Rakon Limited/Announcement
Rakon Limited logo

Notice of Further Variation of Takeover Offer

M&A9 March 2026RAKInformation Technology

Project Radar - Notice of Variation of Offer (9 March 2026)(43644541.2) (003).docx

9 March 2026


LETTER FROM BOURNS, INC.


TAKEOVER OFFER CLOSING DATE EXTENDED


Dear Rakon Shareholder / Share Rights Holder


On 9 February 2026, Bourns, Inc. (Bourns) made a full takeover offer (Offer) of $1.55 for all the

equity securities in Rakon Limited (Rakon). Today, we have extended the closing date of our Offer

to Monday, 13 April 2026. Please read the formal notice included with this letter for further details.

As at end of day 5 March 2026, we have received acceptances under the Offer which total more

than 64.82% of the ordinary shares, representing more than 1,900 shareholders.

The minimum acceptance condition will be satisfied once we receive acceptances which will result

in Bourns holding or controlling more than 90% of the voting rights in Rakon (unless waived in

accordance with the terms of the offer). If the 90% threshold is not reached (and the

condition is not waived), the Offer will lapse, shareholders will not receive their cash consideration

of $1.55 per share, and the stock will likely trade down towards or below the pre-takeover offer

value of $0.90 per share.


Shareholders and share rights holders are therefore strongly encouraged to accept the Offer as

soon as possible to:


1. Help ensure the Offer can proceed to completion; and


2. Receive their cash consideration promptly once the Offer conditions are satisfied.


Regulatory approval in the United Kingdom has now been received and approvals in New Zealand

and France are progressing.


If you wish to accept our Offer, you must do so by no later than 11.59pm on Monday, 13 April

2026.


Why Accept?

Rakon shareholders and share rights holders who have not yet accepted the Offer are urged to

read the Offer Document and the Target Company Statement. In making your decision, please

consider the following:

1. The independent directors of Rakon have unanimously recommended that you ACCEPT our

Offer.


2. The Offer price of $1.55 per equity security is within the independent adviser’s valuation range

stated in the independent adviser’s report included in Rakon’s Target Company Statement.


3. The Offer price represents a significant premium to the pre-announcement trading price of

Rakon shares, equating to a 72.2% premium to Rakon’s undisturbed share price of $0.90 per

Share on the NZX Main Board on 9 January 2026 (being the last trading day prior to the

announcement of Bourns’ Takeover Notice in respect of the Offer).







Project Radar - Notice of Variation of Offer (9 March 2026)(43644541.2) (003).docx

4. The independent directors of Rakon advised on 23 February 2026 that no competing proposal

had emerged since we issued the Takeover Notice in respect of the Offer on 11 January 2026.


5. A number of Rakon’s largest shareholders, including the Robinson Family and Siward Crystal

Technology Co. Limited, have already accepted the Offer. These shareholders have board

representation and therefore have full visibility of Rakon’s current performance and future

growth prospects.


6. Potential regulatory risks, challenges in funding capital expenditure demands for Rakon’s

growth plans and execution risks associated with these growth plans.


7. The likelihood of the share price falling towards, or below, its pre-Offer level should the Offer

not proceed. The Rakon share price on 9 January 2026 was NZ$0.90 per share and the VWAP

over the 90 days ending on 9 January 2026 was NZ$0.84 per share.


If you have not already accepted the Offer in respect of your Rakon shares or share rights, but wish

to do so, please complete and return the acceptance form applicable to the equity securities you

hold, in accordance with the instructions of that acceptance form. Shareholders are also able to

accept online at: www.takeoveroffer.co.nz/rakon.


If you have already accepted the Offer, you do not need to take any further action.


Shareholders requiring assistance should contact their financial adviser or Computershare, the

Registrar, on 0800 991 101 (toll free within New Zealand), +64 9 488 8700 or email:

tkoacceptances@computershare.co.nz


For and on behalf of Bourns, Inc. by:




Al Yost

President and Chief Operating Officer







Project Radar - Notice of Variation of Offer (9 March 2026)(43644541.2) (003).docx

9 March 2026


Dear Rakon Shareholder / Share Rights Holder


NOTICE OF VARIATION OF TAKEOVER OFFER


1. We refer to the full takeover offer (Offer) by Bourns, Inc. (Bourns) dated 9 February 2026 to

acquire all of the equity securities in Rakon Limited (Rakon).


2. Bourns advises that it has decided to vary the Offer by extending the closing date of the Offer

from 11.59pm on 23 March 2026 to 11.59pm on 13 April 2026. This extension also means that

the latest date that Rakon may declare the Offer unconditional has been extended from

11.59pm on 22 April 2026 to 11.59pm on 12 May 2026.


3. All other terms and conditions of the Offer remain unchanged as set out in the Offer Document

sent to you.


4. This variation of the Offer is made under Rule 27(d), and this notice is given under Rule 28(1),

of the Takeovers Code.


5. If you have not already accepted the Offer in respect of your Rakon shares or share rights, but

wish to do so, please complete and return the acceptance form applicable to the equity

securities you hold, in accordance with the instructions of that acceptance form. Shareholders

are also able to accept online at: www.takeoveroffer.co.nz/rakon.


6. If you have already accepted the Offer, you do not need to take any further action.


For and on behalf of Bourns, Inc. by:




Al Yost

President and Chief Operating Officer


cc Rakon Limited

8 Sylvia Park Road

Mt Wellington, Auckland

1060, New Zealand

Sent by email: maureen.shaddick@rakon.com


cc The Takeovers Panel

Level 3, Solnet House

70 The Terrace

PO Box 1171

Wellington 6011

Sent by email: takeovers.panel@takeovers.govt.nz


cc NZX Limited

Level 1, NZX Centre

11 Cable Street

PO Box 2959

Wellington

Sent by email: announce@nzx.com

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.