EBOS announces opening of Retail Offer

1


Wednesday, 16 April 2025

NZX/ASX Code: EBO

Not for release or distribution in the United States

EBOS ANNOUNCES OPENING OF RETAIL OFFER

EBOS Group Limited (“EBOS”) is pleased to announce the opening today of its non-underwritten
retail offer to eligible existing shareholders to raise up to A$50 million (NZ$54 million
1
), with the
ability to accept oversubscriptions at EBOS’ discretion (“Retail Offer”). The Retail Offer is part of
EBOS’ equity raising announced on Thursday, 10 April 2025, pursuant to which EBOS also undertook
a fully underwritten placement of new shares to raise approximately A$200 million

(NZ$217 million)
(“Placement”) to fund the acquisition of SVS and remaining 10% stake in Transmedic as well as
providing balance sheet capacity. The completion of the Placement was announced on Friday, 11
April 2025.

Under the Retail Offer, each person who was recorded in EBOS’ share register as being a registered
holder of EBOS ordinary shares and having an address in New Zealand or Australia as at 7:00pm
(NZST) / 5:00pm (AEST) on the record date of Wednesday, 9 April 2025 (“Eligible Shareholders”) can
subscribe for up to NZ$100,000 / A$45,000, respectively, of new fully paid ordinary shares free of any
brokerage, commission and transaction costs.

The maximum application size has been selected with the objective of enabling as many Eligible
Shareholders as possible to apply for their pro rata share of the equity raising via the Retail Offer.

New shares to be issued under the Retail Offer will be issued at the lower of the price under the
placement (NZ$36.65) and the five-day VWAP of EBOS shares traded through the NZX Main Board up
to, and including, close of the Retail Offer
2
.

New shares to be issued under the Retail Offer will rank equally with existing EBOS ordinary shares
on issue and will be quoted on the NZX and ASX from the date of the Retail Offer allotment.

A letter will be sent to all Eligible Shareholders today via their preferred method of shareholder
communications advising them of opening of the Retail Offer and providing further details regarding
how to apply. No Retail Offer Document or Application Form will be sent to shareholders.

The Retail Offer Document will be available to all Eligible Shareholders at
www.shareoffer.co.nz/EBOS. Eligible Shareholders are encouraged to visit that website and apply
online before 5:00pm (NZST) / 3:00pm (AEST) on Tuesday, 6 May 2025, being the closing date of the
Retail Offer.

Key dates relating to the Retail Offer are set out in the Appendix to this announcement. A copy of the
Retail Offer Document also accompanies this announcement.

1 Assumes an AUD:NZD exchange rate of 1.0861 as at 10 April 2025
2 The A$ price will be determined with reference to the AUD:NZD exchange rate as reported by the Reserve Bank of Australia as at 4pm AEST on the date of
close of the Retail Offer. Further details of the Retail Offer will be contained in the Retail Offer Document, which has been sent to Eligible Shareholders today.
The proposed target Retail Offer size has been included to provide investors with some visibility of the expected amount to be raised and level of shares to be
issued under the Retail Offer (but may be more or less). This target amount is considered appropriate to provide the opportunity for the vast majority of
shareholders to achieve a pro rata allocation (based on the proposed total size of the capital raising) having regard to an analysis of EBOS’ share register, and
precedent participation rates in other NZX and ASX share purchase plans/retail offers. EBOS may decide to accept applications (in whole or in part) that result
in the Retail Offer raising more than A$50 million (NZ$54 million), in its absolute discretion.

2


This release was authorised for lodgement with NZX and ASX by the EBOS Board.

For further information, please contact:

Investor Relations:
Martin Krauskopf
Chief Strategy and Corporate Development Officer
EBOS Group Ltd
martin.krauskopf@ebosgroup.com

Media Contacts:
John Bennetts
Head of Corporate Affairs and Communications
EBOS Group Ltd
john.bennetts@ebosgroup.com

About EBOS Group
EBOS Group Limited NZBN 9429031998840 (NZX/ASX Code: EBO) is the largest and most diversified
Australasian marketer, wholesaler and distributor of healthcare, medical and pharmaceutical
products. It is also a leading Australasian animal care brand owner, product marketer and distributor.

Not for release or distribution in the United States
This market release has been prepared for publication in Australia and New Zealand and may not be
released or distributed in the United States. This market release does not constitute an offer to sell,
or a solicitation of an offer to buy, any securities in the United States or any other jurisdiction in
which such an offer would be illegal. The securities referred to in this release have not been, and will
not be, registered under the US Securities Act of 1933 as amended (the “US Securities Act”) or the
securities laws of any state or other jurisdiction of the United States and may not be offered or sold,
directly or indirectly, in the United States or to persons acting for the account or benefit of a person
in the United States except in transactions exempt from, or not subject to, the registration
requirements of the US Securities Act and the securities laws of any state or other jurisdiction of the
United States. The securities to be offered and sold in the Retail Offer may only be offered and sold
to persons that are not in the United States and are not acting for the account or benefit of a person
in the United States, in each case in “offshore transactions” (as defined in Rule 902(h) under the US
Securities Act) in reliance on Regulation S under the US Securities Act.

You must not send copies of this announcement or any other material relating to the Retail Offer to
any person in the United States or elsewhere outside Australia and New Zealand. The release,
publication or distribution of this announcement (including an electronic copy) outside New Zealand
or Australia may be restricted by law. If you come into possession of this announcement, you should
observe such restrictions. Any non-compliance with these restrictions may contravene applicable
securities laws.

Important notice
This market release does not constitute investment or financial product advice, nor is it a
recommendation to acquire shares in EBOS. It is not intended to be used as the basis for making a
financial decision, nor is it intended to constitute legal, tax, accounting or other advice. You should
make your own enquiries and investigations regarding any investment, and should seek your own
professional advice on the legal, financial, accounting, taxation and other consequences of investing
in EBOS.

3

This market release is not a prospectus, product disclosure statement or any other disclosure or
offering document under New Zealand and Australian law (and has not been, and will not be, lodged
with the Australian Securities and Investments Commission) or any other law. This market release is
for information purposes only and is not an invitation or offer of securities for subscription, purchase
or sale in any jurisdiction and neither this market release nor anything in it shall form any part of any
contract for the acquisition of EBOS shares.

APPENDIX - KEY DATES

Description Date (NZ Time)
Record date for Retail Offer 7pm, Wednesday, 9 April 2025
Trading halt lodged on NZX and ASX Thursday, 10 April 2025
Announcement of the Placement and Retail Offer, Placement
bookbuild opens
Thursday, 10 April 2025
Placement bookbuild closes Thursday, 10 April 2025
Trading halt lifted - trading of shares resumes on NZX and ASX Friday, 11 April 2025
Retail Offer opens and Retail Offer Booklet is made available Wednesday, 16 April 2025
Settlement of Placement Shares on ASX Wednesday, 16 April 2025
Settlement of Placement Shares on NZX Thursday, 17 April 2025
Allotment & commencement of trading of new shares on NZX
and ASX
Thursday, 17 April 2025
Retail Offer closes 5pm, Tuesday, 6 May 2025
Announcement of results of Retail Offer Monday, 12 May 2025
Allotment of Retail Offer shares on NZX and ASX Tuesday, 13 May 2025
Commencement of trading of new shares issued under the
Retail Offer on NZX
Tuesday, 13 May 2025
Commencement of trading of new shares issued under the
Retail Offer on ASX
Wednesday, 14 May 2025

All dates and times are indicative and subject to change without notice. EBOS and UBS New Zealand
Limited reserve the right to amend any or all of these dates and times subject to the Corporations
Act, the ASX Listing Rules, the NZX Listing Rules and other applicable laws.

---

1
EBOS Group Limited | Retail Offer | Offer Document
RETAIL OFFER
EBOS Group Limited
16 April 2025
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
This Offer Document is an important document. You should read the whole document before deciding
whether to subscribe for shares in EBOS Group Limited. If you have any doubts as to what you should do,
you should consult your broker, financial, investment or other professional adviser.
This Offer Document may not be distributed outside New Zealand and Australia.

