NZ SPP and Placement to to support increased investment

100618469/3475-9511-8635.4

13 March 2024


Cooks Coffee Company Limited
(”Cooks Coffee”, or the “Company”)
NZ SHARE PURCHASE PLAN AND PLACEMENT TO SUPPORT INCREASED
INVESTMENT IN BUSINESS
Cooks Coffee (NZX: CCC, AQUIS: COOK) has announced its intention to undertake a
placement to selected investors (Placement) and a share purchase plan to its existing
shareholders with an address in New Zealand (SPP) (together, the Offer). The Offer is not
underwritten.
The purpose of the Offer is to raise funds (after issue costs) for:
• investing into improvements in Cooks Coffee’s digital programs including, APP
development, click and collect, and delivery and loyalty programs;
• expanding the Esquires international business in the Middle East and Europe, in particular based
on the successful operating model in the UK and Ireland;
• driving growth plans through the establishment of a fund to allow acquisitions of
existing successful independent cafés to be rebranded and sold to franchisees after
rebranding; and
• repaying some expensive second tier debt.
SPP
The SPP will be open to existing shareholders recorded in Cooks’ share register as having a
New Zealand address at 5.00pm on 12 March 2024 (Eligible Shareholders).
The SPP will result in up to 5,690,862 new shares issued in Cooks Coffee. Eligible
Shareholders will be able to apply for up to $50,000 of new shares. The board of directors
of Cooks Coffee may, in its full discretion, accept any oversubscriptions which will be scaled
according to the Record Date. The issue price for the SPP is NZD 0.20 per share.
Placement
The Placement will be offered to investors who have been identified by, or that
approached, the Company in compliance with all applicable securities laws.
The Placement is targeting a raise of up to NZ$1,707,258 through the issue of up to
8,536,294 new shares. The issue price of the Placement is NZD 0.20 (equivalent to
£0.0955) per share.

100618469/3475-9511-8635.4
Indicative timetable
1

Announcement of Offer Wednesday, 13 March 2024
Record Date for determining eligibility of
shareholders for the SPP
5.00pm on Tuesday, 12 March 2024
Opening Date of Offer Wednesday, 13 March 2024
Closing Date of Offer (last day for online
applications with payment), unless
extended by Cooks
5.00pm on Friday, 22 March 2024
Allotment and issue of New Shares Thursday, 28 March 2024
Statements dispatched By Friday, 2 April 2024
Additional information
Nothing contained in this announcement constitutes investment, legal, tax or other advice.
Investors are encouraged to seek appropriate professional advice before making any
investment decision.
For any questions in respect of the Offer, please contact Link Market Services Limited at
+64 9 375 5998 or email applications@linkmarketservices.com. For other questions,
investors should contact their financial or legal adviser.
Authorised for release by the Chair of Cooks Coffee.
For more information on the content of this announcement, please contact:
Keith Jackson
Executive Chairman
Cooks Coffee Company Limited
Contact: +64 21 702 509

Important Notices and Disclaimer
This announcement has been prepared for publication in New Zealand, and may not be
released to US wire services or distributed in the United States. This announcement does
not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United
States or any other jurisdiction. Any securities described in this announcement have not
been, and will not be, registered under the US Securities Act of 1933 (the “US Securities
Act”) or the securities laws of any state of other jurisdiction of the United States, and may
not be offered or sold in the United States except in transactions exempt from, or not
subject to, registration under the US Securities Act and applicable US state securities laws.

1
Dates are subject to change and are indicative only. Cooks Coffee reserves the right to amend this
timetable (including by extending the Closing Date) subject to applicable laws and the NZX Listing
Rules. Cooks Coffee reserves the right to withdraw the Offer and issue New Shares at any time before
the Issue Date in its absolute discretion.

