New Warrant Issue for Kingfish

Kingfish Limited
Phone +64 9 489 7094
Private Bag 93502, Takapuna
Auckland, New Zealand




14 March 2025
New Warrant Issue for Kingfish

The directors of Kingfish Limited (Kingfish) are pleased to announce that the company will undertake a
pro rata offer of warrants to shareholders.
The purpose of the offer is to raise capital as part of Kingfish’s ongoing capital management programme
and provide investors the ability to purchase additional shares in Kingfish at a pre-determined Exercise
Price. The offer also aims to increase the size of the portfolio and improve operational efficiency. The
net proceeds of the offer are expected to be used for further investment in the Kingfish portfolio.
On the record date, Kingfish shareholders will be issued one warrant for every four shares held. The
record date for the issue is 30 April 2025 and the warrants are expected to be allotted on 1 May 2025.

Each warrant gives shareholders the right, but not the obligation, to subscribe for one additional
ordinary share in Kingfish on the exercise date. The exercise date is 1 May 2026.

The exercise price will be $1.35 less any dividends declared with a record date during the period
commencing on the date of allotment of the warrants and up to the announcement of the final exercise
price. The final exercise price will be calculated and advised to warrant holders at least six weeks before
the exercise date.

The warrants are expected to be quoted on the NZX Main Board from 2 May 2025 under the issuer code
KFLWI.


Contact
Wayne Burns
Corporate Manager
Kingfish Limited

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WARRANT TERMS
OFFER DOCUMENT
KINGFISH LIMITED
14 MARCH 202514 MARCH 2025

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IssuerKingfish Limited
The OfferThis is an offer of Warrants in Kingfish. Each Eligible Shareholder
will be issued one Warrant for every four Shares held, subject to
rounding, at 5.00pm (New Zealand time) on the Record Date
(30 April 2025).
Each Warrant gives the holder a right to buy one Share in Kingfish
upon payment of the Exercise Price on the Exercise Date
(1 May 2026).
Eligible
Shareholders
Warrants will be issued to Kingfish Shareholders with a registered
address in New Zealand recorded on the share register at 5.00pm
(New Zealand time) on the Record Date.
Issue price for
Warrants
Nil – Eligible Shareholders will not have to make any payment to
receive their entitlement of Warrants.
Approximate
number of Warrants
to be issued
87.2 million (approximately). The exact number will depend on
rounding.
Quotation of
Warrants
Application has been made to NZX for permission to quote the
Warrants on the NZX Main Board and all the requirements of NZX
relating to the quotation of the Warrants that can be complied with
on or before the date of this document have been complied with.
However, the Warrants have not yet been approved for trading and
NZX accepts no responsibility for any statement in this document.
NZX is a licensed market operator, and the NZX Main Board is a
licensed market under the Financial Markets Conduct Act 2013.
If approved for trading, initial quotation of the Warrants on the NZX
Main Board is expected to occur on 2 May 2025 under the ticker code
KFLWI, ISIN NZKFLE0016S8.
Exercise of
Warrants
Warrant Holders may:
» exercise some or all of their Warrants by completing an online
Exercise Form with the Registrar (and making payment) by
the Exercise Date (if you choose to exercise only some of your
Warrants, it must be a number which ensures you will have a
minimum holding of Shares under the Listing Rules);
»sell some or all of their Warrants on the NZX Main Board; or
»allow their Warrants to lapse.
Any Warrants not exercised on the Exercise Date will lapse.
If you do not exercise your Warrants, your shareholding in Kingfish
will be diluted by other Warrant Holders who exercise their Warrants.
This dilution will relate to your percentage shareholding in Kingfish
as the number of Shares that you hold will not change as a result of
not participating in the Offer.
KEY TERMS

