair)
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.
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.
Booster Innovation Fund31
Melissa Yiannoutsos, Wellington (Investment Committee Member and Innovation Funds Manager)
See Melissa’s details above.
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.
Melissa Yiannoutsos, Wellington (Investment Committee Member and 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.
Booster Innovation Fund32
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
25 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 Fund33
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 Fund34
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 Fund35
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 33 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 Fund36
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).
As units in the Fund are quoted on the NZX Main Board
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 Fund37
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 shareholder of
the general partner and 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?
While there are transactions between the Fund and NZIB
on occasion (e.g. where a new investment is acquired via
an interest in NZIB), no related party benefits are paid in
respect of these transactions.
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 or other funds
managed by Booster 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.
Booster Innovation Fund38
Note this does not include holdings of key personnel which are separately disclosed on the NZX on a regular basis.
The interests noted above held by the Booster Funds are to provide various diversified portfolios with an exposure to
early-stage investments. The interest held by Booster Financial Services Limited represents the capital introduced by the
parent company to support the establishment of NZIB and meet the capital commitments made to NZIB under the limited
partnership arrangement.
The Fund held an interest in NZIB at 31 July 2022 of $6.7m, representing 52% of the value of the assets of NZIB.
Disclosure under NZX Listing Rules
As the Fund is quoted on the NZX Main Board, 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.
Units% of Fund
PT (Booster Investments) Nominees Limited on behalf of the Booster Investment Scheme
(a scheme managed by Booster)
333,2094%
PT (Booster KiwiSaver) Nominees Limited on behalf of the Booster KiwiSaver scheme
(a scheme managed by Booster)
3,765,73547%
PT (Booster Superannuation) Nominees Limited on behalf of Booster Super Scheme
(a scheme managed by Booster)
930,29512%
Asset Custodian Nominees Limited as custodian for Booster Financial Services Limited2,342,94127%
Related Party Interests
Interests in the Fund held by parties related to the Booster Group at 31 July 2022 are as follows:
Booster Innovation Fund39
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 are available on the offer register
at www.disclose-register.companiesoffice.govt.nz. 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.
Selected historic financial information is presented for the
year to 31 March 2022. Note that whilst the Scheme was
established on 22 October 2020, the first transaction did
not occur until 24 August 2021 (i.e., part way through the
year).
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 Mar 2022
$'000
Investment income702
Distributions received 568
Fees and expenses(25)
Net income before tax1,245
Statement of Financial
Position of the Fund
As at 31 Mar 2022
$’000
Cash124
Units in NZIB held at fair value4,910
Other investments held at fair value2,611
Other payables(25)
Net assets7,620
Booster Innovation Fund40
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 Fund41
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. This could
also occur following a significant upward revaluation of an
investment due to its success, resulting in a single company
becoming a large portion of the Fund value.
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 Fund42
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 $4.9 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 Fund43
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).
*The first measurement period and payment date for the performance-
based fee was extended to 31 March 2023 to reduce the possibility
the strong returns achieved 24 August 2021 to 31 March 2022 were
not representative of a full year’s return. All other terms related to the
performance-based fee, including the daily accrual and method of
calculation, remained unchanged.
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 Fund44
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 Fund45
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.
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%0.52%0.52%-5%
0%0%0%0.52%0.52%0%
+10%0%0%0.52%0.52%10%
+15%0%1.0%0.52%1.52%14%
+20%0%2.0%0.52%2.52%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 (capped at $30,000) plus other fund administration fees from underlying funds (a total of
$48,300 (plus GST)) divided by net asset value of $10.6 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 July 2022 (which is 32.2% after fees for the period from 24 August to 31 July 2022),
an allowance of $254,000 (plus GST) had been made in the Fund’s Unit Price for performance-based fees, which was 2.4%
of the net asset value. This allowance is not provided in the financial statements, until the end of the measurement period
has been reached, in accordance with accounting standards.
The Fund is 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
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):
Fees and expenses to 31 March 2022
As a dollar
value
As a percentage
of net asset value
Fees and expenses to be charged by the manager and its associated persons
Note – this is the performance-based fee accrued but not yet charged (and subject to change). The first
measurement period and payment date for the performance-based fee was extended to 31 March 2023.
$177,0002.30%
Fees and expenses charged by other persons
Includes costs paid to the supervisor, auditor, Fund related legal fees, independent valuations (direct and
through underlying funds)
$46,0000.60%
Total$223,0002.90%
Booster Innovation Fund46
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 Fund47
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
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
Other issuers discussed similar conditions around this time
Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.
- PLP — Private Land and Property Fund: PLP – Updated Disclosure Documents2022-09-13
“Private Land and Property Fund1 Offer of units in the Private Land and Property Fund of the Booster Investment Scheme 2 This document replaces the Product Disclosure Statement dated 20 April 2021. This document gives you important information about this investment to help you dec…”