ASX Appendix 3B Proposed Issue of Securities

Appendix 3B - Proposed issue of securities
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Announcement Summary
Entity name
FLETCHER BUILDING LIMITED
Announcement Type
New announcement
Date of this announcement
23/9/2024
The Proposed issue is:
Total number of +securities proposed to be issued for an accelerated offer
ASX +security code+Security description
Maximum Number of
+securities to be issued
FBUORDINARY FULLY PAID FOREIGN EXEMPT NZX174,397,237
Trading resumes on an ex-entitlement basis (ex date)
25/9/2024
+Record date
24/9/2024
Offer closing date for retail +security holders
8/10/2024
Issue date for retail +security holders
15/10/2024
Total number of +securities proposed to be issued for a placement or other type of issue
ASX +security code+Security description
Maximum Number of
+securities to be issued
FBUORDINARY FULLY PAID FOREIGN EXEMPT NZX117,456,539
Proposed +issue date
30/9/2024
Refer to next page for full details of the announcement
A placement or other type of issueA placement or other type of issue
An accelerated offer

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Part 1 - Entity and announcement details
1.1 Name of +Entity
FLETCHER BUILDING LIMITED
We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees
to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in
Appendix 3B of the ASX Listing Rules.
If the +securities are being offered under a +disclosure document or +PDS and are intended to be quoted on ASX, we also
apply for quotation of all of the +securities that may be issued under the +disclosure document or +PDS on the terms set
out in Appendix 2A of the ASX Listing Rules (on the understanding that once the final number of +securities issued under
the +disclosure document or +PDS is known, in accordance with Listing Rule 3.10.3C, we will complete and lodge with ASX
an Appendix 2A online form notifying ASX of their issue and applying for their quotation).
1.2 Registered Number Type
ARBN
Registration Number
096046936
1.3 ASX issuer code
FBU
1.4 The announcement is
1.5 Date of this announcement
23/9/2024
1.6 The Proposed issue is:
1.6b The proposed accelerated offer is
Accelerated non-renounceable entitlement offer (commonly known as a JUMBO or ANREO)
A placement or other type of issueA placement or other type of issue
An accelerated offer
New announcement

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Part 3 - Details of proposed entitlement offer issue
Part 3A - Conditions
3A.1 Do any external approvals need to be obtained or other conditions satisfied before the entitlement offer can
proceed on an unconditional basis?
Part 3B - Offer details
+Class or classes of +securities that will participate in the proposed issue and +class or classes of +securities
proposed to be issued
ASX +security code and description
FBU : ORDINARY FULLY PAID FOREIGN EXEMPT NZX
Is the proposed security a 'New
class' (+securities in a class that is
not yet quoted or recorded by ASX)
or an 'Existing class' (additional
securities in a class that is already
quoted or recorded by ASX)?
Will the proposed issue of this
+security include an offer of
attaching +securities?
If the entity has quoted company
options, do the terms entitle option
holders to participate on exercise?
Details of +securities proposed to be issued
ASX +security code and description
FBU : ORDINARY FULLY PAID FOREIGN EXEMPT NZX
ISIN Code (if Issuer is a foreign company and +securities do not have +CDIs
issued over them)

ISIN Code for the entitlement or right to participate in the offer (if Issuer is
foreign company and +securities do not have +CDIs issued over them)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)
Has the offer ratio been determined?
The quantity of additional +securities
to be issued
100
For a given quantity of +securities
held
449
What will be done with fractional
entitlements?

Maximum number of +securities
proposed to be issued (subject to
rounding)
Yes
NoNo
Existing class
No

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Fractions rounded down to the nearest
whole number or fractions disregarded
rounding)
174,397,237
Offer price details for retail security holders
Has the offer price for the retail offer been determined?
In what currency will the offer be
made?
NZD - New Zealand Dollar
What is the offer price per +security
for the retail offer?
NZD 2.40000
AUD equivalent to Offer Price amount
per +security

Offer price details for institutional security holders
Has the offer price for the institutional offer been determined?
In what currency will the offer be
made?