Key Information

Eligibility You may participate in this retail offer (Retail Offer) if you are a
shareholder of EBOS Group Limited (EBOS) as at 7:00pm NZST / 5:00pm
AEST on 9 April 2025 with a registered address in New Zealand or
Australia. You may not participate if you are outside New Zealand or
Australia or acting for the account or benefit of a person in the United
States. Similarly, if you hold Shares on behalf of a person who resides
outside New Zealand or Australia, you may not participate in respect of
that person.
Transferability The offer made under this Retail Offer is personal to you. It cannot be
transferred to another person.
Equal
participation
Each Eligible Shareholder has the right to apply for the maximum amount
of New Shares applicable in the jurisdiction in which that Eligible
Shareholder resides on the same terms and conditions as each other
Eligible Shareholder.
Application
amount
If you wish to participate in this Retail Offer, you apply for a dollar amount
of New Shares, not for a certain number of New Shares. Eligible
Shareholders can apply for New Shares up to a maximum amount of
NZ$100,000 (for New Zealand Eligible Shareholders) and A$45,000 (for
Australian Eligible Shareholders).
In practical terms, an Eligible Shareholder that wishes to, at minimum,
apply to maintain their proportionate shareholding in EBOS following
completion of the Retail Offer, would need to subscribe for at least 38 New
Shares for every 1,000 shares that they own on the Record Date. In dollar
terms, this means that your application to participate in the Retail Offer
must be for at least NZ$1,393 for every 1,000 shares you hold.
1

Issue Price of
Shares
The New Shares will be issued at the lower of the price paid by investors in
EBOS’ recent Placement, being NZ$36.65 per New Share, and the five day
volume weighted average price of EBOS Shares traded on the NZX Main
Board during the five trading days up to, and including, the Closing Date. If
you apply in A$, see clause 3 of the Terms and Conditions for further
details regarding the A$ Issue Price.
How to apply Applications should be made online at:
www.shareoffer.co.nz/EBOS

If you are a Custodian, you also need to complete and return a Custodian
Schedule. To determine whether you are a Custodian, and how to obtain a
Custodian Schedule, refer to clause 4 of the Terms and Conditions. You
need to contact the Share Registrar to obtain a copy and instructions.

No cooling-off rights apply to applications submitted under the Retail Offer
and once an Application has been submitted it cannot be withdrawn
without EBOS' consent.
When to apply Applications and payment must be received by the Share Registrar by
5:00pm NZST / 3:00pm AEST on 6 May 2025 to be accepted (unless the
Closing Date is extended). See clause 3 of the Terms and Conditions for
more information about applications.

1
The calculations in this paragraph assume that (i) the Retail Offer raises NZ$54 million (with no
oversubscriptions accepted or scaling applied), and (ii) the per share issue price in the Retail Offer is
NZ$36.65 (being the per Share issue price in the Placement).

Receiving your
New Shares
You will receive your New Shares on or about 13 May 2025, unless the
Closing Date is extended.
Retail Offer size
and scaling
EBOS is seeking to raise A$50 million (NZ$54 million) under this Retail
Offer, and may accept oversubscriptions at its discretion.

If the Retail Offer is oversubscribed, EBOS may scale back the number of
New Shares to be allotted under this Retail Offer to each Applicant. Where
EBOS elects to apply scaling, it will do so by reference only to the number
of fully paid Shares held by those Eligible Shareholders accepting the Retail
Offer on the Record Date (see clause 3 of the Terms and Conditions for
more information about scaling).

In practice, this means that if the Retail Offer is oversubscribed and EBOS
elects to scale back the oversubscriptions, EBOS would apply scaling so
that, as far as is practicable, Eligible Shareholders who apply for a number
of New Shares that will allow them (or their relevant beneficial owner(s))
to maintain their proportionate ownership in EBOS will receive those New
Shares (subject to the overall size of the Retail Offer and regulatory
restrictions on the number of New Shares that can be offered to Australian
Eligible Shareholders).

The Retail Offer has been structured to maximise the number of Eligible
Shareholders able to apply for at least a pro rata allocation of New Shares,
where possible.
Shares owned
through a
trustee or
Custodian
If you own Shares through a trustee or Custodian (and are otherwise
eligible to participate in the Retail Offer), then subject to certain
certification requirements and other conditions, you may instruct the
trustee or Custodian to purchase New Shares on your behalf, up to
NZ$100,000 (for New Zealand Eligible Shareholders) and A$45,000 (for
Australian Eligible Shareholders).

If you hold Shares in more than one capacity (e.g. because you are both a
sole and joint holder of Shares, or you also hold shares through a trustee
or Custodian), then even if you have received more than one offer to
participate in the Retail Offer in those different capacities, your aggregate
application value across all Applications must not exceed NZ$100,000 (for
New Zealand Eligible Shareholders) and A$45,000 (for Australian Eligible
Shareholders).

Refer to clause 4 of the Terms and Conditions for further details regarding
Custodians.

Defined words and expressions used in this document are capitalised – see Glossary for their definition.

Contents

Key dates*
Date Event Summary
9 April 2025 Record Date The date on which Eligible Shareholders are
determined.
16 April 2025 Retail Offer
Opening Date
Retail Offer opens for Applications.
6 May 2025 Retail Offer
Closing Date
The Retail Offer closes at 5:00pm NZST /
3:00pm AEST, unless extended. Applications
and payment must be received by the Share
Registrar by this time.
7 May 2025 Issue Price Issue Price Announced.
12 May 2025
Announce results
of Retail Offer
Announcement to be made to NZX and ASX.
13 May 2025 Settlement and
Allotment Date
Settlement of the Retail Offer and New Shares
allotted. Trading is expected to commence on
the NZX Main Board.
14 May 2025
Commencement of
trading on ASX
Trading is expected to commence on the ASX.

19 May 2025 Despatch Date Transaction confirmation despatched to
participating shareholders.

* EBOS reserves the right to alter the key dates (subject to the NZX Listing Rules, the ASX Listing Rules and
applicable laws).

Important information Page 1
Letter from the Chair Page 3
Questions and answers Page 5
Terms and conditions Page 8
Glossary Page 16
Directory Page 19

1
Important information

General information
This Offer Document has been prepared by EBOS Group Limited (EBOS) in connection with an
offer of new ordinary fully paid Shares (New Shares) by way of a retail offer (Retail Offer).
In New Zealand, the Retail Offer is made to Eligible Shareholders under the exclusion in
clause 19 of Schedule 1 of the Financial Markets Conduct Act 2013 (FMCA). In Australia, the
Retail Offer is made to Eligible Shareholders in accordance with ASIC Corporations (Share and
Interest Purchase Plans) Instrument 2019/547 and ASIC Instrument 21-1004 (the ASIC
Instruments).
This Offer Document is not a product disclosure statement, prospectus or other disclosure
document for the purposes of the FMCA, the Corporations Act, or any other law, has not been
lodged with the Financial Markets Authority or ASIC, and does not contain all of the
information that an investor would find in a product disclosure statement, prospectus or other
disclosure document, or which may be required in order to make an informed investment
decision about the Retail Offer or EBOS.
Additional information available under EBOS’ continuous disclosure obligations
EBOS is subject to continuous disclosure obligations under the NZX Listing Rules and ASX
Listing Rules. Market releases by EBOS, including its most recent financial statements, are
available at www.nzx.com and www.asx.com.au under the code “EBO”.
EBOS may, during the period of the Retail Offer, make additional releases to the NZX and the
ASX. To the maximum extent permitted by law, no release by EBOS to the NZX or the ASX
will permit an applicant to withdraw any previously submitted application without EBOS’ prior
consent.
The market price for the New Shares may change between the date this Retail Offer opens,
the date you apply for New Shares under the Retail Offer, and the date on which the Shares
are allotted to you. Accordingly, the price paid for New Shares under the Retail Offer may be
higher or lower than the price at which Shares are trading on the NZX Main Board or the ASX
at the time New Shares are issued under the Retail Offer. The market price of New Shares
following allotment may be higher or lower than the Issue Price. Your Application will be
irrevocable and unconditional (it cannot be withdrawn or cancelled) even if the market price
of the New Shares changes after you submit your Application.
Offering Restrictions
This Offer Document is intended for use only in connection with the Retail Offer to Eligible
Shareholders with a registered address in New Zealand or Australia. This Offer Document
does not constitute an offer or invitation in any place in which, or to any person to whom, it
would not be lawful to make such an offer or invitation.
No action has been taken to permit a public offering of the Shares in any jurisdiction outside
New Zealand and Australia. The distribution of this Offer Document (including an electronic
version) outside New Zealand and Australia may be restricted by law. In particular, this Offer
Document may not be distributed to any person, and the New Shares may not be offered or
sold, in any country outside of New Zealand and Australia or as EBOS may otherwise
determine in compliance with applicable laws.
This Offer Document and any accompanying announcements do not constitute an offer to sell,
or the solicitation of an offer to buy, any New Shares in the United States or to any person
that is acting for the account or benefit of any person in the United States, or in any other
jurisdiction in which, or to any person to whom, such an offer would be illegal. The New
Shares 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 other jurisdiction of
the United States. Accordingly, the New Shares may not be offered or sold, directly or
indirectly, in the United States or to any person that is acting for the account or benefit of a
person in the United States except in a transaction exempt from, or not subject to, the
registration requirements of the U.S. Securities Act and the securities laws of any state or