---

100618469/3463-1375-7227.3
13 March 2024
NZX Limited
Level 1, NZX Centre
11 Cable Street
Wellington
Notice pursuant to clause 20(1)(a) of Schedule 8 to the Financial Markets Conduct
Regulations 2014: Cooks Coffee Company Share Purchase Plan and Placement offer
Cooks Coffee Company Limited (NZX: CCC) (Cooks) intends to undertake a placement to
selected investors (Placement) and a share purchase plan (SPP) to its existing
shareholders with an address in New Zealand, which is not underwritten (together, the
Offer). The Offer will consist of:
• an issue of up to 5,690,862 new shares under the SPP with a maximum application
amount of NZ$50,000 per eligible shareholder; and
• an issue of up to 8,536,294 new shares under the Placement.
The Offer will open on 13 March 2024.
The Offer is of fully paid ordinary shares of the same class as already quoted on the NZX
Main Board of NZX Limited. The SPP will be made pursuant to NZX Main Board listing rule
4.17.8 and will be made at a price of NZD 0.20. The Placement will be made pursuant to
NZX Main Board listing rules 4.5.1 and 4.17.9 and will be made at a price of NZD 0.20
(equivalent to £0.0955) per share.
Pursuant to clause 20(1)(a) of Schedule 8 to the Financial Markets Conduct Regulations
2014 (FMC Regulations), and the Financial Markets Conduct Act 2013 (FMCA), Cooks states
that:
• Cooks is making the Offer in reliance upon the exclusion in clause 19 of Schedule 1 to
the FMCA and is giving this notice under clause 20(1)(a) of Schedule 8 to the FMC
Regulations.
• As at the date of this notice, Cooks is in compliance with the continuous disclosure
obligations that apply to it in relation to ordinary shares in Cooks, and there is no
information that is “excluded information” as defined in clause 20(5) of Schedule 8 to
the FMC Regulations.
• As at the date of the notice, Cooks is in compliance with its financial reporting
obligations.
The Offer is not expected to have any material effect or consequence on the control of
Cooks.
Yours faithfully

Keith Jackson
Executive Chair
Cooks Coffee Company Limited

---

Corporate Action Notice
(Other than for a Distribution)
Updated January 2024
Page 1 of 3
[NOTE: This form must be used by an Issuer to notify the market of a corporate action other than a distribution (for
example: a Rights issue, Accelerated Offer, bonus issue, Placement or Share Purchase Plan).
There are different times when this form must be released via the Market Announcement Platform (MAP) depending
on the type of action.
This form must be submitted to NZX for release through MAP:
• in compliance with Listing Rule 4.17.6 or 4.17.7 for a Rights issue or Accelerated Offer;
• in compliance with Listing Rule 4.17.8 for a Share Purchase Plan; and
• in compliance with Listing Rule 4.17.9 for a Placement
• in compliance with Listing Rules 3.14.1, at least 5 Business Days prior to the Record Date for other types of
corporate action.]
Section 1: Issuer information (mandatory)
Name of issuer Cooks Coffee Company Limited
Class of Financial Product Ordinary shares
NZX ticker code CCC
ISIN (If unknown, check on NZX
website)
NZCFGE0001S7
Name of Registry Link Market Services Limited
Type of corporate action
(Please mark with an X in the relevant
box/es)
Share Purchase
Plan/retail offer
X
Renounceable
Rights issue or
Accelerated
Offer

Capital
reconstruction

Non-
Renounceable
Rights issue or
Accelerated
Offer

Call Bonus issue
Placement X
Record date 12 March 2024
Ex Date (one business day before the
Record Date)
11 March 2024
Currency New Zealand dollars
External approvals required before offer
can proceed on an unconditional basis?
N/A
Details of approvals required N/A

