Amended Corporate Action Notice and update on placements

Corporate Action Notice
(Other than for a Distribution)
Updated June 2024
Page 1 of 3

Section 1: Issuer information
Name of issuer Promisia Healthcare Limited
Class of Financial Product Ordinary shares
NZX ticker code PHL
ISIN (If unknown, check on NZX
website)
NZPRPE0001S5
Name of Registry MUFG Pension & Market Services (formerly Link
Market Services)
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 5pm, Wednesday 10 July 2024
Ex Date (one business day before the
Record Date)
9 July 2024
Currency NZD
Section 6: Share Purchase Plans/retail offer
Number of Equity Securities to be
issued

Up to 2,151,630,849 shares (with a maximum of
4,000,000,000 shares to be issued in total together from
the SPP and Placement).
Minimum application amount (if
any)
N/A
Maximum application amount per
Equity Security holder
$50,000.00 (with the ability to accept oversubscriptions)
Subscription price per Equity
Security
$0.001
Scaling reference date
1
By reference to holdings at Record Date

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Closing date 5pm, 29 July 2024
Allotment date 5 August 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 3,227,446,274 shares (with a maximum of
4,000,000,000 shares to be issued in total together from
the SPP and Placement).
Issue price per Equity Security $0.001
Maximum dollar amount of Equity
Securities to be issued
2

$4,000,000
Proposed issue date 5 August 2024
Existing holders eligible to
participate
3

Y
Related Parties eligible to
participate
4

Y
Basis upon which participation by
existing Equity Security holders will
be determined
To the extent that a shareholder wishes to invest more
than $50,000.00 in the Share Purchase Plan, or allotting
shares to a shareholder under the Share Purchase Plan
would not otherwise comply with Listing Rule 4.3.1(c),
such shareholders will be able to participate in the
Placement (as per Rule 4.5.1).
Purpose(s) for which the Issuer is
issuing the Equity Securities
To raise capital to fund the Cromwell acquisitions, as
further detailed in the announcement made on 25 June
2024.
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
A Share Purchase Plan is offered in conjunction with the
Placement. A non-pro rata offer is being undertaken with
a view to the offer providing the company an opportunity
to broaden its shareholder base and improve liquidity.
Equity Securities to be issued
subject to voluntary escrow
N
Number and class of Equity
Securities to be issued that will be
subject to voluntary escrow and the
N/A

2

Where the issue price per Equity Security is not fixed, and the number of Equity Securities to be issued is not known, the Issuer
should instead indicate the maximum dollar amount of Equity Securities to be issued.
3
Issuers should answer Y if existing shareholders are eligible to participate even if their participation is subject to satisfaction of
eligibility criteria applying to the placement generally, such as the offer only being made to investors in certain jurisdictions or with a
certain status, such as wholesale, sophisticated or professional investors only.
4
Issuers should answer Y if there are no restrictions on participation by Related Parties as a result of their status as Related Parties
(i.e. restrictions on participation applying to the placement generally should be disregarded).

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date from which they will cease to
be escrowed
Section 9: Authority for this announcement
Name of person authorised to make this
announcement
Rhonda Sherriff, Chair
Contact person for this announcement Francisco Rodriguez Ferrere, General Manager
Contact phone number 021 245 1801
Contact email address Francisco.rf@promisia.co.nz
Date of release through MAP 3/07/2024