2
other jurisdiction of the United States. The New Shares to be offered and sold in the Retail
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) pursuant to Regulation S under the U.S.
Securities Act.
EBOS will not issue Shares to an Applicant under the Retail Offer if those New Shares, either
alone or in conjunction with the issue of New Shares under other Applications received by
EBOS, would contravene the NZX Listing Rues, ASX Listing Rules or applicable laws.
If you come into possession of this Offer Document, you should observe any such restrictions.
Any failure to comply with such restrictions could contravene applicable securities law. EBOS
and its affiliates, and each of their respective Directors, officers, employees, advisers and
agents, disclaims all liability to such persons.
Changes to the Offer
Subject to the NZX Listing Rules, the ASX Listing Rules and applicable laws, EBOS reserves
the right to alter the dates set out in this Offer Document. As set out in the Terms and
Conditions, EBOS may accept oversubscriptions, and if the Retail Offer is oversubscribed,
scale back the number of New Shares to be allotted under the Retail Offer to each Applicant,
at its complete discretion (provided that, where EBOS elects to apply scaling, it will do so by
reference only to the number of fully paid Shares held by those Eligible Shareholders
accepting the Retail Offer on the Record Date).
EBOS reserves the right to withdraw all or any part of the Retail Offer (either generally or in
particular cases) and the issue of New Shares at any time before the Allotment Date at its
absolute discretion.
No Guarantee
No person named in this document (nor any other person) guarantees the New Shares to be
issued pursuant to the Retail Offer or warrants the future performance of EBOS or any return
on any investment made pursuant to this document.
Decision to Participate in the Offer
The information in this document does not constitute a recommendation to acquire Shares or
financial product advice. This document has been prepared without taking into account the
investment objectives, financial, or taxation situation or particular needs of any Applicant or
investor. You should seek professional advice from your stockbroker, solicitor, accountant or
other independent and qualified professional advisers when deciding whether or not to
participate in the Retail Offer.
Privacy
Any personal information you provide in your Application or Custodian Schedule will be held
by EBOS and/or the Share Registrar at the address set out in the Directory. This information
will be used for the purposes of administering your investment in EBOS. This information will
only be disclosed to third parties with your consent or if otherwise required by law. Under the
Privacy Act 2020 (NZ) or the Privacy Act 1988 (Cth) (as applicable), you have the right to
access and correct any personal information held about you.
Enquiries
For enquiries about the Retail Offer, please contact EBOS’ Share Registrar (refer to page 19
for contact details).
Defined Terms
Capitalised terms used in this document have the specific meaning given to them in the
Glossary at the back of this document. Words importing the plural include the singular and
vice versa.

3
Letter from the Chair

Dear Shareholder
Purpose of the Retail Offer
On 10 April 2025, EBOS announced an equity raising together with EBOS’ recent bolt-on
acquisitions of SVS Veterinary Supplies Limited and associated entities and a further 10%
stake in Transmedic (the Acquisitions). Funds raised in excess of the amounts paid for the
Acquisitions will provide further balance sheet capacity, before being deployed over time to
fund additional future growth opportunities.
The equity raising comprises a placement of approximately A$200 million (NZ$217 million) of
new fully paid ordinary Shares (New Shares), which was completed on 10 April 2025
(Placement) and a non-underwritten retail offer of New Shares (Retail Offer) to raise up to
A$50 million (NZ$54 million), with the ability to accept oversubscriptions at EBOS’ complete
discretion (together, the Equity Raising)
2
.
Further information about why EBOS decided to undertake the Equity Raising, including
details of the Acquisitions, is available in the Investor Presentation for the Placement that was
released on 10 April 2025, available to Eligible Shareholders on www.shareoffer.co.nz/EBOS.
Retail Offer overview
As noted above, EBOS is seeking to raise up to A$50 million (NZ$54 million) through the
Retail Offer, with the ability to accept oversubscriptions at its discretion. The New Shares will
be issued under the Retail Offer at the lower of NZ$36.65 per share (being the price investors
paid in the Placement) and the five day volume weighted average price of EBOS Shares
traded on the NZX Main Board during the five trading days up to, and including, the closing
date for the Retail Offer, being 6 May 2025.
3
The New Shares are expected to be allotted on
or around 13 May 2025. They will rank equally with existing EBOS Shares on issue at that
date and will be eligible to participate in any future dividends declared by EBOS.
Participation in the Retail Offer is optional, and each Eligible Shareholder, being a person who
was recorded in EBOS’ share register as at 7:00pm NZST / 5:00pm AEST on 9 April 2025
(Record Date) as being a registered holder of Shares with an address in New Zealand or
Australia (Eligible Shareholders) has the option to apply to invest as much or as little as
they want, up to the cap of NZ$100,000 for New Zealand holders and A$45,000 for Australian
holders. The lower limit on participation for Australian resident shareholders reflects the legal
rules applicable to offers of this nature in Australia. If the Retail Offer is oversubscribed, EBOS
may elect to accept oversubscriptions and/or scale back the number of New Shares to be
allotted under this Retail Offer to each application. Where EBOS elects to apply scaling, it will
do so by reference only to the number of fully paid Shares held by those Eligible Shareholders
accepting the Retail Offer on the Record Date. The Retail Offer provides an opportunity for
Eligible Shareholders to acquire additional EBOS Shares at a price not exceeding the price
investors paid for New Shares in the Placement.
The Retail Offer has been designed so that most Eligible Shareholders have the potential to
preserve their current relative shareholding, if they choose to participate. The proposed
target size of the Retail Offer is considered appropriate to provide the opportunity for the vast
majority of shareholders to achieve a pro rata allocation (based on the proposed total size of
the Equity Raising) having regard to an analysis of EBOS’ share register, and precedent
participation rates in other NZX and ASX share purchase plans/retail offers.
If you decide to participate in the Retail Offer, please submit an Application and make
payment online at www.shareoffer.co.nz/EBOS (and if you are a Custodian, please complete

2
The proposed target Retail Offer size has been included to provide investors with some visibility on the
expected amount to be raised and level of shares to be issued under the Retail Offer (however it may be
more or less).
3
Shares applied for held by ASX shareholders will be issued at the A$ Issue Price.

4
and return your Custodian Schedule) by 5:00pm NZST / 3:00pm AEST on 6 May 2025.
Participation in the Retail Offer is optional.
Further information
Details of the Retail Offer, including the terms and conditions of how Eligible Shareholders can
participate, are contained in this Offer Document and the Application. Further information
relating to the Retail Offer can also be found in EBOS’ recent announcements, particularly the
Investor Presentation and other materials released on 10 April 2025, which can be accessed
online at www.nzx.com and www.asx.com.au under the ticker code “EBO”. We encourage you
to read this Offer Document and to seek financial, investment advice or other professional
advice from a qualified professional adviser.
Reflecting the Board’s commitment, I can confirm that all EBOS Directors who are eligible
intend to participate in the Retail Offer.
If you have any questions in relation to the Retail Offer, please email
ebos@computershare.co.nz or call the EBOS Offer Information Line on 0800 991 101 (toll free
within New Zealand) or +64 9 488 8794, or, for Australian shareholders, 1800 501 366 (toll
free within Australia) or +61 3 9415 4083, between 8:30am to 5.00pm Monday to Friday
(NZT) (excluding public holidays). For other questions, you should consult your broker,
solicitor, accountant, financial adviser, or other professional adviser.
On behalf of the Board, I would like to thank you for your continued support of EBOS and
welcome your participation in the Retail Offer.


