CHORUS LIMITED — Capital/Financing Update 2013

Apr 30, 2013

Chorus Limited Level 9 Datacom House 68-86 Jervois Quay P O Box 632 Wellington New Zealand

Email: company.secretary@chorus.co.nz

STOCK EXCHANGE ANNOUNCEMENT

1 May 2013

Notification of issue of CFH securities

Chorus Limited has issued further Crown Fibre Holdings (CFH) securities as per the attached notice.

ENDS

For further information:

Brett Jackson Investor Relations Manager Mobile: +64 (27) 488 7808 Email: brett.jackson@chorus.co.nz

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Chorus Limited ("Chorus")

ABN

152 485 848

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

$\mathbf{1}$ ⁺Class of ⁺securities issued or to be issued

CFH Warrants

Number of *securities issued or $\overline{2}$ to be issued (if known) or maximum number which may be issued

15,180 CFH Warrants

Principal terms of the ⁺securities $\overline{\mathbf{3}}$ (eg, if options, exercise price and expiry date; if partly paid ⁺securities. the amount outstanding and due dates for payment: $if$ +convertible securities, the conversion price and dates for conversion)

The CFH Warrants are an option to acquire ordinary shares in Chorus on a specified exercise date at a set strike price.

The terms of the issue for the CFH Warrants are as set out in the the subscription agreement between Chorus and Crown Fibre Holdings Limited dated 9 November 2011 (Subscription Agreement). Further details are set out on pages 139 to 142 of the demerger Scheme Booklet dated 13 September 2011 and available http://www.chorus.co.nz/file/4926/scheme $at$ booklet.pdf

Do the ⁺securities rank equally in $\overline{4}$ all respects from the date of allotment with an existing ⁺class of quoted *securities?

If the additional securities do not rank equally, please state:

• the date from which they do
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

Issue price or consideration 5

6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)

Nil per CFH Warrant

Adjustment to the number of warrants outstanding following the ordinary dividend paid on 12 April 2013, in accordance with the Subscription Agreement.

Dates of entering ⁺securities 30 April 2013 $\overline{7}$ into uncertificated holdings or despatch of certificates

8 Number and ⁺class of all *securities quoted on ASX (including the securities in clause 2 if applicable)

Number	+ Class
389,299,049	fully paid ordinary shares

Number and ⁺class of all 9 *securities not quoted on ASX (including the securities in clause 2 if applicable)

Number	+ Class
31,676,294	CFH Equity
	Securities
	(unquoted)
31,676,294	CFH Debt Security (unquoted)
1,428,649	CFH Warrants (unquoted)

Dividend policy (in the case of a $10$ trust, distribution policy) on the increased capital (interests)

$N/a$

Part 2 - Bonus issue or pro rata issue

• Is security holder approval $\mathbf{u}$ $n/a$ required?
• $12$ Is the issue renounceable or nonrenounceable?
• Ratio in which the $\pm$ securities $n/a$ $13$ will be offered
• ⁺Class of ⁺securities to which the $|n/a$ $14$ offer relates

$n/a$

15	+ Record date determine to entitlements	n/a
16	Will holdings different on registers (or subregisters) be aggregated for calculating entitlements?	n/a
17	Policy for deciding entitlements in relation to fractions	n/a
18	Names of countries in which the entity has + security holders who will not be sent new issue documents	n/a
	Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7.
19	Closing date for receipt of acceptances or renunciations	n/a
20	Names of any underwriters	n/a
21	Amount of any underwriting fee or commission	n/a
22	Names of any brokers to the issue	n/a
23	Fee or commission payable to the broker to the issue	n/a
24	Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders	n/a
25	If the issue is contingent on *security holders' approval, the date of the meeting	n/a
26	Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled	n/a

$\bar{z}$

$\mathcal{A}^{\mathcal{A}}$ and $\mathcal{A}^{\mathcal{A}}$ are $\mathcal{A}^{\mathcal{A}}$

$\bar{\alpha}$

$\mathcal{A}$

$1/1/2003$

⁺ See chapter 19 for defined terms.

