Resignation of NZKS Chief Executive

1 November 2022
Resignation of NZKS Chief Executive
New Zealand King Salmon Investments Ltd (NZX & ASX: NZK) announces that
Chief Executive Grant Rosewarne has resigned.
New Zealand King Salmon Chair John Ryder paid tribute to Grant for his
contribution since joining as CEO in 2009.
“Grant has made a significant contribution to New Zealand King Salmon,
including leading the company through its IPO and the creation of the Ora King
brand. He has also guided the company through a number of recent challenges,
including the COVID-19 pandemic,” Mr Ryder said.
“Furthermore, Grant has led a significant effort to obtain new waterspace to
enable future growth and we are expecting to hear an outcome from our Blue
Endeavour application at the end of November.
“Following the recent rights issue and the changes to our farming model, Grant
leaves New Zealand King Salmon well positioned for the future,” Mr Ryder
added.
On behalf of the Board, Mr Ryder thanked Grant for his leadership of the
company and wished him all the very best for the future.
Mr Rosewarne’s resignation is effective immediately with his final day being 1
November 2022.
In connection with Mr Rosewarne’s resignation, the company has agreed to
grant Mr Rosewarne a Put Option in connection with certain long term incentive
plans for the purpose of repaying a loan owed by Mr Rosewarne to the company
in relation to the acquisition of certain shares held by a family trust associated
by Mr Rosewarne. A disclosure document for the purposes of section 61 of the
Companies Act 1993 accompanies this announcement and will be sent to all
shareholders shortly.
The Board will now commence an international search for Mr Rosewarne’s
replacement. In the interim Graeme Tregidga, General Manager of Sales, will be
the acting chief executive.

Authorised by:
Board of Directors of New Zealand King Salmon Investments Ltd

Ends

For investor or analyst queries, please contact:
• John Ryder, Chair, New Zealand King Salmon Investments Ltd,
jwdryder@xtra.co.nz

For media queries, please contact:
• Paul McIntyre - 021 598 541
Paul.mcintyre@kingsalmon.co.nz

---

1 November 2022

New Zealand King Salmon – Proposed Buyback of certain Option Shares
New Zealand King Salmon Investments Limited (NZKS) (NZX & ASX: NZK) gives
notice under section 61(5) of the Companies Act 1993 (the Act) that it has
granted a put option to Grant Rosewarne, former Chief Executive of NZKS (the
Put Option). Pursuant to the Put Option Mr Rosewarne may require NZKS to
acquire up to 2,340,883 shares (the Option Shares) held by Mr Rosewarne and
Bianca Rosewarne as holders of the Rosewarne NZ Family Trust issued in
connection with certain long term incentive plans of NZKS for the purpose of
repaying a loan owed by Mr Rosewarne to NZKS in relation to the acquisition of
the Option Shares.
NZKS has determined that it will offer to acquire the Option Shares (Buyback
Offer). The terms of the Buyback Offer are as follows:
1. Pursuant to the Put Option, NZKS offers to buyback the Option Shares at
the volume weighted average price of NZKS’ ordinary shares (the Shares)
traded on the NZX Main Board for the five trading days prior to the
exercise of the Put Option.
2. The Put Option may only be exercised once, and the proceeds will be
applied to repayment of a loan owing by Mr Rosewarne to NZKS in relation
to the Option Shares.
The Put Option may be exercised by Mr Rosewarne such that the Option Shares
are acquired by NZKS on or before 28 February 2024. In the event that the Put
Option has not been exercised by the date that is 12 months from the date of
this disclosure document, a further disclosure document will be provided to
facilitate the exercise of the Put Option. In certain circumstances, NZKS may be
required to purchase additional shares to enable Mr Rosewarne to repay the
loan balance owing in full at the repayment date of 28 February 2024. Such
additional shares will be bought back at the volume weighted average price of
Shares traded on the NZX Main Board for the five trading days prior to 28
February 2024.
To give effect to the Buyback Offer, the Board resolved on 31 October 2022:
1. to make the Buyback Offer;
2. that the acquisition of the Option Shares under the Buyback Offer is in the
best interests of NZKS and of benefit to the remaining shareholders;

3. that the terms of the Buyback Offer and the consideration offered for the
Option Shares are fair and reasonable to both the Company and the
remaining shareholders;
4. that it is not aware of any information that will not be disclosed to
shareholders:
4.1 which is material to an assessment of the value of the Option
Shares; and
4.2 as a result of which the terms of the Buyback Offer and
consideration offered for the Option Shares are unfair to
shareholders accepting the Buyback Offer;
5. that the Board is satisfied that NZKS will, immediately after acquiring the
Option Shares, satisfy the solvency test applied under section 52 of the
Companies Act 1993;
6. that, for the purposes of section 67A of the Companies Act 1993, the
Option Shares shall be cancelled on acquisition; and
7. to authorise any director of NZKS to sign such documents and do such
other things as may be necessary or appropriate to complete the Buyback
Offer.

Authorised by:
Board of Directors of New Zealand King Salmon Investments Ltd

Ends

For investor or analyst queries, please contact:
• John Ryder, Chair, New Zealand King Salmon Investments Ltd,
jwdryder@xtra.co.nz

For media queries, please contact:
• Paul McIntyre,
Paul.mcintyre@kingsalmon.co.nz