Lapse of Tranche 2&3 Series Downer Contingent Share Options
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Media/ASX and NZX Release
21 August 2024
LAPSE OF TRANCHE 2 AND 3 SERIES DOWNER CONTINGENT SHARE OPTIONS
Downer EDI Limited (Downer) refers to the takeover bid for Spotless Group Holdings Limited (Spotless)
(Takeover) made in August 2020 under the Takeover Booklet dated 12 August 2020 (Takeover Booklet)
and its ASX announcement dated 24 August 2021 relating to the exercise of Tranche 1 Series Downer
Contingent Share Options.
Under the Takeover, Spotless shareholders were offered $1.00 cash per Spotless share held and 1
Downer Contingent Share Option (DCSO) per 17.92741 Spotless shares held.
The DCSOs were exercisable in three tranches, subject to the Downer share price meeting certain target
prices, being $6.382 for the Tranche 1 Series, $6.873 for the Tranche 2 Series and $7.364 for the Tranche
3 Series based on a 5-day VWAP (the Target Price Conditions), in each case before the expiry of the
DCSOs on 20 August 2024 (Expiry Date). Further information in relation to the DCSOs and the Target
Price Conditions are set out in the Takeover Booklet.
As announced by Downer on 24 August 2021, the Target Price Condition for the Tranche 1 Series of
$6.382 had been satisfied as of 24 August 2021, and accordingly the DCSOs in the Tranche 1 Series were
exercised in accordance with their terms.
Downer advises that the Target Price Conditions for the Tranche 2 Series and Tranche 3 Series DCSOs
were not satisfied by the Expiry Date. Accordingly, the Tranche 2 Series and Tranche 3 Series DCSOs
have lapsed and will not be exercisable in accordance with their terms.
Authorised for release by Downer’s Chief Executive Officer, Peter Tompkins.
About Downer
Downer is the leading provider of integrated services in Australia and New Zealand and customers are at
the heart of everything it does. It exists to create and sustain the modern environment and its promise is to
work closely with its customers to help them succeed, using world-leading insights and solutions to design,
build and sustain assets, infrastructure and facilities. For more information visit downergroup.com.
For further information please contact:
Media: Mitchell Dale, General Manager Corporate Affairs +61 448 362 198
Investors: Adam Halmarick, Group Head of Investor Relations +61 413 437 487
Downer EDI Limited
ABN 97 003 872 848
Triniti Business Campus
39 Delhi Road
North Ryde NSW 2113
1800 DOWNER
www.downergroup.com
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.
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