Scheme of Arrangement – Update on Voting
11 November 2025
Scheme of Arrangement – Update on Voting
Comvita Limited (NZX: CVT) wishes to update shareholders on voting progress and to remind all
shareholders of the importance of lodging their vote on the proposed Scheme of Arrangement with
Florenz Limited.
Your action is required
Your vote is important, regardless of how many Comvita Shares you own.
Shareholders should carefully consider the detailed information provided in the Scheme Booklet,
including the Directors’ Recommendation and the Independent Adviser’s Report on the merits of the
Scheme.
To approve the Scheme, it is necessary that both of the following voting thresholds are met:
• at least 75% of the votes cast by the Shareholders in each interest class who are entitled to
vote and who actually vote, must be in favour of the Scheme resolution;
1
and
• more than 50% of the total number of votes attached to all of the Comvita Shares that are
able to be cast (whether or not actually cast), must be in favour of the Scheme resolution.
If either of these thresholds are not met, the Scheme will not proceed. It is therefore very important
that all shareholders exercise their right to vote on this transaction.
To date, no Superior Proposal has been received. In the absence of a Superior Proposal, the
Comvita Board continues to unanimously recommend that shareholders vote in favour of the
Scheme.
Update on voting progress
As at 5.00pm 10 November, 516 shareholders had lodged proxy instructions or postal/electronic
votes, representing an aggregate of 49.7% of the 70.6 million votes exercisable by Comvita
shareholders.
Votes % of votes cast % of total voting rights
For 55.9% 27.8%
Against 40.7% 20.2%
Discretionary 3.4% 1.7%
1
As at the date of this announcement, there are two interest classes (comprising Florenz and its associates in one
interest class, and all other shareholders in the second interest class). More information on the interest classes is
set out in section 3.13 of the Scheme Booklet.
Voting information
Shareholders can vote ahead of the Scheme Meeting online, by email, or by post no later than
2.00 pm (NZT) on Wednesday, 12 November 2025.
Alternatively, shareholders may vote online or in person at the Scheme Meeting to be held at
2.00 pm (NZT) on Friday, 14 November 2025.
Shareholders who have already lodged a postal vote or directed a proxy may change their vote or
direction by:
• attending the Scheme Meeting (virtually or in person) and voting as they wish; or
• submitting a new vote or proxy direction using the same method as their original submission.
For further information, including the Scheme Booklet and voting instructions, please visit the
Scheme website HERE.
Scheme Meeting
The Scheme Meeting will be held at 2.00pm (NZT) on Friday, 14 November 2025, both in person at
MUFG Pension & Market Services (MPMS), Level 30, PwC Tower, 15 Customs Street West, Auckland,
New Zealand, and via MPMS’ virtual meeting platform at www.virtualmeeting.co.nz/cvtsm25.
ENDS
For further information:
Bridget Coates | Comvita
bridget.coates@comvita.com
Media contact
Kate Walsh
021 858 619
kate@katewalsh.co.nz
Background information
Comvita (NZX:CVT) was founded in 1974/5, with a purpose to heal and protect the world through the natural
power of the hive. With a team of 500+ people globally, united with more than 1.6 billion bees, we are the
global market leader in Mānuka honey and bee consumer goods. Seeking to understand, but never to alter,
we test and verify all our bee-product ingredients are of the highest quality in our own government-
recognised and accredited laboratory. We are growing scientific knowledge on Manuka trees, the many
benefits of Mānuka honey and propolis and bee welfare. We have planted millions of native trees, improving
our natural ecosystems and biodiversity, and mitigating climate change in conjunction with our focus on
carbon emissions reduction, while helping ensure the supply of high quality Mānuka honey. In 2023 Comvita
was certified B Corp, a global community of like-minded companies that strive to balance profit with
purpose, seeking to use business as a force for good. Comvita has operations in Australia, China, North
America, Southeast Asia, and Europe – and of course, Aotearoa New Zealand, where our bees are thriving.
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.