Elizabeth Coutts
Chair, EBOS Group Limited

5
Questions and answers
Defined words and expressions used in this
Offer Document are capitalised - see the
Glossary for their definition. These
questions and answers are a summary only
and you should refer to the Terms and
Conditions for further information.
1. What is the Retail Offer?
The Retail Offer allows Eligible Shareholders
to purchase New Shares in EBOS without
incurring brokerage or other transaction
costs. You are an Eligible Shareholder and
able to participate in the Retail Offer if you
are a shareholder of EBOS and:
a) you were registered as a holder of fully
paid Shares as at 7:00pm NZST /
5:00pm AEST on 9 April 2025; and
b) your registered address is in New
Zealand or Australia; and
c) you do not hold the Shares on behalf of
another person who resides outside of
New Zealand or Australia.
In particular, shareholders in the United
States are not eligible to participate in the
Retail Offer. Similarly, shareholders
(including trustees, Custodians and
nominees) who hold Shares on behalf of
persons in the United States, or are acting
for the account or benefit of persons in the
United States, are not eligible to participate
in the Retail Offer on behalf of those
persons.
2. What is the price of the Shares and
how many can I purchase?
The Issue Price will be the lower of:
a) NZ$36.65, being the price paid by
investors in the Placement
(representing a discount of 5.0% to the
closing price of EBOS Shares on the
NZX Main Board of NZ$38.56 per EBOS
Share, as at 10 April 2025); and
b) the five day volume weighted average
price of EBOS Shares traded on the NZX
Main Board during the five trading days
up to, and including, the Closing Date.
The Issue Price determined above is a New
Zealand dollar amount. Please refer to
clause 3 of the Terms and Conditions for
further details on how the A$ Issue Price
will be set. The market price of the Shares
may change between the Opening Date, the
date you apply for Shares under the Retail
Offer, and the Allotment Date. The risks
associated with this potential market
fluctuation are described in question 7
below.
You may apply for a maximum amount of
NZ$100,000 (for New Zealand Eligible
Shareholders) / A$45,000 (for Australian
Eligible Shareholders) of New Shares under
the Retail Offer, subject to scaling.
If you wish to participate in the Retail Offer,
you should complete an Application in
accordance with the instructions set out in
question 8 below and make payment for the
exact dollar amount applied for in your
Application. If you are a Custodian, you will
need to complete and lodge a Custodian
Schedule. To determine whether you are a
Custodian, and how to obtain a Custodian
Schedule, refer to clause 4 of the Terms
and Conditions.
EBOS is inviting Applications for up to A$50
million (NZ$54 million) of New Shares in
aggregate, with the ability for EBOS to
accept oversubscriptions at its discretion.
EBOS reserves the right to scale
Applications for New Shares under the
Retail Offer if total Applications exceed
A$50 million. Where EBOS elects to apply
scaling, it will do so by reference only to the
number of fully paid Shares held by those
Eligible Shareholders accepting the Retail
Offer (or, in the case of an application made
by a Custodian, the relevant beneficial
owner(s) named in the schedule submitted
with the Application) on the Record Date. If
your Application is scaled back by EBOS,
your Application monies will be greater than
the amount of New Shares you will be
allotted at the Issue Price and a refund
without interest will be issued in accordance
with clause 6 of the Terms and Conditions.
Any fractional New Shares allocated under
the Retail Offer will be rounded down to the
nearest whole number of New Shares and
EBOS will retain any difference less than
NZ$5 due to rounding.
All New Shares issued under the Retail Offer
will be ordinary shares of EBOS.
Shareholders who subscribe for New Shares
under the Retail Offer will be eligible to
participate in any future dividends declared
by EBOS.
3. I participated in the Placement. Can I
also apply in the Retail Offer?
Yes. Eligible Shareholders that participated
in the Placement are also entitled to apply
for up to NZ$100,000 (for New Zealand
Eligible Shareholders) / A$45,000 (for
Australian Eligible Shareholders) of New
Shares under the Retail Offer, subject to

6
scaling and the rules applying to trustees or
Custodians discussed below.
4. What rights will the New Shares have?
New Shares under the Retail Offer will rank
equally with existing Shares quoted on the
NZX Main Board and ASX, with the same
voting rights, dividend rights and other
entitlements.
5. What if I own Shares through a trustee
or custodian or own Shares in more
than one capacity?
If you own Shares through a trustee or
Custodian (and are otherwise eligible to
participate in the Retail Offer), then subject
to certain certification requirements and
other conditions, you may instruct the
trustee or Custodian to purchase Shares on
your behalf, up to the NZ$100,000 (for New
Zealand Eligible Shareholders) / A$45,000
(for Australian Eligible Shareholders) limit.
If you hold Shares in more than one
capacity (e.g. because you are both a sole
and joint holder of Shares, or you also hold
shares through a trustee or Custodian),
then even if you have received more than
one offer to participate in the Retail Offer in
those different capacities, your aggregate
application value across all Applications
must not exceed NZ$100,000 (for New
Zealand Eligible Shareholders) and
A$45,000 (for Australian Eligible
Shareholders).
By applying to purchase Shares under the
Retail Offer, you represent that you have
not exceeded this NZ$100,000 (for New
Zealand Eligible Shareholders) / A$45,000
(for Australian Eligible Shareholders) limit
across all Applications.
If you are an Eligible Shareholder and hold
Shares as Custodian, you may apply for up
to NZ$100,000 (for New Zealand Eligible
Shareholders) / A$45,000 (for Australian
Eligible Shareholders) of New Shares for
each beneficiary for whom you, directly or
indirectly, act as Custodian provided that
you complete, and submit a certificate
(Custodian Schedule) certifying each of the
matters set out in clause 4.3 of the Terms
and Conditions of this Retail Offer.
Each trustee and Custodian must not
participate in the Retail Offer on behalf of,
and must not distribute this Offer Document
or any other document relating to the Retail
Offer to, any person in the United States.
6. Is this offer transferable to another
person?
No. This Retail Offer is personal to each
Eligible Shareholder and non-renounceable.
If you are an Eligible Shareholder and elect
not to purchase any New Shares under the
Retail Offer, you may not transfer your right
to purchase New Shares under the Retail
Offer to another person.
7. What are the risks of investing in the
Retail Offer and what if I choose not to
participate in the Retail Offer?
The market price for the Shares may
change between the Opening Date, the date
you apply for Shares under the Retail Offer,
and the Allotment Date. Accordingly, the
price paid under the Retail Offer may be
higher or lower than the price at which the
Shares are trading on the NZX Main Board
and ASX at the time the Shares are issued
to you under the Retail Offer. The Share
price is quoted on the NZX website:
www.nzx.com and ASX website:
www.asx.com.au.
While EBOS has attempted to make the
Retail Offer as fair as possible for Eligible
Shareholders by providing for the individual
application cap to be NZ$100,000 (for New
Zealand Eligible Shareholders) / A$45,000
(for Australian Eligible Shareholders) of
New Shares, and by providing that any
scaling will be determined by reference to
individual shareholdings at the Record Date,
the Retail Offer is not in accordance with
your proportionate shareholding. Even if
you participate in the Retail Offer, your
proportionate shareholding in EBOS may
change. Large shareholders may not be
able to obtain sufficient Shares to maintain
their percentage shareholding, while
smaller shareholders may be able to
increase their percentage shareholding.
If you do not subscribe for any Shares
under the Retail Offer (in which case no
action is required on your part), and other
shareholders do subscribe for Shares, then
your percentage shareholding in EBOS will
be reduced.
8. How do I apply for Shares under the
Retail Offer?
If you wish to participate in the Retail Offer,
you can do so online at
www.shareoffer.co.nz/EBOS.
By applying to purchase New Shares under
the Retail Offer, you represent that you
have not exceeded the NZ$100,000 /
A$45,000 limit across all Applications.