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Exercise of
Warrants
(continued)
The issue of new Shares on exercise of the Warrants may result in
a consequential reduction in the net asset value (NAV) per Share
once the new Shares are issued. The extent of the dilution effect (if
any) on the NAV per Share will depend upon the actual number of
Warrants exercised and the final Exercise Price in comparison to the
NAV per Share immediately prior to the issue of the new Shares.
In order to illustrate the potential reduction in NAV per Share for
those who do not exercise or sell their Warrants, the dilution effect
associated with prior Kingfish warrants over the last fourteen years
has ranged from a 0% to 4.2% reduction in NAV per Share. (Please
note that the dilution effect from future warrants has no correlation
with the dilution effect experienced from historical warrants).
Exercise Price$1.35 per Warrant, but with such amount to be adjusted down for the
aggregate amount per Share of any cash dividends declared on the
Shares with a record date during the period commencing on the date
of allotment of the Warrants and ending on the last Business Day
before the final Exercise Price is announced by Kingfish.
The final Exercise Price per Warrant (following the adjustment
referred to above) will be calculated to the nearest one hundredth of
a cent and then rounded up or down to the nearest whole cent.
Announcement of
final Exercise Price
Kingfish will announce the final Exercise Price to the NZX at least
six weeks before the Exercise Date. Kingfish will also provide
confirmation of the final Exercise Price to Warrant Holders
through their recorded preferred method for receipt of company
communications.
How to Exercise
your Warrants
If you are a Warrant Holder and wish to exercise any of your
Warrants and subscribe for Shares, you must complete the online
Exercise Form (and make payment of the Exercise Price) by the
Exercise Date.
Kingfish will advise Warrant Holders how to access the online
Exercise Form as soon as reasonably practicable after the final
Exercise Price has been determined.
Warrant Holders must exercise their Warrants by completing
an online Exercise Form. Exercise Forms will not be provided to
Warrant Holders in hard-copy.

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IMPORTANT NOTICE
Warrants (and Shares to be issued on the
exercise of Warrants) are offered to Eligible
Shareholders pursuant to the exclusion in
clause 19(1A) of Schedule 1 of the Financial
Markets Conduct Act 2013.
This document is not a product disclosure
statement for the purposes of the Financial
Markets Conduct Act 2013, and does not
contain all of the information that an investor
would find in a product disclosure statement
or which may be required to make an
informed decision about the Warrants or an
investment in Kingfish.
IMPORTANT DATES
Record Date30 April 2025 (5.00pm
New Zealand time)
Allotment of Warrants1 May 2025
Quotation of Warrants commences on the NZX Main Board2 May 2025
Mailing of holding statements for Warrants5 May 2025
Expected date of announcement of final Exercise PriceNo later than
20 March 2026
Expected final date for trading Warrants on the NZX Main
Board
24 April 2026
Exercise Date1 May 2026 (5.00pm
New Zealand time)
Allotment of Shares on exercise of Warrants6 May 2026
Mailing of holding statements for Shares11 May 2026
The dates shown above are subject to change and indicative only. Kingfish reserves the
right to vary or extend these dates subject to applicable law and the Listing Rules. Changes
will be advised by announcement to NZX.
Kingfish may decide not to proceed with the issue of Warrants at any time before the
allotment of Warrants at its absolute discretion. Shareholders will have no right to receive
Warrants or any compensation if Kingfish decides not to proceed.
The information in this document does not
constitute a recommendation to exercise
Warrants nor does it amount to financial
advice. This document has been prepared
without taking into account the particular
needs or circumstances of any investor,
including their investment objectives,
financial and/or tax position. All investments
carry risk. If you are in any doubt about what
action to take, you should contact a financial
advice provider, an NZX Adviser Firm or your
accountant or other professional adviser.
Please read this document carefully and in
full before making any decision.