NZD - New Zealand Dollar
What is the offer price per +security
for the institutional offer?
NZD 2.40000
AUD equivalent to Offer Price amount
per +security

Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their
entitlement (i.e. to over-subscribe)?
Describe the limits on over-subscription
In addition to being able to take up their entitlement, Eligible Retail Shareholders who take up their entitlement in full may
apply for additional new shares not taken up by other retail shareholders up to a maximum of 100% above their
entitlement.
Will a scale back be applied if the offer is over-subscribed?
Describe the scale back arrangements
The scale back arrangements will be agreed by the Lead Manager and the Company (each acting reasonably).
Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
Yes
Yes
Yes
Yes
Yes

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Part 3D - Timetable
3D.1a First day of trading halt
23/9/2024
3D.1b Announcement date of accelerated offer
23/9/2024
3D.2 Trading resumes on an ex-entitlement basis (ex date)
25/9/2024
3D.5 Date offer will be made to eligible institutional +security holders
23/9/2024
3D.6 Application closing date for institutional +security holders
24/9/2024
3D.8 Announcement of results of institutional offer
(The announcement should be made before the resumption of trading following the trading halt)
24/9/2024
3D.9 +Record date
24/9/2024
3D.10a Settlement date of new +securities issued under institutional
entitlement offer
27/9/2024
3D.10b +Issue date for institutional +security holders
30/9/2024
3D.10c Normal trading of new +securities issued under institutional
entitlement offer
30/9/2024
3D.11 Date on which offer documents will be sent to retail +security holders
entitled to participate in the +pro rata issue
26/9/2024
3D.12 Offer closing date for retail +security holders
8/10/2024
3D.13 Last day to extend retail offer close date
3/10/2024
3D.19 +Issue date for retail +security holders and last day for entity to
announce results of retail offer
15/10/2024

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Part 3E - Fees and expenses
3E.1 Will there be a lead manager or broker to the proposed offer?
3E.1a Who is the lead manager/broker?
Jarden Securities Limited
3E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Jarden Securities Limited will receive a lead manager fee equal to: (a) 0.6% of the Institutional Offer Proceeds; and (b)
0.6% of the Retail Offer Proceeds.
3E.2 Is the proposed offer to be underwritten?
3E.2a Who are the underwriter(s)?
Jarden Partners Limited
3E.2b What is the extent of the underwriting (ie the amount or proportion of the offer that is underwritten)?
Fully underwritten
3E.2c What fees, commissions or other consideration are payable to them for acting as underwriter(s)?
Jarden Partners Limited will receive an underwriting fee equal to: (a) 1.9% of the Institutional Offer Proceeds; and (b)
1.9% of the Retail Offer Proceeds.
3E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated
Please refer to paragraph 16 of Part 4 of the Offer Document released to ASX/NZX on 23 September 2024.
3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a
handling fee or commission?
3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer
Share registry fees, settlement fees, external adviser fees and NZX/ASX administrative fees.
Part 3F - Further Information
3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue
Please refer to the Investor Presentation announced to ASX/NZX on 23 September 2024.
3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining
entitlements to the issue?
3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful?
3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed
issue
Please refer to details in 3F.7.
3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing
+securities
Yes
No
No
No
Yes
Yes