2 of 3
Section 6: Share Purchase Plans/retail offer
(delete full section if not applicable, or mark rows as N/A if not applicable)*
Number of Equity Securities to be
issued
OR
Maximum dollar amount of Equity
Securities to be issued
Up to 5,690,862 (10% of shares on issue)
Minimum application amount (if
any)
N/A
Maximum application amount per
Equity Security holder
$50,000
Subscription price per Equity
Security
NZD 0.20
Scaling reference date
Scaling according to holdings on the record date of 12
March 2024.
Closing date 22 March 2024
Allotment date 28 March 2024
Section 7: Placement
(delete full section if not applicable, or mark rows as N/A if not applicable)*
Number of Equity Securities to be
issued
Up to 8,536,294 (15% of shares on issue)
Issue price per Equity Security NZD 0.20
Maximum dollar amount of Equity
Securities to be issued
$1,707,258
Proposed issue date 28 March 2024
Existing holders eligible to
participate
YES
Related Parties eligible to
participate
YES, subject to Listing Rules 4.5 and 5.2
Basis upon which participation by
existing Equity Security holders will
be determined
By reference to holdings on record date of 12 March 2024
Purpose(s) for which the Issuer is
issuing the Equity Securities
To raise additional capital for corporate and working
capital purposes, including:
• investing into improvements in Cooks’ digital
programs including, APP development, click and
collect, and delivery and loyalty programs;
• driving growth plans through the establishment of
a fund to allow acquisitions of existing successful
independent cafés to be rebranded and sold to a
franchisee after rebranding; and
• repaying some expensive second tier debt.

3 of 3
Reason for placement rather than a
pro-rata rights issue or an offer
under a Share Purchase Plan in
which the Issuer’s existing Equity
Security holders would have been
eligible to participate
The Placement Offer is to be undertaken in conjunction
with a SPP to reduce the dilutive impact of the Placement
and any scaling will have primary regard to holdings on
the record date.
Equity Securities to be issued
subject to voluntary escrow
No
Number and class of Equity
Securities to be issued that will be
subject to voluntary escrow and the
date from which they will cease to
be escrowed
N/A
Section 8: Lead Manager and Underwriter (mandatory)
Lead Manager(s) appointed No
Name of Lead Manager(s) N/A
Fees, commission or other
consideration payable to Lead
Manager(s) for acting as lead
manager(s)
N/A
Underwritten No
Name of Underwriter(s) N/A
Extent of underwriting (i.e. amount
or proportion of the offer that is
underwritten)
N/A
Fees, commission or other
consideration payable to
Underwriter(s) for acting as
underwriter(s)
N/A
Summary of significant events that
could lead to the underwriting
being terminated
N/A
Section 9: Authority for this announcement (mandatory)
Name of person authorised to make this
announcement
Keith Jackson
Contact person for this announcement Keith Jackson
Contact phone number +64 21 702 509
Contact email address keith.jackson@cookscoffeecompany.com
Date of release through MAP 13 March 2024

* Please do not delete individual rows. Full sections can be deleted if the section relates to a different type of
corporate action
** Please note that in NZX’s systems, standard rounding indicates 0.5 and above round up, below 0.5 round down.
Please contact NZX if you are intending to treat fractions differently.

---

Cooks Coffee Company Limited
Share Purchase Plan Offer Document





NOT FOR RELEASE TO U.S. WIRE SERVICES OR DISTRIBUTION IN THE UNITED STATES.
This is an important document. You should read the whole document before deciding whether to subscribe for shares. If
you have any doubts about what to do, please consult your financial or legal adviser.


Apply online at https://cookscoffeecompany.capitalraise.co.nz by 5:00pm (New Zealand time) on 22 March 2024

Dated 13 March 2024

IMPORTANT INFORMATION
Apply online at
https://cookscoffeecompany.capitalraise.co.nz by
5:00pm on 22 March 2024.