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This document does not constitute an
offer, advertisement or invitation in any
place in which, or to any person to whom, it
would not be lawful to make such an offer,
advertisement or invitation.
No guarantee is provided by any person in
relation to the Warrants or Shares. Likewise,
no warranty is provided with regard to the
future performance of Kingfish, or any return
on any investments made pursuant to this
document.
ADDITIONAL INFORMATION ABOUT
KINGFISH LIMITED
Kingfish is subject to continuous disclosure
obligations under the Listing Rules
which require it to notify certain material
information to NZX. Market releases by
Kingfish, including the most recent annual
report (for the period ended 31 March
2024) are available at nzx.com under the
ticker code KFL and on Kingfish’s website,
kingfish.co.nz. Kingfish also releases
through NZX weekly and month end details
of the NAV of the portfolio and monthly
updates and quarterly newsletters.
Kingfish may, prior to the Exercise Date,
make additional market releases to NZX.
You should monitor Kingfish’s market
announcements before deciding whether
to exercise or sell your Warrants. No
market release by Kingfish will permit a
Warrant Holder to withdraw any previously
submitted online Exercise Form without
Kingfish’s prior consent.
MARKET RISK
The market price of Shares may increase
or decrease between the issue of this
document and the date of allotment of
new Shares upon exercise of the Warrants.
Because Kingfish invests in shares of other
companies, changes in the market prices
of those other shares may affect Kingfish’s
share price. Any subsequent changes in
the market price of Shares will not affect
the Exercise Price, and the market price of
Shares following allotment may be higher or
lower than the Exercise Price.
Kingfish’s share price can trade at either
a premium to the NAV, or at a discount to
the NAV. Kingfish’s NAV is calculated on a
weekly and month end basis, and released
to the NZX and disclosed on Kingfish’s
website, kingfish.co.nz.
The market price of Warrants may also
increase or decrease while they are quoted
on the NZX Main Board.
DEFINITIONS
Capitalised terms used in this document
have defined meanings which appear in the
Glossary.
All references in this document to times are
to times in New Zealand, all references to
currency are to New Zealand dollars, and
all references to applicable statutes and
regulations are references to New Zealand
statutes and regulations.

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THE OFFER
1. Kingfish will issue one Warrant for
every four Shares held by an Eligible
Shareholder recorded on the share
register at 5.00pm (New Zealand time)
on the Record Date (30 April 2025).
2. The purpose of the issue of Warrants
is to raise capital as part of Kingfish’s
ongoing capital management
programme and provide investors with
the ability to purchase additional shares
in Kingfish at a pre-determined Exercise
Price. The issue of Warrants also aims
to increase the size of the portfolio so as
to improve operational efficiency. The
net proceeds are expected to be used
for further investment in the Kingfish
portfolio.
GRANT OF WARRANTS
3. Warrants will only be issued to
Shareholders with a registered address
in New Zealand recorded on the share
register at 5.00pm (New Zealand time)
on the Record Date. Warrants will
not be issued to Kingfish’s overseas
Shareholders as Kingfish considers
that the legal requirements of other
jurisdictions in which Shareholders have
a registered address are such that it
would be unduly onerous for Kingfish
to issue Warrants to Shareholders in
those jurisdictions, having regard to
the low number of such Shareholders
and the likely costs of complying with
the relevant legal requirements. This
document is intended for use only in
connection with the issue of Warrants to
Eligible Shareholders.
4. Shareholders with a registered address
outside of New Zealand recorded on the
share register at 5.00pm (New Zealand
time) on the Record Date will have the
Warrants they would have otherwise
received, issued to a separate registry
account with the Registrar. Kingfish
will endeavour to sell those Warrants
on the NZX Main Board and hold the
proceeds on trust and account to those
Shareholders on a pro rata basis for
the proceeds (net of costs). There is
no guarantee that the Warrants will be
able to be sold or as to the amount of
proceeds that may be received from
the sale of the Warrants. Any Warrants
which cannot be sold will lapse on the
Exercise Date.
5. Warrant Holders who do not have a
registered address in New Zealand and
who have acquired Warrants on the NZX
Main Board will be entitled to exercise
those Warrants (subject to compliance
with all legal requirements applicable
to them). Individual overseas Warrant
Holders will be responsible for ensuring
they comply with all applicable legal
requirements in their home jurisdiction.
ROUNDING OF WARRANTS
6. If a Shareholder would receive a
fraction of a Warrant by applying the
1:4 ratio, the number of Warrants to
be issued to that Shareholder will
be rounded up to the nearest whole
number.
7. To ensure all Eligible Shareholders
receive Warrants on an equal basis, no
additional Warrants will be issued by
Kingfish to those Shareholders whose
existing holding, plus new shares,
would be less than the minimum
holding under the NZX Listing Rules.
You may hold less than a minimum
holding of Warrants and you may be
able to buy further Warrants on the
NZX Main Board if you wish to do so.
NZX QUOTATION
8. Application has been made to NZX
for permission to quote the Warrants
on the NZX Main Board. All of NZX’s
requirements relating to that application
that can be complied with on or before
the date of this document have been
complied with. However, the Warrants
have not yet been approved for trading
DETAILS OF THE OFFER