27	If the entity has issued options, and the terms entitle option holders participate to on exercise, the date on which notices will be sent to option holders	n/a
28	Date rights trading will begin (if applicable)	n/a
29	Date rights trading will end $(if)$ applicable)	n/a
30	How do + security holders sell their entitlements in full through a broker?	n/a
31	How do + security holders sell of their entitlements part through a broker and accept for the balance?	n/a
32	How do + security holders dispose of their entitlements (except by sale through a broker)?	n/a
33	+ Despatch date	n/a

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• Type of securities 34 (tick one)
• $(a)$

Securities described in Part 1

$(b)$

All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

If the *securities are *equity securities, the names of the 20 largest holders of the 35 additional ⁺securities, and the number and percentage of additional ⁺securities held by those holders

If the *securities are *equity securities, a distribution schedule of the additional 36 *securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ 5,001 - 10,000 10,001 - 100,000 100,001 and over

37

A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

• $38$ Number of securities for which ⁺quotation is sought
• Class of ⁺securities for which 39 quotation is sought
• Do the ⁺securities rank equally in 40 all respects from the date of allotment with an existing ⁺class of quoted ⁺securities?

If the additional securities do not rank equally, please state:

• the date from which they do $\bullet$
• the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
• the extent to which they do $\bullet$ not rank equally, other than in relation to the next dividend. distribution $\alpha$ interest payment

⁺ See chapter 19 for defined terms.

Reason for request for quotation $4¹$ now

$!$ Example: In the case of restricted securities, end of restriction period

(if issued upon conversion of another security, clearly identify that other security)

Number and ⁺class of all $42$ ⁺securities quoted on ASX (including the securities in clause $38)$

Number	+ Class

$\sim$

Quotation agreement

• ⁺Quotation of our additional ⁺securities is in ASX's absolute discretion. ASX $\mathbf{1}$ may quote the *securities on any conditions it decides.
• We warrant the following to ASX. $\overline{2}$
• The issue of the 'securities to be quoted complies with the law and is not for an illegal purpose.
• There is no reason why those *securities should not be granted ⁺quotation.
• An offer of the 'securities for sale within 12 months after their issue will not require disclosure under section $707(3)$ or section $1012C(6)$ of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any 'securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the 'securities be quoted.
• If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the 'securities be quoted.
• We will indemnify ASX to the fullest extent permitted by law in respect of any $\overline{3}$ claim, action or expense arising from or connected with any breach of the warranties in this agreement.
• We give ASX the information and documents required by this form. If any $\overline{4}$ information or document not available now, will give it to ASX before ⁺quotation of the ⁺securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Date: 30 April 2013 Sign here: (Company secretary)

Print name:

Vanessa Oakley

== == == == ==

⁺ See chapter 19 for defined terms.

Chorus Limited Level 9 Datacom House 68-86 Jervois Quay P O Box 632 Wellington New Zealand

Email: company.secretary@chorus.co.nz

Market Information Services Section NZX Limited Wellington

1 May 2013

NOTIFICATION OF ISSUE OF SECURITIES

Notice from Chorus Limited ("Chorus") pursuant to Listing Rule 7.12.1

(a) Class of Security:	CFH Warrants (unquoted)
(b) ISIN:	Not applicable
(c) Number of Securities issued:	15,180
(d) Issue price:	Nil
(e) Payment:	Nil
(f) Amount paid up:	Not applicable
(g) Reason for issue:	Adjustment to the number of warrants outstanding following the ordinary dividend paid on 12 April 2013, in accordance with the subscription agreement between Chorus and Crown Fibre Holdings Limited dated 9 November 2011 (Subscription Agreement).
$(h)$ % of the total class of securities issued:	Not applicable
Specific (i) authority for issue:	Board resolution passed on 3 April 2012
(i) Terms or details of issue:	The terms of issue are as set out in the Subscription Agreement. Further information regarding the terms of the CFH Warrants is set out in the demerger scheme booklet dated 13 September 2011, which is available at http://www.chorus.co.nz/file/4926/scheme- booklet.pdf
(k) Total	1,428,649 (unquoted)

Pursuant to Listing Rule 7.12.1 please be advised as follows:

number of
securities of
the class in
existence
after the
issue:
Treasury	Not applicable
stock
(acquisition
only):
(m) Date of	30 April 2013
issue:

Yours faithfully

Vanessa Oakley
General Counsel & Company Secretary