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Scheme of Arrangement – Further update on Voting

Scheme Meeting11 November 2025CVTIndustrials

12 November 2025

Scheme of Arrangement – Further update on Voting

Following the update provided on 11 November 2025, Comvita Limited (NZX: CVT) today provides a

further update on voting progress for the proposed Scheme of Arrangement (Scheme) with Florenz

Limited.


Update on voting progress



As at 5.00pm 11 November, 610 shareholders had lodged proxy instructions or postal/electronic

votes, representing an aggregate of 61% of the 70.6 million votes exercisable by Comvita

shareholders.




Votes % of votes cast % of total voting rights

For 55.5% 33.8%

Against 42.3% 25.8%

Discretionary 2.2% 1.4%


To be approved, the Scheme must satisfy both of the following thresholds: at least 75% of votes cast

by shareholders in each interest class who actually vote must be in favour of the Scheme resolution;

and more than 50% of the total votes attached to all Comvita shares that can be cast (whether or not

actually cast) must be in favour of the Scheme resolution.


Based on these numbers, the Scheme Resolution would not pass, as greater than 25% of all shares

have been voted, or are directed, against the Scheme Resolution.


It is important to note that these votes and directions remain subject to change by shareholders up

until, and at, the Scheme Meeting this Friday, 14 November 2025, at 2.00pm.


Until the process is formally concluded, Comvita urges shareholders and the market to note that the

final outcome remains subject to completion of the voting process and Court approval.


Voting information

Voting for the Scheme closes at 2.00pm (NZT) today, Wednesday, 12 November 2025, for

shareholders voting online, by email, or by post.


Shareholders may also vote online or in person at the Scheme Meeting, to be held at 2.00pm (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.







Scheme Meeting details

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,

and online via MPMS’ virtual meeting platform at www.virtualmeeting.co.nz/cvtsm25.


For further information, including the Scheme Booklet and voting instructions, please visit the

Scheme website HERE.


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.