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and NZX accepts no responsibility for
any statement in this document. NZX is
a licensed market operator and the NZX
Main Board is a licensed market under
the Financial Markets Conduct Act
2013.
9. In the event that the application to NZX
for permission to quote the Warrants is
declined, the issue of the Warrants will
not proceed.
10. Kingfish intends to take all necessary
steps to ensure that the Shares issued
on exercise of the Warrants will,
immediately after issue, be quoted on
the NZX Main Board.
TRANSFER
11. A Warrant may be transferred in the
same manner, and subject to the same
restrictions, as a Share. The Directors
will have the same powers in respect of
the approval of registration of a transfer
of Warrants as they have in respect of a
transfer of Shares.
12. A Warrant Holder who sells their
Warrants on the NZX Main Board
may be liable to pay brokerage fees.
Following allotment, the sale of Shares
may be subject to brokerage fees.
13. If you wish to sell Shares you hold
directly on the NZX Main Board, you
should contact an NZX Adviser Firm and
have a Common Shareholder Number
(CSN) and an authorisation code, Faster
Identification Number (FIN).
RIGHTS OF WARRANT HOLDERS
14. Each Warrant entitles the Warrant
Holder to:
a. subscribe for one Share in Kingfish
credited as fully paid, upon the
payment of the Exercise Price by the
Exercise Date (1 May 2026);
b. all information provided by Kingfish
to Shareholders, including its annual
report and notices of Shareholder
meetings;
c. any other rights conferred on Warrant
Holders by Kingfish’s constitution, the
Companies Act 1993 or the Listing
Rules (except as provided otherwise
in this document); and
d. attend (but not vote at) any meeting
of Shareholders (or any group of
Shareholders).
15. A Warrant does not entitle the Warrant
Holder to:
a. vote at a meeting of Shareholders (or
any group of Shareholders);
b. receive any dividends on Shares
declared by the Directors; or
c. participate with Shareholders or the
holders of any other securities in the
residual assets of Kingfish upon the
liquidation of the company.
EXERCISE OF WARRANTS
16. The Exercise Price is $1.35 per Warrant,
but with such amount to be adjusted
down for the aggregate amount per
Share of any cash dividends declared
on the Shares with a record date during
the period commencing on the date of
allotment of the Warrants and ending
on the last Business Day before the
final Exercise Price is announced
by Kingfish. The final Exercise Price
per Warrant will be calculated to the
nearest one hundredth of a cent and
then rounded up or down to the nearest
whole cent.
17. Warrant Holders may choose to
exercise only some or all of their
Warrants provided that they will have,
following the exercise of their Warrants,
a minimum holding of Shares under the
Listing Rules.
18. If you choose to exercise any Warrants,
you will be required to pay the Exercise
Price for those Warrants in full by the
Exercise Date. You will not be required
to pay brokerage or any other charges
in order to exercise your Warrants.