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3F.5a Please provide further details of the offer to eligible beneficiaries
The Retail Entitlement Offer will be made available to nominees and custodians with a registered address in eligible
jurisdictions (irrespective of whether they participated under the Institutional Entitlement Offer) in respect of some or all of
the beneficiaries on whose behalf they hold existing shares or purchase Retail Entitlements, provided that the applicable
beneficiary would satisfy the criteria for an Eligible Retail Shareholder.
The Retail Entitlement Offer is not available to shareholders that are in the United States or who are, or are acting for the
account or benefit of, persons in the United States.
3F.6 URL on the entity's website where investors can download information about the proposed issue
fletcherbuildingwww.shareoffer.co.nz/
3F.7 Any other information the entity wishes to provide about the proposed issue
The Institutional Entitlement Offer will be extended to eligible institutional shareholders in Australia, New Zealand,
Bermuda, Canada, Cayman Islands, European Union (France, Germany, Netherlands), Hong Kong, Japan, Norway,
Singapore, Switzerland, the United Arab Emirates (excluding Dubai International Financial Centre and Abu Dhabi Global
Market), the United Kingdom and the United States and any other jurisdictions agreed by the Company and the Lead
Manager. Please see the selling restrictions in Appendix C of the Investor Presentation.
The Retail Entitlement Offer will only be extended to eligible retail shareholders in Australia and New Zealand.
3F.8 Will the offer of rights under the rights issue be made under a +disclosure document or product disclosure
statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)?
3F.9 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with
the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:
An applicable ASIC instrument or class order
No

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Part 7 - Details of proposed placement or other issue
Part 7A - Conditions
7A.1 Do any external approvals need to be obtained or other conditions satisfied before the placement or other
type of issue can proceed on an unconditional basis?
Part 7B - Issue details
Is the proposed security a 'New
class' (+securities in a class that is
not yet quoted or recorded by ASX)
or an 'Existing class' (additional
securities in a class that is already
quoted or recorded by ASX)?
Will the proposed issue of this
+security include an offer of
attaching +securities?
Details of +securities proposed to be issued
ASX +security code and description
FBU : ORDINARY FULLY PAID FOREIGN EXEMPT NZX
Number of +securities proposed to be issued
117,456,539
Offer price details
Are the +securities proposed to be issued being issued for a cash
consideration?
In what currency is the cash
consideration being paid?
NZD - New Zealand Dollar
What is the issue price per
+security?
NZD 2.40000
AUD equivalent to issue price amount per +security

Will these +securities rank equally in all respects from their issue date with
the existing issued +securities in that class?
Yes
Yes
No
Existing class
No

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Part 7C - Timetable
7C.1 Proposed +issue date
30/9/2024
Part 7D - Listing Rule requirements
7D.3 Will any of the +securities to be issued be +restricted securities for the purposes of the listing rules?
7D.4 Will any of the +securities to be issued be subject to +voluntary escrow?
Part 7E - Fees and expenses
7E.1 Will there be a lead manager or broker to the proposed issue?
7E.1a Who is the lead manager/broker?
Jarden Securities Limited
7E.1b What fee, commission or other consideration is payable to them for acting as lead manager/broker?
Jarden Securities Limited will receive a lead manager fee equal to 0.6% of the Placement Proceeds.
7E.2 Is the proposed issue to be underwritten?
7E.2a Who are the underwriter(s)?
Jarden Partners Limited
7E.2b What is the extent of the underwriting (ie the amount or proportion of the proposed issue that is
underwritten)?
Fully underwritten
7E.2c What fee, commission or other consideration is payable to them for acting as underwriter(s)?
Jarden Partners Limited will receive an underwriting fee equal to 1.9% of the Placement Proceeds.
7E.2d Please provide a summary of the significant events that could lead to the underwriting being terminated.
Please refer to paragraph 16 of Part 4 of the Offer Document released to ASX/NZX on 23 September 2024.
7E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed issue
Share registry fees, settlement fees, external adviser fees and NZX/ASX administrative fees.
Part 7F - Further Information
7F.01 The purpose(s) for which the entity is issuing the securities
Please refer to the Investor Presentation announced to ASX/NZX on 23 September 2024.
7F.1 Will the entity be changing its dividend/distribution policy if the proposed issue proceeds?
7F.2 Any other information the entity wishes to provide about the proposed issue
No
Yes
Yes
No
No

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7F.2 Any other information the entity wishes to provide about the proposed issue
7F.3 Any on-sale of the +securities proposed to be issued within 12 months of their date of issue will comply with
the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of:
An applicable ASIC instrument or class order