Capital Change Notice for Retail Entitlement Offer

Fletcher Building Limited, Private Bag 92114, Auckland 1142, 810 Great South Road, Penrose, Auckland 1061, New Zealand

NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES

Capital Change Notice for Retail Entitlement Offer

Auckland, 15 October 2024: Fletcher Building Limited (“the Company”) provides the
attached Capital Change Notice pursuant to NZX Listing Rule 3.13.1. This notice relates
to the issue of 47,047,240 ordinary shares under the Retail Entitlement Offer announced
by the Company to the market on 23 September 2024.

ENDS

Authorised by:
Haydn Wong
Company Secretary

For further information please contact:

MEDIA
Christian May
General Manager – Corporate Affairs
+64 21 305 398
Christian.May@fbu.com
INVESTORS AND ANALYSTS
Aleida White
Head of Investor Relations
+64 21 155 8837
Aleida.White@fbu.com

This announcement has been prepared for publication in New Zealand and Australia and may
not be released or distributed in the United States. This announcement does not constitute an
offer, invitation or recommendation to subscribe for or purchase any security or financial product
and neither this announcement nor anything attached to this announcement shall form the basis
of any contract or commitment. In particular, this announcement does not constitute an offer to
sell, or the solicitation of an offer to buy, securities in the United States or any other jurisdiction in
which such an offer would be illegal. Any securities described in this announcement 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 jurisdiction of the United States and may not
be offered or sold directly or indirectly in the United States except in transactions exempt from, or
not subject to, the registration of the U.S. Securities Act and any other applicable U.S. state
securities laws. The New Shares to be offered and sold in the Retail Entitlement Offer may only
be offered and sold outside the United States in “offshore transactions” (as defined in Rule 902(h)
under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act.

None of Fletcher Building or any of its subsidiaries, advisors or affiliates (or any of their respective
officers, employees or agents) makes any representation, assurance or guarantee as to the
accuracy or likelihood of fulfilment of any forward looking statement or any outcomes expressed
or implied in any forward looking statements. Statements about past performance are not
necessarily indicative of future performance.

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Capital Change Notice



Section 1: Issuer information
Name of issuer Fletcher Building Limited
NZX ticker code FBU
Class of financial product Ordinary Shares
ISIN (If unknown, check on NZX website) NZFBUE0001S0
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 47,047,240 ordinary shares
issued under the retail
component of the underwritten
accelerated non-renounceable
entitlement offer announced on
23 September 2024 (Retail
Entitlement Offer).
Nominal value (if any) N/A
Issue/acquisition/redemption price per security NZ$2.40
Nature of the payment (for example, cash or other
consideration)
Cash
Amount paid up (if not in full) N/A
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the number of
Financial Products of the Class, excluding any Treasury Stock,
in existence)
4.577%
For an issue of Convertible Financial Products or Options, the
principal terms of Conversion (for example the Conversion
price and Conversion date and the ranking of the Financial
Product in relation to other Classes of Financial Product) or the
Option (for example, the exercise price and exercise date)
N/A
Reason for issue/acquisition/redemption and specific authority
for issue/acquisition/redemption/ (the reason for change must
be identified here)
Issue of ordinary shares under
the Retail Entitlement Offer
announced on 23 September
2024.
Total number of Financial Products of the Class after the
issue/acquisition/redemption/Conversion (excluding Treasury
Stock) and the total number of Financial Products of the Class
held as Treasury Stock after the issue/acquisition/redemption.
1,074,897,372 ordinary
shares.

No ordinary shares are held as
Treasury Stock.
In the case of an acquisition of shares, whether those shares
are to be held as treasury stock
N/A

Specific authority for the issue, acquisition, or redemption,
including a reference to the rule pursuant to which the issue,
acquisition, or redemption is made
Board resolution dated 22
September 2024.
The accelerated entitlement
offer is made pursuant to NZX
Listing Rules 4.3.1(a) and 4.4.
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
Issue of ordinary shares which
rank equally with all other fully
paid ordinary shares in
Fletcher Building Limited
Date of issue/acquisition/redemption 15/10/2024
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement
Haydn Wong, General Counsel
and Company Secretary
Contact person for this announcement
Haydn Wong, General Counsel
and Company Secretary
Contact phone number
+64 (0)21 606 267
Contact email address
haydn.wong@fbu.com
Date of release through MAP

15/10/2024