7
If the exact amount of money is not
tendered, EBOS reserves the right not to
accept all or part of your payment. In
those circumstances, EBOS will refund all or
part of your payment without interest.
If an Application is rejected, all of the
amounts paid will be refunded to the
relevant Applicant. If Applications are
scaled back, the Applicant will receive the
number of Shares at the Issue Price
accepted by EBOS following scaling and a
refund of the balance of the relevant
payment amount. All refunds will be made
without interest. Any amount less than
NZ$5 due to scaling or rounding will be
retained by EBOS. Refunds will be issued
within five business days following the
Allotment Date (see clause 6 of the Terms
and Conditions for more information).
You will not be able to withdraw or revoke
your Application once you have sent it in.
9. How long is the Retail Offer open and
when will I receive my Shares?
The Retail Offer opens on 16 April 2025 and
is expected to close at 5:00pm NZST /
3:00pm AEST on 6 May 2025, unless
extended. If you are an Eligible
Shareholder and wish to participate in the
Retail Offer, you should ensure you
complete the Application and make
payment in accordance with the instructions
provided (or apply as otherwise directed by
EBOS) by 5:00pm NZST / 3:00pm AEST on
6 May 2025.
You will receive New Shares issued to you
under the Retail Offer on the Allotment
Date, which is currently expected to be on
or around 13 May 2025. Confirmation of
the number of New Shares issued to you
under the Retail Offer will be sent on the
Despatch Date, currently expected to be on
or around 19 May 2025.

8
Terms and conditions
If you apply to participate in the Retail Offer by completing the Application (and, if applicable,
a Custodian Schedule), you are accepting the risk that the market price of Shares may
change between the Opening Date, the date you apply for Shares under the Retail Offer, and
the Allotment Date. This means that it is possible that up to or after the Allotment Date, you
may be able to buy Shares on the NZX Main Board or the ASX at a lower price than the Issue
Price.
We encourage you to seek your own financial, investment, or other professional advice from a
qualified professional adviser regarding your participation in the Retail Offer.
Consistent with the representations, warranties and acknowledgements contained in these
Terms and Conditions and in the Application, you may not submit any completed Applications
for any person outside Australia or New Zealand. Failure to comply with these restrictions may
result in a violation of applicable securities laws.
1. Offer timetable
Record Date:
Eligible Shareholders registered at 7:00pm NZST / 5:00pm
AEST on 9 April 2025 may participate in the Retail Offer.
Opening Date: The Retail Offer opens on 16 April 2025.
Closing Date: The Retail Offer closes at 5:00pm NZST / 3:00pm AEST on 6
May 2025, unless extended. Applications and payment in
accordance with the instructions provided must be received
by the Share Registrar by this time. Applications may, at
EBOS’ option, not be processed or held to be valid if they
have not been received by this time.
Announcement of
Results Date:
The completion and results of the Retail Offer will be
announced to NZX and ASX on 12 May 2025.
Settlement Date: Settlement of the Retail Offer on 13 May 2025.
Allotment Date: The Shares are proposed to be allotted on or around 13 May
2025, unless the Closing Date is extended.
Commencement of
trading:
EBOS expects the Shares will commence trading on the NZX
Main Board on 13 May 2025 and ASX on 14 May 2025.
Despatch Date: EBOS expects that a transaction confirmation will be
despatched to you on or around 19 May 2025.
EBOS has a discretion to change, at any time, any of the Closing Date, the Allotment
Date and the Despatch Date (notwithstanding that the Retail Offer has opened, or
Applications have been received) by lodging a revised timetable with NZX and ASX.
2. Eligible shareholders
2.1. You may participate in the Retail Offer if you are an Eligible Shareholder. Joint holders of
New Shares are taken to be a single registered holder of New Shares for the purposes of
determining whether they are an Eligible Shareholder and the certification in the
Application is taken to have been given by all of them.
2.2. If you are an Eligible Shareholder, your rights under this Retail Offer are personal to you
and non-renounceable, so you may not transfer them.
2.3. EBOS accepts no liability where an Eligible Shareholder does not receive a letter of
entitlement regarding participation in this Retail Offer, or does not receive such a letter in
time.
2.4. Shareholders who are in the United States or are elsewhere outside of New Zealand or
Australia are not entitled to participate in the Retail Offer. Similarly, Shareholders who

9
hold Shares on behalf of persons who are in the United States, or on behalf of persons
who reside elsewhere outside New Zealand or Australia, are not entitled to participate in
the Retail Offer on behalf of those persons.

3. Issue Price and number of New Shares
3.1. The Issue Price for New Shares under the Retail Offer is the lower of:
(a) NZ$36.65, being the price per share payable by investors in the Placement
(representing a discount of 5.0% to the closing price of EBOS Shares on the NZX
Main Board of NZ$38.56 per EBOS Share, as at 10 April 2025); and
(b) the five day volume weighted average price of EBOS Shares traded on the NZX Main
Board during the five trading days up to, and including, the Closing Date.
3.2. The Issue Price and the A$ Issue Price will be fixed as at 6:00pm NZST / 4:00pm AEST
on the Closing Date of 6 May 2025 and EBOS expects to announce the Issue Price to NZX
and ASX on 7 May 2025.
3.3. Eligible Shareholders may apply to purchase an amount of New Shares up to a maximum
amount of NZ$100,000 (for New Zealand Eligible Shareholders) and A$45,000 (for
Australian Eligible Shareholders), subject to scaling, by completing an Application. Any
fractional New Shares allocated under the Retail Offer will be rounded down to the
nearest whole number of New Shares. The exact monetary amount you apply for in your
Application must be paid in full on application. Payment of that monetary amount must
be made in accordance with the online application process, and payment via any other
method may only be made as directed by EBOS at its complete discretion.
3.4. The Issue Price is a New Zealand dollar amount. If you apply for an Australian dollar
amount of New Shares, EBOS will convert the New Zealand dollar Issue Price to
Australian dollars at the NZ$:A$ exchange rate published by the Reserve Bank of
Australia on its website at 6:00pm NZST / 4:00pm AEST on the Closing Date. The
market price of the New Shares may change between the Opening Date, the date you
apply for New Shares under the Retail Offer, and the Allotment Date.
3.5. If you apply for an Australian dollar amount of New Shares, and in the event that the
exchange rate varies such that the Australian dollar amount you applied for exceeds the
NZ$50,000 permitted limit (on the basis of the NZ$:A$ exchange rate published by the
Reserve Bank of Australia on its website at 6:00pm NZST / 4:00pm AEST on the Closing
Date), New Shares having a total issue price equal to NZ$50,000 (converted in
accordance with clause 3.4), which may be less than A$45,000, will be issued to you and
you will be refunded the excess cash amount. For the avoidance of doubt, nothing in this
clause limits EBOS’ ability to scale acceptances pursuant to these Terms and Conditions.
3.6. To the maximum extent permitted by law, EBOS and its related companies and affiliates,
and each of their respective directors, officers, partners, employees, representatives,
agents and advisers, disclaim all liability, including for negligence, for any failure to
obtain any particular exchange rate, or any movements in exchange rates, if exchanging
the New Zealand Issue Price for New Shares into Australian dollars, or any decision
relating to accepting oversubscriptions, allocation of New Shares, or scaling. Any decision
made by EBOS as to the allocation of New Shares under the Retail Offer is made at EBOS’
complete discretion.
3.7. If an Eligible Shareholder receives more than one offer under the Retail Offer (for
example, because the Eligible Shareholder holds Shares in more than one capacity, for
example, Shares held in their own name, Shares held jointly with another person and/or
Shares held through a Custodian), the Eligible Shareholder’s aggregate application value
across all Applications must not exceed NZ$100,000 (for New Zealand Eligible
Shareholders) and A$45,000 (for Australian Eligible Shareholders).
3.8. EBOS is inviting Applications for up to A$50 million (NZ$54 million) of New Shares. EBOS
reserves the right to accept oversubscriptions in its complete discretion. EBOS reserves
the right to scale back Applications provided that, where EBOS elects to apply scaling, it
will do so by reference only to the number of fully paid Shares held by those Eligible
Shareholders accepting the Retail Offer (or, in the case of an application made by a
Custodian, the relevant beneficial owner(s) named in the schedule submitted with the
Application) on the Record Date.