General information
This document has been prepared by Cooks Coffee
Company Limited (Cooks) in connection with share
purchase plan offer (the Offer) of new ordinary shares to
Eligible Shareholders.
This document is prepared in reliance upon clause 19 of
Schedule 1 of the Financial Markets Conduct Act 2013.
Additional information available under continuous
disclosure obligations
Cooks is subject to continuous disclosure obligations that
requires it to notify certain material information to NZX for
the purpose of that information being made available to
participants in the NZX Main Board financial product
market operated by NZX.
Announcements released by Cooks, including its most
recent annual report and financial statements, are
available at www.nzx.com under ticker code CCC or at the
website www.cookscoffeecompany.com.
Cooks may, during the period of the Offer, make additional
announcements to the NZX. To the maximum extent
permitted by law, no announcement by Cooks to the NZX
will permit an applicant to withdraw any previously
submitted application without Cooks’ prior consent.
Cooks encourages you to read this document and to seek
investment advice from a suitably qualified professional
adviser before you consider investing.
Offering restrictions
No action has been taken to permit a public offering of the
New Shares in any jurisdiction outside New Zealand,
Australia, the United Kingdom, or Ireland (the Offer
Jurisdictions).
The Offer may also be made and accepted in such other
places where a shareholder satisfies Cooks that the Offer
can lawfully be made and accepted. However, shareholders
in the United States are not eligible to participate in the
Offer. Similarly, shareholders (including trustees,
Custodians and nominees) who hold Shares on behalf of
persons in the United States, or are acting for the account
or benefit of persons in the United States, are not eligible
to participate in the Offer on behalf of those persons.
The distribution of this document (including an electronic
copy) in a jurisdiction outside the Offer Jurisdictions may be
restricted by law and persons who come into possession of
it (including nominees, trustees or custodians) should seek
advice on and observe any such restrictions.
No person may subscribe for, purchase, offer, sell,
distribute or deliver New Shares, or be in possession of, or
distribute to any other person, any offering material or any
documents in connection with the New Shares, in any
jurisdiction unless in compliance with all applicable laws
and regulations. Without limiting the foregoing, this
document may not be sent to or distributed in the United
States.
This document does not constitute an offer to sell, or the
solicitation of an offer to buy, any Shares in the United
States. The Shares to be offered and sold under this Offer
have not been, and will not be, registered under the U.S.
Securities Act of 1933, as amended (the "U.S. Securities
Act"), or the securities laws of any state or other jurisdiction
of the United States, and may not be offered or sold in the
United States or to any person acting for the account or
benefit of a person in the United States except in
accordance with an available exemption from, or in a
transaction not subject to, the registration requirements of
the U.S. Securities Act and any other applicable securities
laws.
No Guarantee
There is no guarantee that the Offer will proceed nor any
guarantees about the future performance of Cooks or any
return on any investment made under this document.
Decision to participate in the Offer
The information in this document does not constitute
financial product advice or a recommendation to acquire
New Shares. This document has been prepared without
taking into account the investment objectives, financial, or
taxation situation or particular needs of any applicant or
investor.
Forward Looking Statements
This document contains certain statements that relate to
the future. Such forward looking statements are not a
guarantee of future performance and involve known and
unknown risks, uncertainties, assumptions and other
factors, many of which are beyond the control of Cooks and
which may cause the actual results, performance or
achievements of Cooks to differ materially from those
expressed or implied by such statements.
Under no circumstances should you regard the inclusion of
forward looking statements in this document as a
guarantee of future performance.
The statements, although made in good faith, involve
known and unknown risks, uncertainties and assumptions,
many of which are beyond Cooks’ control.
Privacy
Any personal information provided by Eligible Shareholders
online will be held by Cooks and/or Link at the addresses
set out in the Directory. This information will be used for
the purposes of administering your investment in Cooks
and will be disclosed to third parties only with your consent
or if required by law. Under the Privacy Act 2020 (New
Zealand), you have the right to access and correct any
personal information held about you.

Dilution effects of the Offer
Shareholders not participating in the Offer will experience
dilution to their current percentage holding in Cooks.
Withdrawal of Offer
Cooks reserves the right to cancel the Offer at any time
prior to allotment, in which case all application monies will
be refunded within 10 Business Days of the Offer being
withdrawn. No interest will be payable on amounts
refunded.
Dividend Policy
The directors have adopted a policy that there will be no
dividend payments or other distributions made for the
foreseeable future. Instead, any surplus funds will be used
to fund immediate and future growth opportunities.
Enquiries
Enquiries about the Offer can be directed to an NZX Firm or
your financial or legal adviser. If you have any questions
about your entitlement, or how to apply online, please
contact Link.
Times
All references to time in this document are to New Zealand
time.
Defined terms
Capitalised terms used in this Offer booklet have the
specific meaning given to them in the Glossary at the back
of this Offer booklet or in the relevant section of this Offer
booklet.