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19. If you are a Warrant Holder and wish
to exercise any of your Warrants
and subscribe for Shares, you must
complete the online Exercise Form
by the Exercise Date. Kingfish will
direct Warrant Holders to the online
Exercise Form as soon as reasonably
practicable after the final Exercise Price
has been determined
20. The online Exercise Form must be
completed and payment made (in a
manner prescribed by Kingfish in the
Exercise Letter) of an amount equal
to the Exercise Price multiplied by the
number of Warrants being exercised, in
time for the online Exercise Form and
payment to be received by the Registrar
no later than 5.00pm (New Zealand
time) on the Exercise Date. Applications
received after this time may not be
accepted. Further instructions for
completing the online Exercise Form
will be set out in the Exercise Letter.
21. Kingfish may accept or reject any
online Exercise Form which it considers
is incorrectly completed or incomplete
or otherwise determined to be invalid.
Kingfish may correct any errors or
omissions on any online Exercise
Form. If there is a discrepancy between
the amount of application monies
received by Kingfish and the number of
Warrants being exercised as indicated
on the online Exercise Form, Kingfish
will regard the Warrant Holder as only
exercising the number of Warrants
in respect of which it has paid the
Exercise Price in full.
22. A Warrant Holder will not be able to
withdraw or revoke the exercise of
their Warrants once an online Exercise
Form has been submitted, without the
consent of Kingfish.
23. Until the allotment of Shares, funds
received by Kingfish for the exercise
of Warrants will be held on trust in a
separate bank account by the Registrar
for the benefit of the relevant Warrant
Holders according to their respective
entitlements and for Kingfish. If the
allotment of Shares does not proceed,
Kingfish will refund application monies
within 10 Business Days. Any interest
on those funds will be paid to Kingfish.
ALLOTMENT OF SHARES
24. All Shares issued on the exercise of
Warrants will be fully paid ordinary
Shares and rank equally with all other
Shares on issue at the date of allotment
(including on a liquidation of Kingfish).
Kingfish will allot Shares to Warrant
Holders who validly exercise their
Warrants within five Business Days after
the Exercise Date.
25. If you are an existing Shareholder who
chooses not to exercise your Warrants,
your shareholding in Kingfish will be
diluted if other Warrant Holders exercise
Warrants and the total number of
Shares on issue in Kingfish increases as
a result.
26. Shares issued on the exercise of
Warrants will be entitled to participate in
dividends declared on the Shares which
have a record date after the date of
allotment of the Shares.
27. Kingfish currently has a distribution
policy as at the date of this document
to pay Shareholders (but not Warrant
Holders) 2% of the company’s average
net asset value (NAV) per quarter.
Payments are usually made in March,
June, September and December of each
year. A copy of Kingfish’s distribution
policy, which could be changed at
any time in the future, is available at
kingfish.co.nz/about-kingfish/kingfish-
policies/ under the heading ‘Distribution
Policy’.
DETAILS OF THE OFFER CONTINUED

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EP
new
= EP
old
–
E[AP – (S+D)]
N+1
ADJUSTMENTS FOR CHANGES TO
CAPITAL STRUCTURE
28. The Exercise Price may be varied
before the Exercise Date if Kingfish’s
capital is restructured, such as upon a
rights issue, bonus issue, convertible
securities issue, share consolidation or
subdivision or a cancellation or buyback
of Shares. The adjustment process is
described further below.
a. If Kingfish makes a rights issue of
Shares to Shareholders before the
Exercise Date (a “Rights Issue”), then
the Exercise Price of any Warrants will
(subject to alternative adjustments
in accordance with paragraph b or
c below) be adjusted in accordance
with the following formula:

EP
new
= the new Exercise Price of the
Warrants
EP
old
= the old Exercise Price of the
Warrants
E = the number of Shares into which
one Warrant is exercisable
AP = the average market price per
Share (weighted by reference to
volume) during the five Business
Days ending on the day before the
ex date for the rights issue
S = the subscription price for a Share
under the rights issue
D = any dividend due but not yet paid
on the existing Shares (except
dividends to be issued under the
rights issue)
N = the number of Shares with rights
or entitlements that must be held to
receive a right to one new Share
The necessary adjustment will
be determined by the Board by
applying the formula set out above.
The Board’s determination will, in
the absence of manifest error, be
binding on all Warrant Holders and
other persons. Any adjustment so
determined will be made, and take
effect, on the Business Day following
the record date for the rights issue.
b. If Kingfish makes a bonus issue to
Shareholders, then the Board may
resolve that the number of Shares
over which a Warrant is exercisable
be increased (or additional Shares
may be reserved for issue on exercise
of the Warrants) by the number of
Shares which the Warrant Holder
would have received if that Warrant
had been exercised before the record
date of the bonus issue.
c. If Kingfish makes a consolidation or
subdivision or similar proportionate
reconstruction of the Shares, the
number of Shares over which a
Warrant is exercisable may be
consolidated or subdivided in the
same ratio and the Exercise Price
amended in inverse proportion to that
ratio.
d. If, notwithstanding the adjustment
procedures permitted, Kingfish’s
capital is restructured (including a
rights issue, bonus issue, convertible
securities issue, consolidation,
subdivision, cancellation or Share
buyback) and the Board determines,
upon the advice of an Independent
Expert, that:
i. the application of the formula
under paragraph a, an adjustment
permitted by paragraph b or
the non-applicability of both
such clauses may produce a
result which is prejudicial or

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unduly advantageous (based on
reasonable grounds) to Warrant
Holders; or
ii. an alternative adjustment that is
not envisaged in paragraph a, b or c
could be applied,
then the number of Warrants held,
the number of Shares over which
a Warrant is exercisable, and the
Exercise Price, or any combination
thereof, may, to the extent necessary,
be altered in a manner determined
by the Board, upon the advice of
an Independent Expert and subject
always to the Listing Rules or relief
granted from any applicable Listing
Rule, to ensure that Warrant Holders
are not prejudiced (nor unduly
advantaged or disadvantaged) by
the reconstruction of capital, and in
all other respects the terms of the
Warrants will remain unchanged.
Any such adjustment will be final and
binding on all Warrant Holders.
NO GUARANTEE
29. No person guarantees the Warrants
or the Shares that may be issued on
exercise of the Warrants. In addition,
no person guarantees the future
performance of Kingfish, the Warrants,
the Shares or any return on an
investment in Kingfish or a holding of
Warrants.
30. The issue of Warrants is not
underwritten.
BROKER STAMPING FEES
31. No Warrant Holder will pay brokerage
directly on exercising their Warrants.
Kingfish recognises there is an
administration cost and time involved
in the Warrant exercise process for
NZX adviser firms and, as such, pays
NZX adviser firms 0.4% of the total
consideration payable for Warrants
exercised per beneficial holder. Further
details of this arrangement will be set
out in the Exercise Letter.
AMENDMENT AND WAIVER
32. Kingfish may amend the terms of the
Warrants to the extent necessary to
comply with the Listing Rules or any
applicable law from time to time, by
notice in writing to Warrant Holders or
by announcement to NZX.
33. Kingfish reserves the right to waive
compliance with any provision of the
terms of the Warrants (which will be
done in accordance with New Zealand
law, including the Listing Rules).
PRIVACY
34. Any personal information provided by
Warrant Holders on the online Exercise
Form or otherwise in connection with
the Warrants will be held by Kingfish
and/or the Registrar at their address
set out in the Directory. Kingfish and
/ or the Registrar may store your
personal information in electronic
format, including in online storage
on a server or servers which may be
located in New Zealand or overseas.
The information will be used by Kingfish
and / or the Registrar for the purposes
of administering your investments in
Kingfish. This information will only be
disclosed to third parties with your
consent or if otherwise required by law.
Under the Privacy Act 2020, you have
the right to access and correct any
personal information held about you.
GOVERNING L AW
35. The terms of the Warrants and any
contract relating to or resulting from
receipt of the Warrants or their exercise
are governed by the laws of New
Zealand, and each Warrant Holder and
Shareholder submits to the exclusive
jurisdiction of the courts of New
Zealand.
DETAILS OF THE OFFER CONTINUED