4. Custodians
4.1. Under the Retail Offer, a Custodian is any Eligible Shareholder:

10
(a) in the case of any Eligible Shareholder having a registered address in New Zealand,
that:
(i) is a trustee corporation or a nominee company and holds Shares in EBOS by
reason only of acting for another person in the ordinary course of business of
that trustee corporation or nominee company; or
(ii) holds Shares in EBOS by reason only of being a bare trustee of a trust to which
the Shares are subject.
(b) in the case of any Eligible Shareholder having a registered address in Australia,
provides a custodial or depository service in relation to Shares of EBOS and who:
(i) holds an Australian financial services licence covering the provision of a custodial
or depository service;
(ii) is exempt from the requirement to hold an Australian financial services licence
covering the provision of a custodial or depository service;
(iii) holds an Australian financial services licence covering the operation of an IDPS
or is a responsible entity of an IDPS-like scheme (as defined in ASIC
Corporations (Investor Directed Portfolio Services) Instrument 2023/669 and
ASIC Corporations (Investor Directed Portfolio Services Provided Through a
Registered Managed Investment Scheme) Instrument 2023/668 respectively);
(iv) is a trustee of a self-managed superannuation fund or a superannuation master
trust; or
(v) is a registered holder of Shares and is noted on the register of members of EBOS
as holding the Shares on account of another person.
4.2. Custodians may apply to purchase New Shares for an amount greater than NZ$100,000
(for New Zealand resident beneficial owners) and A$45,000 (for Australian resident
beneficial owners), provided that the Custodian only applies for no more New Shares than
collectively have an aggregate application price of NZ$100,000 / A$45,000 for each
beneficial owner for whom the Custodian acts as a Custodian. Each beneficial owner may
only direct the Custodian to apply on behalf of that beneficial owner for a single share
parcel.
4.3. Custodians must confirm to EBOS that they are holding Shares as a Custodian for one or
more beneficial owners and certify the matters described in clause 4.3 below by providing
a Custodian Schedule (in addition to completing an Application). To request a Custodian
Schedule, or if you would like further information on how to apply for New Shares as a
Custodian, you should contact EBOS’ Share Registrar at any time from 8:30am to
5:00pm (NZ time) / 6:30am to 3:00pm (Australian time) (Monday to Friday) prior to the
Closing Date at EBOS@computershare.co.nz.
4.4. If a Custodian applies to purchase New Shares on behalf of one or more beneficial
owners, the Custodian must certify to EBOS in writing the following matters in the form
and manner set out in the Custodian Schedule (available on request from the Share
Registrar) that satisfies the requirements under the ASIC Instrument:
(a) that the Custodian holds Shares on behalf of:
(i) one or more other persons (who would be Eligible Shareholders if they held
Shares directly) that are not Custodians; and/or
(ii) another Custodian (Downstream Custodian) that holds beneficial interests in
Shares on behalf of one or more other persons (who would be Eligible
Shareholders if they held Shares directly) to which those interests relate,
7:00pm NZST / 5:00pm AEST on the Record Date,
each, a “Participating Beneficiary”, who have subsequently instructed the
Custodian, and/or the Downstream Custodian, to apply for Shares under the Retail
Offer on their behalf;
(b) the number of Participating Beneficiaries and their names and addresses;
(c) the number of Shares that the Custodian holds on behalf of each Participating
Beneficiary;
(d) the dollar amount of New Shares that each Participating Beneficiary has instructed
the Custodian, either directly or indirectly through a Downstream Custodian, to apply
for on their behalf;
(e) that there are no Participating Beneficiaries in respect of which the total of the
application price for the following exceeds NZ$100,000 (in relation to Participating
Beneficiaries that are resident in New Zealand) or A$45,000 (in relation to
Participating Beneficiaries that are resident in Australia):

11
(i) New Shares applied for on their behalf under the Retail Offer; and
(ii) any other Shares issued to the Custodian (as a result of an instruction given to
the Custodian or a Downstream Custodian) for that Participating Beneficiary
under any arrangement similar to the Retail Offer in the 12 months prior to the
Application for New Shares under the Retail Offer;
(f) that a copy of this Offer Document was given to each Participating Beneficiary;
(g) where the Custodian holds Shares on behalf of a Participating Beneficiary indirectly,
through one or more Downstream Custodians, the name and address of each
Downstream Custodian.
4.5. A Custodian must not participate in the Retail Offer on behalf of, or distribute this Offer
Document or any other document relating to the Retail Offer to, any person in the United
States to any person acting for the account or benefit of a person in the United States.

5. Completing an application and paying for Shares
5.1. If you are an Eligible Shareholder and you wish to participate in the Retail Offer, you
must complete an Application at www.shareoffer.co.nz/EBOS and make payment in
accordance with the instructions provided (including using the unique identifier, when
making payment, noted in the Application), or apply as otherwise directed by EBOS. If
you are a Custodian, you must apply by contacting the registrar and they will provide you
with instructions and an accompanying Custodian Schedule.
5.2. Eligible Shareholders should make payment for the exact dollar amount applied for on
their Application, in accordance with the share parcel selected.
5.3. To be valid, your Application (and, if applicable, Custodian Schedule) and payment must
be received by Computershare Investor Services Limited by 5:00pm NZST / 3:00pm
AEST on the Closing Date. Applications (and, if applicable, Custodian Schedule) or
payment received after that time will only be accepted at EBOS’ complete discretion.

6. EBOS’ discretion to accept or reject Applications
6.1. EBOS has discretion to accept or reject your Application to purchase New Shares under
the Retail Offer, including (without limitation) if:
(a) your Application or Custodian Schedule (if applicable) is incorrectly completed or
incomplete or otherwise determined by EBOS to be invalid;
(b) your payment is dishonoured or has not been completed correctly;
(c) your payment is not in New Zealand or Australian dollars for the exact dollar amount
of Shares that you have specified in your Application;
(d) it appears that you are applying to buy more than NZ$100,000 (for New Zealand
Eligible Shareholders) and A$45,000 (for Australian Eligible Shareholders) (in
aggregate) of New Shares (except if you are a Custodian applying on behalf of more
than one beneficial owner in accordance with clause 4.2) across one or more
Applications;
(e) your Application, Custodian Schedule (if applicable) or payment is received after the
Closing Date. While EBOS has discretion to accept late Applications, Custodian
Schedules (if applicable) and payments, there is no assurance that it will do so. Late
Applications, Custodian Schedules (if applicable) and payments, if not processed, will
be returned to you. No interest will be paid on any application money returned to
you;
(f) EBOS believes that you are not an Eligible Shareholder or Custodian; or
(g) EBOS considers that your Application does not comply with these Terms and
Conditions.
6.2. EBOS is inviting Applications for up to A$50 million (NZ$54 million) of New Shares and
subject to the participation limits of NZ$100,000 (for New Zealand Eligible Shareholders)
and A$45,000 (for Australian Eligible Shareholders), but EBOS reserves the right to
accept oversubscriptions (in respect of either any individual application or the aggregate
amount of all applications) at its complete discretion.
6.3. If the Retail Offer is oversubscribed, EBOS may scale back the number of New Shares to
be allotted under the Retail Offer to each Applicant. Where EBOS elects to apply scaling,
it will do so by reference only to the number of fully paid Shares held by those Eligible
Shareholders accepting the Retail Offer on the Record Date.
6.4. Application monies received will be held in a trust account with the Share Registrar until
the corresponding New Shares are allotted or the application monies are refunded.

12
Interest earned on the application monies will be for the benefit, and remain the
property, of EBOS and will be retained by EBOS whether or not the issue of New Shares
takes place.
6.5. If an Application is rejected, all of the relevant amounts will be refunded to the Applicant.
If Applications are scaled back, the Applicant will receive the number of New Shares at
the Issue Price in respect of which the Application is accepted and refund the balance of
the relevant application payment. All refunds will be made without interest.
6.6. Any difference less than NZ$5 due to scaling or rounding will be retained by EBOS and
not refunded.
6.7. Refunds will be made by direct credit to the bank account held by EBOS’ Share Registrar.
Refunds will be issued within five business days following the Allotment Date. If no bank
account is held by the Share Registrar, then the refund payment will be withheld until a
bank account is provided.