4




13 March 2024
Dear Shareholders
Cooks Coffee Company Share Purchase Plan Offer
On behalf of the Directors of Cooks Coffee Company Limited (Cooks), we are pleased to offer you an opportunity
to participate in a Share Purchase Plan (SPP) at an issue price of NZ$ 0.20 per share.
The purpose of the Offer is to raise funds (after issue costs) for:
• investing into improvements in existing Cooks’ digital programs including, APP development, click and
collect, and delivery and loyalty programs;
• expanding the Esquires international business in the Middle East and Europe, in particular based on the
successful operating model in the UK and Ireland;
• driving growth plans through the establishment of a fund to allow acquisitions of existing successful
independent cafés to be rebranded and sold to franchisees after rebranding; and
• repaying some expensive second tier debt.
Eligible shareholders are entitled to apply for up to NZ$50,000 of new shares under the SPP Offer. Eligible
shareholders have until 5:00pm (New Zealand time) on 22 March 2024 to apply at the following link:
https://cookscoffeecompany.capitalraise.co.nz.
Before making your investment decision, I encourage you to read this document and recent information released
by Cooks to NZX available at www.nzx.com under the ticker code “CCC”, such as the preliminary half year results
released in December 2023, the annual report released in June 2023, and the AGM presentation released in
September 2023.
If you are in doubt as to what you should do, you should consult your financial or professional adviser or a NZX
Broker.
Yours sincerely,

Keith Jackson
Executive Chairman
Cooks Coffee Company Limited

5
KEY INFORMATION
The Offer An offer of up to NZ$50,000 of New Shares per Eligible Shareholder.
There is no minimum application amount for the Offer.
Who can participate?
Shareholders at 5.00pm (NZT) on the Record Date of 12 March 2024 recorded in
Cooks’ share register that is in New Zealand as being a registered holder of Shares.
You may not participate if you reside outside New Zealand, or you are acting for
the account or benefit of a person in the United States. Similarly, if you hold
Shares on behalf of a person who resides outside New Zealand, you may not
participate in respect of that person.
Equal participation Each Eligible Shareholder has the right to apply for the maximum amount of Shares
applicable in the jurisdiction in which that Eligible Shareholder resides on the same
terms and conditions as each other Eligible Shareholder.
Application amount If you wish to participate in this SPP, you apply for a dollar amount of Shares, not
for a certain number of Shares. Eligible Shareholders can apply for Shares up to a
maximum amount of NZ$50,000.
Issue price NZ$0.20 per New Share.
New Shares The same class as (and rank equally with) existing quoted Shares on the Issue Date.
Amount of New Shares being
offered
Up to 5,690,862 New Shares will be issued under the Offer, being 10% of the Shares
on issue in Cooks.
If excess applications are received, scaling will be applied having regard to Eligible
Shareholders’ shareholdings on the Record Date.
When to apply Applications must be received by 5.00pm on the Closing Date (22 March 2024).
How to apply Application is made via the online at
https://cookscoffeecompany.capitalraise.co.nz. Payment instructions will be
provided.
You should read the instructions in this document carefully.
Eligible Shareholders should make payment for the exact dollar mount applied for
on the application, in accordance with the share parcel selected.
Payment for applications made online must be made by direct debit. Alternatively
Eligible Shareholders due any debt from the Company may offer to set-off some or
all of their subscription obligation against some or all of the debt due to them by
notice in writing to the Company.
To be valid, your application (and, if applicable, Custodian Certificates) and
payment must be received by Link Market Services Limited by 5.00pm (NZT) on
22 March 2024. Applications or payment received after that date will only be
accepted at Cooks’ discretion. If applicable Custodian Certificates should be
returned in the following manner:
BY EMAIL: applications@linkmarketservices.com
(Please use “CCC SPP” as the subject of the email)

Receiving your Shares You will receive your New Shares on or about Thursday, 28 March 2024.