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GLOSSARY
BoardThe board of Directors of Kingfish
Business DayA day on which NZX is open for trading
DirectorsThe directors of Kingfish
Eligible ShareholderA Shareholder, as at 5.00pm (New Zealand time) on the Record
Date, with a registered address in New Zealand
Exercise Date5.00pm (New Zealand time) on 1 May 2026
Exercise FormThe online form that must be completed by a Warrant Holder in
order to exercise any or all of their Warrants
Exercise LetterThe letter provided to Warrant Holders advising them of the final
Exercise Date in accordance with Listing Rule 3.15.1.
Exercise Price$1.35, per Warrant, but with such amount to be adjusted down for
the aggregate amount per Share of any cash dividends declared on
the Shares with a record date during the period commencing on the
date of allotment of the Warrants and ending on the last Business
Day before the final Exercise Price is announced by Kingfish
Independent ExpertAn actuary, investment banker, or other financial adviser selected
by the Board and, in each case, being appropriately qualified and
independent (having regard to the purpose of the appointment) in
the reasonable opinion of the Board
KingfishKingfish Limited
Listing RulesThe listing rules of the NZX Main Board as applicable to Kingfish
and in force from time to time
NZXNZX Limited
NZX Adviser FirmA company, firm, organisation or corporation designated or
authorised to trade shares on the NZX Main Board
NZX Main BoardThe main board equity security market operated by NZX
Record Date5.00pm (New Zealand time) on 30 April 2025
RegistrarThe share registrar of Kingfish, being Computershare Investor
Services Limited
ShareA fully paid ordinary share in Kingfish
ShareholderA registered holder of Shares
WarrantA right to subscribe for one Share issued by Kingfish on and subject
to the terms set out in this document
Warrant HolderAt any time, a person whose name is entered into the register
maintained by the Registrar as a holder of Warrants

DIRECTORY
ISSUER
Kingfish Limited
Level 1, 67-73 Hurstmere Road
Takapuna
Auckland 0622
Phone: +64 (9) 489 7094
Email: enquire@kingfish.co.nz
REGISTRAR
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Auckland 0622
Phone: +64 (9) 488 8777
Email: enquiry@computershare.co.nz

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Corporate Action Notice
(Other than for a Distribution)
Page 1 of 2

Section 1: Issuer information (mandatory)
Name of issuer Kingfish Limited
Class of Financial Product Ordinary Shares
NZX ticker code KFL
ISIN (If unknown, check on NZX
website)
NZKFLE0001S0
Name of Registry Computershare
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 X
Placement
Record date 30/04/2025
Ex Date (one business day before the
Record Date)
29/04/2025
Currency NZD
External approvals required before offer
can proceed on an unconditional basis?
No
Details of approvals required N/A
Section 3: Bonus issue (delete full section if not applicable, or mark rows as N/A if not applicable)*
Number of Financial Products to be
issued
Approximately 87,200,000 new warrants
ISIN of security to be issued (if different
from Ordinary Shares)
NZKFLE0016S8
Minimum entitlement N/A
Entitlement ratio (for example 1 for 2) New 1 Existing 4
Treatment of fractions
**
Rounded up
Allotment date 1/05/2025
Total number of Financial Products of
the Class after the bonus issue
(excluding Treasury Stock)
Approximately 87,200,000 new warrants
Total number of Financial Products of
the Class held as Treasury Stock after
the bonus issue
None

2 of 2
Section 9: Authority for this announcement (mandatory)
Name of person authorised to make this
announcement
Wayne Burns
Contact person for this announcement Wayne Burns
Contact phone number 09 489 7094
Contact email address enquire@kingfish.co.nz
Date of release through MAP 14/03/2025

---

14 March 2025
NZX Limited

Notice of Offer
Kingfish Limited (NZX: KFL) (Kingfish) announced today that the company will undertake a pro rata
issue of warrants. Eligible shareholders will receive one warrant for every four shares held (Offer),
subject to rounding.
Pursuant to clause 19(1A) of Schedule 1 of the Financial Markets Conduct Act 2013 (FMCA) and to
clause 20(1)(a) of Schedule 8 to the Financial Markets Conduct Regulations 2014 (FMC Regulations),
Kingfish advises that:
1. The Offer will be made in reliance upon the exclusion in clause 19 of Schedule 1 to the FMCA and is
giving notice under clause 20(1)(a) of Schedule 8 to the FMC Regulations.

