Chorus Limited/Announcement
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Chorus EMTN tender offer – results

Debt Issuance26 November 2025CNUCommunication Services

Chorus Limited
Level 10, 1 Willis Street

P O Box 632

Wellington

New Zealand


Email: company.secretary@chorus.co.nz







STOCK EXCHANGE ANNOUNCEMENT


27 November 2025


Chorus tender offer - results


Please find attached an announcement regarding the results of Chorus’ Tender Offer for

the EUR 300,000,000 0.875% notes due 5 December 2026.


Authorised by:


Drew Davies

Chief Operating Officer


ENDS


For further information:


Andrew Hopkinson Treasurer

Mobile: +64 (27) 249 5678

Email: Andrew.Hopkinson@chorus.co.nz


Aleida White

Head of Investor Relations

Mobile: 64 (21) 155 8837

Email: Aleida.White@chorus.co.nz

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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR

INDIRECTLY TO ANY U.S. PERSON OR IN OR INTO THE UNITED STATES

(EACH AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF

1933, AS AMENDED (THE "SECURITIES ACT")) OR IN ANY OTHER

JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR

DISTRIBUTE THIS ANNOUNCEMENT.

This announcement is not, does not form part of and should not be construed as an offer of

securities for sale in the United States or to any U.S. Person. Neither this announcement nor

any copy hereof may be taken into or distributed, directly or indirectly, in or into the United

States or to any U.S. Person. The securities and guarantee thereof referred to herein have not

been and will not be registered under the Securities Act or laws of any state of the United States

or other jurisdiction, and may not be offered or sold in the United States or to any U.S. Person

absent registration or an applicable exemption from the registration requirements of the

Securities Act. No public offering of securities will be made in the United States.

This announcement is for information purposes only and is not an offer to purchase and does

not constitute an invitation or solicitation to sell any securities. This announcement and the

Tender Offer Memorandum referred to herein distributed do not constitute an offer to

participate in the Tender Offer (as defined herein) in any jurisdiction in which, or to any person

to or from whom, it is unlawful to make such offer or Tender Offer or for there to be such

participation under applicable laws. The distribution of this announcement and the distribution

of the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons

into whose possession this announcement or the Tender Offer Memorandum comes are

required to inform themselves about and to observe any such restrictions. Please refer to "Offer

and Distribution Restrictions" in the Tender Offer Memorandum for further details.

27 November 2025

Chorus Limited

(incorporated with limited liability in New Zealand)


(the "Offeror")

Results of the Tender Offer by the Offeror to the Qualifying Holders of the outstanding

EUR 300,000,000 0.875 per cent. notes due 5 December 2026 (ISIN: XS2084759757) (the

"Notes") issued by the Offeror and guaranteed by Chorus New Zealand Limited

Reference is made to the announcement of the Offeror dated 11 November 2025 in relation to

the invitation by the Offeror to the Qualifying Holders to tender any and all Notes held by such

Qualifying Holders for purchase by the Offeror for cash (the "Tender Offer") on the terms and

subject to the conditions contained in the Tender Offer Memorandum dated 11 November 2025

(the "Tender Offer Memorandum"). Capitalised terms used but not otherwise defined in this

announcement shall have the meaning given to them in the Tender Offer Memorandum.

The Tender Offer expired at 4:00 p.m. (London time) on 25 November 2025 ("Expiration

Deadline").

The pricing of the Tender Offer took place at or around 10:00 a.m. (London time) on 26

November 2025. The results are as follows:


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Aggregate

principal amount

of Notes validly

tendered and

accepted for

purchase

Interpolated Mid-

Swap Rate Purchase Yield Purchase Price

Accrued

Interest

Payment

Aggregate

principal amount

of Notes that will

remain outstanding

after the

Settlement Date

EUR 243,452,000 2.135 per cent. 2.185 per cent. 98.694 per cent.


EUR 8.58 per

EUR 1,000

principal amount

of Notes

EUR 56,548,000


As at the Expiration Deadline, EUR 243,452,000 in aggregate principal amount of the Notes

have been validly tendered for purchase pursuant to the Tender Offer. Subject to the settlement

and issuance of the New Notes (as defined below) by the Offeror on or before the Settlement

Date, the Offeror has decided to accept all Notes validly tendered for purchase pursuant to the

Tender Offer.