7. Significance of submitting an Application
7.1. If you apply to participate in the Retail Offer by completing and returning an Application
(and, if applicable, a Custodian Schedule) you will be deemed to have made the following
declarations, representations, warranties and agreements to EBOS (for the benefit of
EBOS and its related companies and affiliates, and each of their respective directors,
officers, partners, employees, representatives, agents and advisors):
(a) your Application, on these Terms and Conditions, will be irrevocable and
unconditional (i.e. it cannot be withdrawn) without EBOS’ consent;
(b) you confirm that you have read and understood this Offer Document in its entirety;
(c) you acknowledge and agree that the determination of eligibility of investors for the
purposes of the Retail Offer is determined by reference to a number of matters,
including legal requirements, logistical and registrar constraints and the discretion of
EBOS. EBOS and its related companies and affiliates, and each of their respective
directors, officers, partners, employees, representatives, agents and advisors,
disclaim any duty or liability in respect of the exercise or otherwise of that discretion,
to the maximum extent permitted by law;
(d) you certify to EBOS that you are an Eligible Shareholder entitled to apply for New
Shares under these Terms and Conditions, including that you were a registered
holder of Shares as at the Record Date and you are a resident of New Zealand or
Australia (and not a resident of the United States or any other country), and you
agree to indemnify, among others, EBOS for any loss suffered as a result of any
breach by you of the selling restrictions contained in these Terms and Conditions;
(e) you agree to be bound by the Constitution of EBOS;
(f) you certify to EBOS that you are not applying for New Shares under the Retail Offer
with a total application price in excess of NZ$100,000 (for New Zealand Eligible
Shareholders) and A$45,000 (for Australian Eligible Shareholders) as a result of any
of the following:
(i) any Application for New Shares under the Retail Offer (including, where you hold
Shares in more than one capacity, for example Shares held in your own name,
Shares held jointly with another person and/or Shares held through a
Custodian);
(ii) any other Shares applied for by you under a similar arrangement in the 12
months before the Application; and
(iii) any other Shares under the Retail Offer which you have instructed a Custodian
to acquire on your behalf under the Retail Offer or under a similar arrangement
in the 12 months before the Application;
(g) without limiting EBOS’ discretion to accept or reject Applications in clause 6 above,
you authorise EBOS (and its officers or agents) to correct any error in, or omission
from, your Application (and, if applicable, your Custodian Schedule) and to complete
the Application (and, if applicable, the Custodian Schedule) by the insertion of any
missing details;
(h) you acknowledge that EBOS may at any time irrevocably determine that your
Application (and, if applicable, your Custodian Schedule) is valid, in accordance with
these Terms and Conditions, even if your Application (or, as applicable, your
Custodian Schedule) is incomplete, contains errors or is otherwise defective;

13
(i) you acknowledge that none of EBOS and its related companies and affiliates, and
each of their respective directors, officers, partners, employees, representatives,
agents and advisors, has provided you with investment advice or financial product
advice, and that none of them has an obligation to provide advice concerning your
decision to apply for and purchase New Shares under the Retail Offer;
(j) you acknowledge the risk that the market price for the Shares may change between
the Opening Date, the date you apply for New Shares under the Retail Offer, and the
Allotment Date. A change in market price during this period may affect the Issue
Price or value of the New Shares you receive under the Retail Offer. Accordingly, you
acknowledge that:
(i) the price paid for the New Shares may be higher or lower than the price at which
Shares are trading on the NZX or ASX as at the time New Shares are issued
under the Retail Offer;
(ii) the market price of New Shares following allotment may be higher or lower than
the Issue Price; and
(iii) it is possible that up to or after the NZX Settlement Date or the ASX Settlement
Date (as applicable), you may be able to buy Shares at a lower price than the
Issue Price;
(k) you acknowledge that EBOS is not liable for any exercise of its discretions referred to
in these Terms and Conditions;
(l) you irrevocably and unconditionally agree to be bound by these Terms and
Conditions and this Offer Document and agree not to do any act or thing which would
be contrary to the spirit, intention or purpose of the Retail Offer;
(m) you represent that you are not in the United States and you are not acting for the
account or benefit of a person in the United States and you are not otherwise a
person to whom it would be illegal to make an offer or issue of New Shares under the
Retail Offer and under any applicable laws and regulations;
(n) you acknowledge that the New Shares have not been, and will not be, registered
under the U.S. Securities Act or the securities laws of any state or other jurisdiction
of the United States, and may not be offered or sold, directly or indirectly, in the
United States or to any persons that are acting for the account or benefit of a person
in the United States, except in a transaction exempt from, or not subject to, the
registration requirements of the U.S. Securities Act and the securities laws of any
state or other jurisdiction of the United States, and that the New Shares to be
offered and sold in the Retail Offer can 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;
(o) you acknowledge that you are subscribing for or are purchasing the New Shares
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;
(p) you represent that you have not sent, and you agree that you will not send, this
Offer Document or any other materials relating to the Retail Offer to any person in
the United States or elsewhere outside Australia and New Zealand or to any person
(including nominees or custodians) acting for the account or benefit of a person in
the United States, or elsewhere outside Australia and New Zealand;
(q) you confirm that all details and statements in your Application are complete and
accurate;
(r) you acknowledge and agree that if in the future you decide to sell or otherwise
transfer the Shares, you will only do so in transactions exempt from or not subject to
the registration requirements of the U.S. Securities Act, including standard brokered
transactions on the NZX Main Board or ASX, where neither you nor any person acting
on your behalf knows, or has reason to know, that the sale has been pre-arranged
with, or the purchaser is, a person in the United States; and
(s) if you are acting as a trustee, nominee or Custodian, each beneficial holder on whose
behalf you are participating is resident in Australia or New Zealand.
7.2. If a Custodian applies to purchase New Shares under the Retail Offer for a beneficial
owner pursuant to clause 4.2:
(a) the certification referred to in clause 7.1(e) will be taken to be given by the beneficial
owner on whose behalf the Custodian is applying to purchase New Shares; and

14
(b) in addition to the matters referred to in clause 7.1, the Custodian also certifies each
of the matters set out in the Custodian Schedule.

8. The New Shares
8.1. New Shares issued under the Retail Offer will rank equally in all respects with existing
Shares quoted on the NZX Main Board and ASX, with the same voting rights, dividend
rights and other entitlements. The New Shares to be issued under the Retail Offer have
been accepted for quotation on the NZX Main Board, and an Application will be made for
their quotation on the ASX in accordance with the ASX Listing Rules. It is expected that
the New Shares will be quoted upon completion of the allotment procedures. However,
neither NZX Limited nor ASX Limited accepts any responsibility for any statement in this
Offer Document.
8.2. The issue of New Shares under the Retail Offer is undertaken in accordance with the NZX
Listing Rules and ASX Listing Rules, on the following basis:
(a) for New Zealand Eligible Shareholders:
(i) in reliance on the exclusion in clause 19 of Schedule 1 of the FMCA; and
(ii) pursuant to NZX Listing Rule 4.3.1 (Pro-rata issues and Share Purchase Plan) in
respect of the first NZ$50,000 of New Shares offered and NZX Listing Rule 4.5.1
(15% Placement) in respect of the additional NZ$50,000 of New Shares offered;
(b) for Australian Eligible Shareholders:
(i) pursuant to the ASIC Instruments and in compliance with a waiver of ASX Listing
Rules 7.1 and 10.11; and
(ii) pursuant to NZX Listing Rule 4.3.1 (Pro-rata issues and Share Purchase Plan) in
respect of the A$45,000 of New Shares offered;
(c) for all Eligible Shareholders, in accordance with the requirement in the NZX Listing
Rules in respect of share purchase plans that:
(i) the consideration payable for the Shares issued under all of EBOS’ share
purchase plans conducted in reliance on NZX Listing Rule 4.3.1 (Pro-rata issues
and Share Purchase Plan), other than any share purchase plan that has been
ratified by an ordinary resolution of EBOS’ shareholders, does not in any 12
month period exceed NZ$50,000 per registered holder (or, in the case of Shares
held through a Custodian, each beneficial owner); and
(ii) the aggregate number of New Shares issued to Eligible Shareholders in reliance
on NZX Listing Rule 4.3.1 (Pro-rata issues and Share Purchase Plan) does not
exceed 10% of the Shares already on issue at the time of the Retail Offer.