2. As at the date of this notice, Kingfish is in compliance with:

a. the continuous disclosure obligations that apply to it in relation to Kingfish’s quoted
ordinary shares; and

b. its “financial reporting obligations” within the meaning set out in clause 20(5) of Schedule
8 of the FMC Regulations.

3. As at the date of this notice, there is no information that is “excluded information” as defined in
clause 20(5) of Schedule 8 of the FMC Regulations.

The Offer is not expected to have any effect or consequence on the control of Kingfish.

On behalf of
Kingfish Limited

Andy Coupe
Chair

Kingfish Limited
Phone +64 9 489 7094
Private Bag 93502 Takapuna
Auckland 0740

---

14 March 2025

Dear Shareholder,
The Board of Kingfish Limited (NZX: KFL) (Kingfish) today announced an issue of warrants.
The issue of warrants is part of Kingfish’s ongoing capital management programme and provides investors with
the ability to purchase additional shares in Kingfish at a pre-determined Exercise Price. The issue of warrants
also aims to increase the size of the portfolio so as to improve operational efficiency. The net proceeds from
the warrant issue are expected to be used for further investment in the Kingfish portfolio.
What is a Kingfish warrant?
A warrant gives the holder a right to buy one share in Kingfish upon payment of the Exercise Price on the
Exercise Date (1 May 2026).
Who is eligible for the Kingfish warrants?
Warrants will be issued to Kingfish shareholders with a registered address in New Zealand recorded on the
share register as at 5.00pm (New Zealand time) on the Record Date (30 April 2025) (Eligible Shareholders). As
long as you hold Kingfish shares at that time, you will be entitled to receive one warrant for every four shares
you hold. If you are a Kingfish shareholder but do not have a registered address in New Zealand, your warrants
will be issued to a separate registry account with Kingfish's share registrar, and we will endeavour to sell the
warrants on the NZX Main Board on your behalf.
How many Kingfish warrants do I get?
Each Eligible Shareholder will be issued one warrant for every four shares held at 5.00pm (New Zealand time)
on the Record Date (30 April 2025), subject to rounding up where the Eligible Shareholder would receive a
fraction of a warrant by applying the 1:4 ratio.
What do I need to do to receive the Kingfish warrants?
You do not need to do anything to be issued warrants. Computershare will send a statement informing you of
your new warrant holding if you are an Eligible Shareholder. This is expected to be on or about 5 May 2025.
What can I do with the warrants?
• You can elect to exercise some or all of your warrants by 1 May 2026 by completing the online Exercise
Form and making payment of the final Exercise Price for those warrants. We will contact you again in
March 2026 before the Exercise Date, with details of the final Exercise Price and provide you with details
of how to access and complete the online Exercise Form.
• You can seek to sell or transfer some or all of your warrants on the NZX Main Board from 2 May 2025
until 5.00pm on 24 April 2026.
• You can elect to not exercise or sell any warrants and allow the warrants to lapse. If you do not exercise
your warrants, your shareholding in Kingfish will be diluted by other warrant holders who exercise their
warrants.

If I want to exercise the warrants, how much will it cost?
The final Exercise Price will be determined closer to the Exercise Date. It will be $1.35 per warrant, but with
such amount to be adjusted down for the aggregate amount per share of any cash dividends declared on
Kingfish shares with a record date during the period commencing on the date of allotment of the warrants
(1 May 2025) and ending on the last business day before the final Exercise Price is announced by Kingfish.
Kingfish Limited
Phone +64 9 489 7094
Private Bag 93502 Takapuna
Auckland 0740

The full terms of the warrants are set out in the Warrant Terms Offer Document, which is available on
Kingfish’s website, kingfish.co.nz. The Board of Kingfish encourages you to read the document in its entirety
and discuss the terms with a financial advice provider if you have any questions. Kingfish will provide
additional copies of the Warrant Terms Offer Document on request.

Yours sincerely

Andy Coupe
Chair, Kingfish Limited