6
IMPORTANT DATES
Record Date for eligibility 5.00 pm (NZT), 12 March 2024
Opening date 13 March 2024
Closing Date 5.00 pm, 22 March 2024
Allotment and Issue of New Shares 28 March 2024
Statements mailed By 28 March 2024
Dates are subject to change and are indicative only. Cooks reserves the right to amend this timetable (including by extending
the Closing Date) subject to applicable laws and the NZX Listing Rules. Cooks reserves the right to withdraw the Offer and issue
New Shares at any time before the Issue Date in its absolute discretion.

7
TERMS AND CONDITIONS
1 Key Information and Important Dates
The Key Information and Important Dates sections
above form part of these terms and conditions.
2 Eligible Shareholders
Joint holders of Shares are taken to be a single
registered holder of Shares for the purposes of
determining whether they are an Eligible Shareholder
and the certification provided is taken to have been
given by all of them.
If you are an Eligible Shareholder, your rights under this
offer are personal to you and you may not transfer
them.
Cooks reserves the right not to extend the offer in this
SPP to Eligible Shareholders in a jurisdiction outside
New Zealand in circumstances where it considers that
so extending the Offer may breach the legal
requirements of that jurisdiction.
3 Issue Price and Number of Shares
The Issue Price for New Shares under the Offer is
NZ$0.20 per New Share.
If you are an Eligible Shareholder you may:
(a) Apply: Subscribe for an amount of New Shares that
you specify which must be no more than
NZ$50,000.
(b) No application: Do nothing and your ability to
apply for New Shares under this Offer will lapse.
4 Custodians
Any Eligible Shareholder that:
(a) is a trustee corporation or a nominee company and
holds Shares in Cooks by reason only of acting for
another person in the ordinary course of business
of that trustee corporation or nominee company;
or
(b) holds Shares in Cooks by reason only of being a
bare trustee of a trust to which the Shares are
subject,
is a custodian (Custodian) under this Offer.
A separate application must be completed for each
beneficial owner for whom a Custodian is acting. Cooks
will treat each such application as a separate
application despite them all being in the name of the
Custodian.
If a Custodian applies to purchase New Shares on behalf
of a beneficial owner, the Custodian must certify to
Cooks in writing:
(a) that the Custodian holds Shares directly or
indirectly as a Custodian for beneficial owners; and
(b) that the beneficial owner on whose behalf the
Custodian is submitting the application is not
making an application themselves as an Eligible
Shareholder for New Shares under this Offer, and
no other Custodian is submitting an application
under this Offer for that beneficial owner.
5 Applications
Eligible Shareholders may apply to purchase up to
$50,000 of Shares under the Offer. There is no
minimum application under the Offer. Eligible
Shareholders may only make one application. This
applies to all Eligible Shareholders, including those who
receive more than one offer under the Offer (for
example, because they hold Shares in more than one
capacity). Any application in excess of $50,000 will be
deemed to be an application for $50,000.
Application monies received will be held in a trust
account with Link until the corresponding New Shares
are allotted or the application monies are refunded. All
interest earned on the application monies will be
retained by Cooks. Any refunds of application monies
will be made within 5 business days of the issue of New
Shares (or such earlier date that the decision not to
proceed with the Offer is made).
6 Applying and paying for New Shares
To participate in the Offer you must complete an
application and provide payment in accordance with
the instructions on the online application platform.
7 Discretion to accept or reject applications
Cooks has complete discretion to accept or reject your
application to purchase New Shares under the Offer,
including (without limitation) if:
• your direct debit is dishonoured;
• it appears that you are applying to buy more than
$50,000 (in aggregate) of New Shares;
• Cooks believes that you are not an Eligible
Shareholder; or
• Cooks considers that your application does not
comply with these terms and conditions.
No interest will be paid on any application monies
returned to you. Any refunds for whatever reason will
be paid to you by direct credit to your bank account or
by cheque mailed within 5 business days of the Issue
Date.
8 Significance of applying
If you apply to purchase New Shares under the Offer:
• your application, on these terms and conditions,
will be irrevocable and unconditional;
• you certify that you are an Eligible Shareholder
entitled to apply for New Shares;
• you certify that your application will not be, or
cause, a breach of any law in any jurisdiction;
• you certify that you are not applying for New Shares
under the Offer with an aggregate application
amount in excess of $50,000 ;

