Letter to MCK Shareholders - takeover offer update

11 February 2025

Update on takeover offer from CDLHH NZ
Dear Millennium & Copthorne shareholder

As you may be aware, CDL Hotels Holdings New Zealand Limited (CDLHH NZ), the majority shareholder in
MCK, is offering to buy all of the ordinary shares in Millennium & Copthorne Hotels New Zealand Limited
that it does not already own. On 10 February 2025, CDLHH NZ sent its takeover offer to MCK shareholders.
The view of your Independent Directors is that
THE CDLHH NZ OFFER IS TOO LOW AND IS INADEQUATE.
The Independent Directors believe that the Offer does not sufficiently reflect the value of MCK’s hotel and
property net assets, and the benefits that MCK can expect as the hotel and property markets recover.
Shareholders are advised to TAKE NO ACTION AND IGNORE THE OFFER DOCUMENTS un6l they have
received the Target Company Statement from MCK. This will be sent to shareholders on 24 February 2025
and will include the recommenda6on from the Independent Directors and the Independent Adviser’s
Report.
A copy of today’s announcement from MCK is a9ached. :ou can stay up to date on the latest company
announcements here:
h9ps:<<www.n=x.com<companies<MCK<announcements>year?2025
Re$e%ve &'are'o(der $omm)n%$a*on& +, ema%(
Shareholders are encouraged to receive communica6ons electronically (by email) rather than in the post.
This enables fast and 6mely communica6on. Details on how to register are on the company website here
h9ps:<<mckhotels.co.n=<investors<contact<.
We will keep you updated as the offer progresses. On behalf of your Independent Directors, thank you for
your support.

Leslie Preston
Chair, Independent Directors Commi9ee
Millennium & Copthorne Hotels New Zealand Limited


Yo)r Independent D%re$tor& +e(%eve t'e CDLHH NZ offer %& too (ow and %nadeq)ate.
S'are'o(der& are adv%&ed to take no a$*on and %0nore t'e offer do$)ment& )n*( ,o)
re$e%ve t'e Tar0et Compan, Statement from MCK.

Compan, Anno)n$ement:
MCK INDEPENDENT DIRECTORS SAY TAKEOVER OFFER IS “TOO LOW AND INADEQUATE”
10 February 2025: Millennium & Copthorne Hotels New Zealand Limited (NZX: MCK) advises that it has
received no6ce that CDL Hotels Holdings New Zealand Limited (CDLHH NZ) has sent its takeover offer (Offer)
to holders of MCK’s ordinary shares (Shares). The Offer price is $2.25 per share for all of the Shares in MCK
not already held by CDLHH NZ and follows the Takeover No6ce that MCK received from CDLHH NZ on 20
January 2025. CDLHH NZ currently holds 75.8% of MCK’s Shares.
Too (ow and %nadeq)ate
The view of the MCK Independent Directors is that the CDLHH NZ offer is too low and is inadequate.
The Independent Directors believe that the Offer does not sufficiently reflect the value of MCK’s hotel and
property net assets, and the benefits that MCK can expect as the hotel and property markets recover.
Chair of the Independent Directors Commi9ee, Leslie Preston, said: IOur view is that the Offer is too low
and does not provide adequate value to minority shareholders. We will provide shareholders with a Target
Company Statement within the next two weeks that will include more detail, but we are advising
shareholders to take no ac6on at this 6meJ.
Northington Partners Limited has been appointed by MCK to act as the Independent Adviser to provide an
independent assessment for shareholders of the merits of the CDLHH NZ offer. The Target Company
Statement will include the recommenda6on from the Independent Directors and the Independent Adviser’s
Report, and will be published on the NZX and sent to shareholders on 24 February 2025.
Take no a$*on
Shareholders are advised to TAKE NO ACTION AND IGNORE THE OFFER DOCUMENTS un6l they have
received the Target Company Statement from MCK. Shareholders and other persons who may be
considering buying or selling MCK Shares before then should seek their own professional advice.
The Offer is condi6onal on several ma9ers (including approval under the Overseas Investment Act) and
must be held open un6l at least 5.00pm on 8 May 2025. The Offer cannot be closed early or withdrawn
(except with the consent of the Takeovers Panel) and the offer price cannot be reduced.
There is no benefit or advantage to MCK shareholders in accep6ng CDLHH NZ’s Offer early and once given,
your acceptance cannot be withdrawn. MCK shareholders who accept the Offer will not be paid unless and
un6l the offer becomes uncondi6onal. This could be several months from now, if ever.
Independent D%re$tor& Comm%6ee
As previously advised to the market, the Company has formed a commi9ee comprising Independent
Directors Leslie Preston (Chair of the Independent Commi9ee), Kraham McKen=ie and Colin Sim to consider
the Company’s response to the Offer from CDLHH NZ (the Independent Commi9ee).
The Independent Commi9ee has appointed financial advisers, Cameron Partners Limited, and legal advisers,
Bell Kully, to assist it in respect of the Offer.

Preferen$e S'are&
The Offer does not apply to the listed redeemable preference shares in MCK (Preference Shares) because
these are not equity securi6es for the purposes of the Takeovers Code. However, the Offer document states
that independently of the Offer, CDLHH NZ is willing to acquire the Preference Shares at $1.70 per share via
its broker Craigs Investment Partners, through buying on the NZX Main Board. CDLHH NZ states it may also
elect to seek to have the Preference Shares issued by MCK redeemed, if CDLHH NZ is successful in acquiring
all of the outstanding ordinary shares of MCK.
Shareholders and other persons who may be considering buying or selling Preference Shares are
recommended to seek their own professional advice.
FY24 Re&)(t& Re(ea&e
MCK will announce its results for the year ended 31 December 2024 (F:24) on 24 February 2025. The
results announcement, investor presenta6on and audited financial statements will be available at:
h9ps:<<www.n=x.com<companies<MCK<announcements>year?2025.
S'are'o(der enq)%r%e&
Shareholders with queries on the Offer can contact the Independent Directors at
enquiries@mckhotels.co.n=.
Shareholders are encouraged to receive communica6ons electronically (by email) rather than in the post.
This enables fast and 6mely communica6on. Details on how to register are on the company website here
h9ps:<<mckhotels.co.n=<investors<contact<.
ENDS
Issued by Millennium & Copthorne Hotels New Zealand Limited

A+o)t M%((enn%)m & Copt'orne Hote(& New Zea(and L%m%ted
Millennium & Copthorne Hotels New Zealand Limited (NZX:MCK) is the only NZX listed hotel owner-
operator with 19 owned<leased<franchised hotels based in New Zealand under the Millennium, Krand
Millennium, M Social, Copthorne and Kingsgate brands. As part of the Millennium & Copthorne Hotels
group, we are proud to be part of a global network of over 120 proper6es in gateway ci6es across Asia,
Europe, North America, the Middle East and New Zealand. MCK also has property interests in Australia
through its Kingsgate Kroup subsidiaries including a 50% ownership interest in the Sofitel Hotel Brisbane
Central through a joint venture. MCK is the majority shareholder in land developer CDL Investments New
Zealand Limited (NZX:CDI). For more informa6on, visit our website:
www.millenniumhotels.co.n=