Completion of secured bond capitalisation

Corporate Action Notice
(Other than for a Distribution)

Page 1 of 2
Section 1: Issuer information (mandatory)
Name of issuer RTO Limited
Class of Financial Product Ordinary Shares
NZX ticker code RTO
ISIN (If unknown, check on NZX
website)
NZNZFE0001S4
Name of Registry MUFG Pension & Market Services
Type of corporate action
(Please mark with an X in the relevant
box/es)
Share Purchase
Plan/retail offer

Renounceable
Rights issue or
Accelerated
Offer

Capital
reconstruction

Non-
Renounceable
Rights issue or
Accelerated
Offer

Call Bonus issue
Placement X
Record date 23 August 2024
Ex Date (one business day before the
Record Date)
22 August 2024
Currency NZ$
External approvals required before offer
can proceed on an unconditional basis?
No
Details of approvals required Not applicable
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
62,500,000
Issue price per Equity Security $0.004
Maximum dollar amount of Equity
Securities to be issued
Not applicable
Proposed issue date 26 August 2024
Existing holders eligible to participate No (bespoke arrangement to capitalise debt)
Related Parties eligible to participate No
Basis upon which participation by
existing Equity Security holders will be
determined
Participation is by RTO’s major shareholder,
Blackwell Global Group Limited to capitalise
$250,000 secured bonds on terms favourable to
RTO.

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Purpose(s) for which the Issuer is
issuing the Equity Securities
Blackwell Global Group Limited holds Secured Bonds
issued by RTO and is capitalising $250,000 of that
indebtedness into 62,500,000 new ordinary fully paid
shares.
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
Blackwell Global Group Limited has agreed to
subscribe for the shares pursuant to the “creep”
provisions of the Takeovers Code (which permits a
shareholder who holds more than 50% of the shares
on issue, to increase their shareholding by not more
than 5% in any 12 month period) and under NZX
Listing Rule 4.5 (15% placement rule).
Equity Securities to be issued subject to
voluntary escrow
Not applicable A
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
Not applicable
Section 8: Lead Manager and Underwriter (mandatory)
Lead Manager(s) appointed No
Name of Lead Manager(s) Not applicable
Fees, commission or other
consideration payable to Lead
Manager(s) for acting as lead
manager(s)
Not applicable
Underwritten No
Name of Underwriter(s) Not applicable
Extent of underwriting (i.e. amount or
proportion of the offer that is
underwritten)
Not applicable
Fees, commission or other
consideration payable to Underwriter(s)
for acting as underwriter(s)
Not applicable
Summary of significant events that
could lead to the underwriting being
terminated
Not applicable
Section 9: Authority for this announcement (mandatory)
Name of person authorised to make this
announcement
Sean Joyce
Contact person for this announcement Sean Joyce
Contact phone number 021 865 704
Contact email address sean@corporate-counsel.co.nz
Date of release through MAP 26 August 2024