• you authorise Cooks to correct any error in, or
omission from, your application;
• you acknowledge that none of Cooks, its advisors or
agents has provided you with investment advice or
financial product advice; and
• you irrevocably and unconditionally agree to these
terms and conditions.
9 The New Shares
New Shares issued under the Offer will rank equally
with, and have the same rights as, existing fully paid
Shares in Cooks.
The New Shares have been accepted for quotation on
the NZX Main Board. However, NZX accepts no
responsibility for any statement in this document.
10 Oversubscriptions and scaling
The number of New Shares intended to be issued is up
to 5,690,862, although subject to all applicable listing
rules Cooks may accept oversubscriptions at its
discretion.
If oversubscriptions are received, scaling will be applied
by reference to Eligible Shareholders’ shareholdings on
the Record Date.
11 Amendments to Offer
Notwithstanding any other term or condition of the
Offer, Cooks may, at its discretion:
• make non-material modifications to the Offer on
such terms and conditions it thinks fit; and/or
• suspend or terminate the Offer at any time prior to
the issue of the New Shares under the Offer. If the
Offer is terminated, application monies will be
refunded to applicants without interest within 5
business days of termination.
Cooks reserves the right to waive compliance with any
provision of these terms and conditions.
Cooks will notify NZX of any waiver, amendment,
variation, suspension, withdrawal or termination of the
Offer.
12 Governing Law
These terms and conditions shall be governed by and
construed in accordance with the laws of New Zealand.
13 Glossary
“Closing Date” means 5.00 p.m. on 22 March 2024,
unless extended.
“Cooks” means Cooks Coffee Company Limited (New
Zealand company number 2089337).
“Eligible Shareholder” means a Shareholder who, at
5.00pm on the Record Date, was recorded in Cooks’
share register as a registered holder of Shares with a
New Zealand address.
“Issue Date” means 28 March 2024, unless extended.
“Issue Price” means NZ$0.20 per New Share.
“LINK” means LINK Market Services Limited.
“Listing Rules” means the NZX Main Board Listing
Rules.
“New Share” means an ordinary share in Cooks
offered under the Offer and of the same class (and
ranking equally in all respects with) Cooks’ quoted
existing shares at the time of the issue of the New
Shares.
“NZX” means NZX Limited.
“NZX Main Board” means the main board equity
security market operated by NZX.
“Offer” means the share purchase plan detailed in this
letter.
“Record Date” means 5.00 p.m. 12 March 2024.
“Share” means one ordinary fully paid share in Cooks.
“Shareholder” means a registered holder of Shares on
issue.
All references to time are to New Zealand time,
references to currency are to New Zealand dollars, and
any references to legislation are references to New
Zealand legislation unless stated or defined otherwise.

COMPANY DIRECTORY

Apply online at
https://cookscoffeecompany.capitalraise.co.nz by
5:00pm (NZ time) from 15 March 2024.

ENQUIRIES
Enquiries about this Offer should be directed to an NZX
Firm or your financial or legal adviser.

COOKS COFFEE COMPANY LIMITED
Registered Office:
Level 1,
96 St Georges Bay Road,
Parnell,
Auckland 1052,
New Zealand
Website: https://cookscoffeecompany.com/

DIRECTORS
Keith Jackson – Executive Chairman
Mike Hutcheson – Independent Director
Elena Garside – Independent Director
Paul Elliott – Independent Director
Michael Ambrose – Non-executive Director
Peihuan Wong – Non-executive Director

LEGAL ADVISORS
Chapman Tripp
Level 34, PwC Tower
15 Customs Street West
Auckland 1010
New Zealand

SHARE REGISTRAR
Link Market Services Limited
Level 30, PwC Tower
15 Customs Street West
Auckland 1010
New Zealand
+64 9 375 5998
applications@linkmarketservices.com

If you have any queries about your Entitlements, please
contact Link Market Services Limited at +64 9 375 5998
or email applications@linkmarketservices.com.