On 24 November 2025, the Offeror, Chorus New Zealand Limited as the guarantor and

Citigroup Global Markets New Zealand Limited, HSBC Bank plc and MUFG Securities Asia

Limited as joint lead managers entered into a subscription agreement in connection with the

proposed issue of EUR 400,000,000 3.529 per cent. guaranteed notes due 2032 (the "New

Notes").

Subject to the settlement and issuance of the New Notes, the Settlement Date in respect of the

Notes validly tendered and accepted for purchase pursuant to the Tender Offer is expected to

be on or about 28 November 2025. Notes purchased by the Offeror pursuant to the Tender

Offer will be cancelled by the Offeror.

The Tender Offer Memorandum and any other relevant notice, documents, announcements and

press releases with respect to the Tender Offer will be available at

https://deals.is.kroll.com/chorus (the "Offer Website", operated by the Tender and Information

Agent for the purpose of the Tender Offer).

Citigroup Global Markets New Zealand Limited, HSBC Bank plc and MUFG Securities Asia

Limited are acting as Dealer Managers for the Tender Offer and Kroll Issuer Services Limited

is acting as Tender and Information Agent. For detailed terms of the Tender Offer please refer

to the Tender Offer Memorandum which (subject to distribution restrictions) can be obtained

from the Tender and Information Agent using the details below.


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CONTACT INFORMATION

Qualifying Holders who have questions regarding the Tender Offer, may contact the Tender

and Information Agent or the Dealer Managers.

DEALER MANAGERS

Citigroup Global Markets New Zealand

Limited

Citigroup Centre, Level 11,

23 Customs Street East, P.O. Box 3429

Auckland 1140, New Zealand


Attn: Liability Management Group

Tel: +44 20 7986 8969

Email: liabilitymanagement.europe@citi.com



HSBC Bank plc

8 Canada Square

London E14 5HQ

United Kingdom


Attn: Liability Management, DCM

Tel: +44 20 7992 6237 (London) /

+852 2914 8278 (Hong Kong)

Email: LM_EMEA@hsbc.com


MUFG Securities Asia Limited

9/F, AIA Central

1 Connaught Road Central

Hong Kong


Attn: Hybrid and Liability Management

Tel: +44 20 7577 1374

Email: Hybrids.LM@int.sc.mufg.jp



Requests for documents in relation to the Tender Offer should be directed to the Tender and

Information Agent.

THE TENDER AND INFORMATION AGENT

Kroll Issuer Services Limited


In London

The News Building

3 London Bridge Street

London SE1 9SG

United Kingdom


In Hong Kong

3rd Floor, Three Pacific Place

1 Queen's Road East

Admiralty

Hong Kong

Attn: Owen Morris / Mu-yen Lo

Tel: +44 20 7704 0880 / +852 2281 0114

Offer Website: https://deals.is.kroll.com/chorus

Email: chorus@is.kroll.com


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DISCLAIMER

This announcement must be read in conjunction with the Tender Offer Memorandum. This

announcement and the Tender Offer Memorandum contain important information which

should be read carefully before any decision is made with respect to the Tender Offer. If any

Qualifying Holder is in any doubt as to the action it should take, it is recommended to seek its

own financial advice, including as to any tax consequences, from its stockbroker, bank

manager, solicitor, accountant or other independent financial adviser.

Neither this announcement nor the Tender Offer Memorandum constitutes an invitation to

participate in the Tender Offer in or from any jurisdiction in or from which, or to or from any

person to or from whom, it is unlawful to make such invitation under applicable securities laws.

The distribution of this announcement and the Tender Offer Memorandum in certain

jurisdictions may be restricted by law. Persons into whose possession this announcement or the

Tender Offer Memorandum comes are required by each of the Offeror, the Dealer Managers

and the Tender and Information Agent to inform themselves about and to observe, any such

restrictions. Nothing in this announcement or in the Tender Offer Memorandum constitutes an

offer to sell or the solicitation of an offer to buy the New Notes in the United States or any

other jurisdiction.

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.