Capital Change Notice for Placement

Capital Change Notice



Section 1: Issuer information
Name of issuer ikeGPS Group Limited
NZX ticker code IKE
Class of financial product Ordinary Shares
ISIN (If unknown, check on NZX website) NZIKEE0001S9
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 22,222,223
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per security A$0.81 or NZ$0.88
Nature of the payment (for example, cash or other
consideration)
Cash
Amount paid up (if not in full) Not applicable
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the
number of Financial Products of the Class,
excluding any Treasury Stock, in existence)
13.78071114%
For an issue of Convertible Financial Products or
Options, the principal terms of Conversion (for
example the Conversion price and Conversion date
and the ranking of the Financial Product in relation
to other Classes of Financial Product) or the Option
(for example, the exercise price and exercise date)
Not applicable
Reason for issue/acquisition/redemption and
specific authority for issue/acquisition/redemption/
(the reason for change must be identified here)
Issue of ordinary shares under a
placement announced on 10/07/2025,
authorised by board resolution dated
10/07/2025.

Total number of Financial Products of the Class
after the issue/acquisition/redemption/Conversion
(excluding Treasury Stock) and the total number of
Financial Products of the Class held as Treasury
Stock after the issue/acquisition/redemption.
183,478,219 ordinary shares
None held as Treasury Stock
In the case of an acquisition of shares, whether
those shares are to be held as treasury stock
Not applicable
Specific authority for the issue, acquisition, or
redemption, including a reference to the rule
pursuant to which the issue, acquisition, or
redemption is made
Board resolution dated 10/07/2025 for the
issue pursuant to NZX Listing Rule 4.5
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
New ordinary shares which rank equally
with all other fully paid ordinary shares in
IKE
Date of issue/acquisition/redemption 22/07/2025

Section 3: Disclosure required for Placements made under Rule 4.5.1
Details of the approach in identifying investors who
were able to participate in the offer and how their
respective allocations in the offer were determined.
The explanation must set out the key objectives
and criteria the Issuer adopted in the allocation
process, whether one of those objectives was a
best effort to allocate on a pro rata basis to existing
holders of the Issuer’s Equity Securities, and any
significant exceptions or deviations from those
objectives and criteria.
For the purposes of NZX Listing Rule
4.17.9(c), and having regard to the
objectives which supported IKE’s choice
of offer structure (being a Placement and
Share Purchase Plan), IKE’s objectives
and criteria for allocations under the
Placement were primarily to:
•
maximise participation by existing
shareholders;
•
endeavour to allocate to existing
shareholders who participate at
least their pro rata equivalent of the
Placement, subject to their demand
and IKE’s other objectives and
criteria;
•
strengthen IKE’s share register.
Any allocation of more than a pro rata
equivalent, or any allocations to a new
shareholder, were made having regard to
the following criteria:
•
quality of investor (including size
and investment thesis);
•
levels of historical engagement with
or support of IKE (e.g. an existing or
previous shareholding);
•
potential to be a long term and
supportive shareholder;
•
timing of the investor’s interest (in
particular, how early in the offering
process the investor expressed
interest), seeking to prioritise
investors that provide early bids and
deal leadership;
•
size of an investor’s expressed
interest (both absolutely and relative
to the investor’s portfolio) or assets
under management;
•
location of the investor and any
applicable selling restrictions or
other relevant legal or regulatory
restrictions in jurisdictions with
which the investor is located.
Final allocation decisions were made by
IKE, and reflected input and advice from
Shaw and Partners Limited and Unified
Capital Partners Pty Limited, being the

Capital Change Notice
Joint Lead Managers in connection with
the Placement.
For the purposes of NZX Listing Rules
4.5, the level of the
employees/directors/associates’
participation in the Placement was
determined in accordance with the same
criteria as applied to all participants.
There were no significant exceptions or
deviations from the objectives and criteria
set out above.
Section 4: Authority for this announcement and contact person
Name of person

authorised to make this
announcement
James Macdonald, Group Financial
Controller
Contact person for this announcement
James Macdonald, Group Financial
Controller
Contact phone number 027 291 1207
Contact email address james.macdonald@ikegps.com
Date of release through MAP

22/07/2025