9. Financial statements
9.1. You may obtain free of charge the most recent annual report and financial statements of
EBOS by contacting EBOS’ Share Registrar, Computershare Investor Services Limited, or
you may download the reports from the EBOS website: https://investor.ebosgroup.com/

10. Broker stamping and retail platform fees
10.1. No investor will pay brokerage as a subscriber for New Shares under the Retail Offer.
10.2. A stamping fee of 0.5% of application monies on New Shares allotted will be paid to
eligible NZX or ASX firms who submit a valid claim for a broker stamping fee on
successful Applications for New Shares allotted via NZX or ASX firms, subject to a fee
limit of A$250 per Shareholder.
10.3. A fee of NZ$6.00 will be paid to New Zealand retail investment platforms (determined by
EBOS) on each successful Application submitted on behalf of underlying investors.
10.4. Terms of the claims process are to be separately communicated to NZX or ASX firms by
or on behalf of EBOS.
10.5. All such fees will be met by EBOS. The above fees are subject to an aggregate fee limit of
A$150,000 (or such higher limit as may be approved at EBOS’ complete discretion). This
aggregate fee limit applies to fees payable to eligible NZX or ASX firms and retail
investment platforms, with scaling of fees to be undertaken on a pro rata basis following
the completion of the Retail Offer.

15
11. Amendments to the Retail Offer and waiver of compliance
11.1. Notwithstanding any other term or condition of the Retail Offer and/or the Application,
EBOS may, at its discretion:
(a) make non-material modifications to the Retail Offer or these Terms and Conditions
without notice (in which case Applications will remain binding on all Applicants
notwithstanding such modification and irrespective of whether an Application and/or
payment was received by the Share Registrar before or after such modification is
made); and/or
(b) suspend or terminate the Retail Offer at any time prior to the issue of the New
Shares under the Retail Offer. If the Retail Offer is terminated, application monies
will be refunded to Applicants without interest.
11.2. EBOS reserves the right to waive compliance with any provision of these Terms and
Conditions (either generally, or in respect of a particular Applicant or Applicants).

12. Governing law
12.1. These Terms and Conditions shall be governed by and construed in accordance with the
laws of New Zealand and will be subject to the exclusive jurisdiction of the New Zealand
courts.

13. Disputes
13.1. If any dispute arises in connection with the Retail Offer, EBOS may settle it in any manner
it thinks fit. It may do so generally or in relation to any Applicant, Application or Share.
EBOS’ decision will be final and binding.

14. Inconsistency
14.1. Unless otherwise determined by the directors of EBOS, in the event of any inconsistency
between the Terms and Conditions applicable to the Retail Offer and:
(a) the accompanying letter from the Chair and Questions and Answers, the Terms and
Conditions take precedent; and
(b) EBOS’ constitution, EBOS’ constitution shall prevail.

16
Glossary
A$ Australian dollars, being the lawful currency of Australia.
A$ Issue Price The A$ equivalent of the Issue Price determined using the
Exchange Rate and rounded to the nearest cent, which is expected
be announced by EBOS on 7 May 2025.
AEST Australian Eastern Standard Time.
Allotment Date On or around 13 May 2025, unless the Closing Date is extended.
Applicant An applicant for New Shares in the Retail Offer.
Application An application for Shares under the Retail Offer made online
through www.shareoffer.co.nz/EBOS or as otherwise directed
by EBOS.
ASIC The Australian Securities and Investments Commission.
ASIC Instruments ASIC Corporations (Share and Interest Purchase Plans) Instrument
2019/547 and ASIC Instrument 21-1004.
ASX ASX Limited or the market it operates (as the context requires).
ASX Listing Rules The official listing rules of the ASX.
ASX Settlement
Date
13 May 2025.
Board The board of directors of EBOS.
Business Day Has the meaning given to that term in the NZX Listing Rules.
Closing Date 6 May 2025, unless extended.
Corporations Act The Australian Corporations Act 2001 (Cth).
Custodian See clause 4.1 of the Terms and Conditions for the definition of
“Custodian”.
Custodian Schedule The schedule that satisfies the requirements set out in clause 4.3
of the Terms and Conditions and must be submitted by an
Applicant that is a Custodian together with that Applicant’s
Application (available on request from the Share Registrar).
Despatch Date On or around 19 May 2025, unless extended.
Downstream
Custodian
See clause 4.3 of the Terms and Conditions for the definition of
“Downstream Custodian”.
Eligible Shareholder A person who was recorded in EBOS’ share register as being a
registered holder of Shares and having a registered address in New
Zealand or Australia as at 7:00pm NZST / 5:00pm AEST on 9 April
2025.
For the avoidance of doubt, a person in the United States, or
acting for the account or benefit of a person in the United States,
is not eligible to participate in the Retail Offer.

17
EBOS EBOS Group Limited, a company listed on the NZX Main Board and
ASX.
Exchange Rate The NZ$:A$ exchange rate published by the Reserve Bank of
Australia on its website at 4:00 pm AEST / 6:00pm NZST on the
Closing Date.
FMCA Financial Markets Conduct Act 2013.
FMC Regulations Financial Markets Conduct Regulations 2014.
Investor
Presentation
The investor presentation published in connection with the
Placement and the Retail Offer on 10 April 2025.
Issue Price The price at which the Shares will be issued pursuant to the Retail
Offer, being the lower of:
(a) NZ$36.65 per Share (being the price paid by investors in the
Placement); and
(b) the five day volume weighted average price of EBOS Shares
traded on the NZX Main Board during the five trading days
up to, and including, the Closing Date.
New Share A Share in EBOS offered under the Retail Offer of the same class
as, and ranking equally in all respects with, EBOS’ quoted Shares
at the Allotment Date.
NZST New Zealand Standard Time.
NZX NZX Limited.
NZX Listing Rules The listing rules of NZX in relation to the NZX Main Board in force
from time to time, read subject to any applicable rulings or
waivers.
NZX Main Board The main board equity securities market operated by NZX.
NZX Settlement
Date
13 May 2025.
Offer Document This document.
Opening Date 16 April 2025.
Participating
Beneficiary
See clause 4.3 of the Terms and Conditions for the definition of
“Participating Beneficiary”.
Placement The placement of Shares announced to NZX and ASX on 10 April
2025.
Record Date 7:00pm NZST / 5:00pm AEST on 9 April 2025.
Retail Offer The retail offer detailed in this Offer Document.
Shares Ordinary shares of EBOS Group Limited.
Share Registrar EBOS’ share registrar, Computershare Investor Services Limited.
Terms and
Conditions
The terms and conditions of the Retail Offer detailed in this Offer
Document.

18
U.S. Securities Act The U.S. Securities Act of 1933, as amended.

19
Directory

EBOS Group Limited is a company incorporated with limited liability under the New Zealand
Companies Act 1993, with the New Zealand company number 120844.

For investor relations queries contact: ebos@ebosgroup.com

Directors of EBOS

Liz Coutts (Chair)
Tracey Batten
Mark Bloom
Stuart McLauchlan
Julie Tay
Matthew Muscio
Coline McConville

Issuer
EBOS Group Limited
108 Wrights Road
Christchurch 8024
New Zealand
Phone +64 3 338 0999
https://investor.ebosgroup.com/

Share registrar
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna, Auckland 0622
New Zealand

Private Bag 92119
Victoria Street West
Auckland 1142

Email: ebos@computershare.co.nz
Phone: 0800 991 101 (within NZ) or 1800 501 366 (within AU)
www.investorcentre.com/nz

New Zealand legal advisers
Chapman Tripp
Level 34, PwC Tower
15 Customs Street West
Auckland 1140
New Zealand

Australian legal advisers
Allens
101 Collins Street
Melbourne VIC 3000
Australia