CHORUS LIMITED — Capital/Financing Update 2021

Jan 28, 2021

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Chorus Limited Level 10, 1 Willis Street P O Box 632 Wellington New Zealand

Email: company.secretary@chorus.co.nz

STOCK EXCHANGE ANNOUNCEMENT

29 January 2021

Notification of issue of CIP securities

Chorus Limited has issued further Crown Infrastructure Partners (CIP) securities as per the attached notice.

Authorised by:

Elaine Campbell

General Counsel & Company Secretary

ENDS

For further information:

Steve Pettigrew Head of External Communications Mobile: +64 (27) 258 6257 Email: steve.pettigrew@chorus.co.nz

Brett Jackson Investor Relations Manager Phone: +64 4 896 4039 Mobile: +64 (27) 488 7808 Email: brett.jackson@chorus.co.nz

Updated as at 17 October 2019

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Capital Change Notice

Section 1: Issuer information
Name of issuer	Chorus Limited
NZX ticker code	CNU
Class of financial product	CIP2 Equity Securities (unquoted)
ISIN	N/a
Currency	NZD
Section 2: Capital change details
Number issued/acquired/redeemed	3,560,457
Nominal value (if any)	N/a.
Issue/acquisition/redemption price persecurity	NZ$1.000000 per CIP2 Equity Security.
Nature of the payment (for example,cash or other consideration)	Cash.
Amount paid up (if not in full)	N/a.
Percentage of total class of FinancialProducts issued/acquired/redeemed/(calculated on the number of FinancialProducts of the Class, excluding anyTreasury Stock, in existence)1	1.96%
For an issue of Convertible FinancialProducts or Options, the principal termsof Conversion (for example theConversion price and Conversion dateand the ranking of the Financial Productin relation to other Classes of FinancialProduct) or the Option (for example, theexercise price and exercise date)	CIP2 Equity Securities are redeemable preferenceshares carrying no right to vote at meetings ofholders of ordinary Chorus shares, but entitle theholder to a right to a repayment preference onliquidation. Dividends will become payable on theCIP2 Equity Securities from 2036.Chorus may redeem CIP2 Equity Securities at anytime:•by cash payment of the total issue price ofCIP2 Equity Securities to be redeemed; or•by the issue of ordinary Chorus shares of avalue equal to the total issue price of the CIP2Equity Securities to be redeemed (with thoseordinary Chorus shares valued at a 5%discount to the 20-day VWAP for Chorusshares traded in ordinary trading on NZX).

1 The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

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	In the event that the Network Infrastructure ProjectAgreement dated 26 January 2017 (NIPA2) betweenChorus and Crown Infrastructure Partners Limited(CIP) is terminated, either for a material breach byChorus, a serious health and safety event, or for achallenge by Chorus to the enforceability ofliquidated damages, service default payments ormaterial breach liquidated damages under NIPA2, orin the event that the Chorus Board resolves to pay adividend on the CIP2 Equity Securities but thatdividend is not paid, a holder of CIP2 EquitySecurities can elect to:•continue to hold the CIP2 Equity Securities;•exchange the CIP2 Equity Securities forvoting preference shares; or•exchange the CIP2 Equity Securities forordinary Chorus shares of a value equal tothe lesser of the “fair value” and the issueprice of the CIP2 Equity Securities (with thoseordinary Chorus shares valued at a 5%discount to the 20-day VWAP for ordinaryChorus shares traded in ordinary trading onNZX).CIP or a Crown Entity (who has executed theapplicable accession documentation) can also electone of the options above in relation to the CIP2Equity Securities it holds if a prescribed insolvencyevent occurs in relation to Chorus.Further information regarding the terms of the CIP2Equity Securities is set out in the Summary of CIP2Securities which is available athttps://company.chorus.co.nz/reports.
Reason for issue/acquisition/redemptionand specific authority forissue/acquisition/redemption/ (thereason for change must be identifiedhere)	The funds are to be used by Chorus in theconstruction of the Ultra-Fast Broadband network inNew Zealand.The CIP2 Equity Securities have been issuedpursuant to:•the terms of the subscription agreementbetween Chorus and CIP dated26 January 2017 as amended from time totime (UFB2 Subscription Agreement);•a call notice issued by Chorus to CIP on27 January 2021 pursuant to the terms of theUFB2 Subscription Agreement; and•a Chorus Board resolution passed on24 August 2018.
Total number of Financial Products ofthe Class after theissue/acquisition/redemption/Conversion (excluding Treasury Stock) and thetotal number of Financial Products of	184,762,525 CIP2 Equity Securities (unquoted).No CIP2 Equity Securities are held as treasury stock.

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the Class held as Treasury Stock afterthe issue/acquisition/redemption.
In the case of an acquisition of shares,whether those shares are to be held astreasury stock	N/a.
Specific authority for the issue,acquisition, or redemption, including areference to the rule pursuant to whichthe issue, acquisition, or redemption ismade	Board resolution passed on 24 August 2018.The CIP2 Equity Securities have been issued underlisting rule 4.5.
Terms or details of the issue,acquisition, or redemption (for example:restrictions, escrow arrangements)	The terms of issue are as set out in the UFB2Subscription Agreement. Further informationregarding the terms of the CIP2 Equity Securities isset out in the summary of CIP2 Securities which isavailable athttps://company.chorus.co.nz/reports.
Date of issue/acquisition/redemption2	29 January 2021
Section 3: Authority for this announcement and contact person
Name of person authorised to make thisannouncement	Elaine CampbellGeneral Counsel & Company Secretary
Contact person for this announcement	Brett JacksonInvestor Relations Manager
Contact phone number	+64 4 896 4039+64 27 488 7808
Contact email address	Brett.Jackson@chorus.co.nz
Date of release through MAP	29 January 2021

2 Continuous issuers using this form in reliance on Rule 3.13.2, please indicate the period during which the relevant issue/acquisition/redemptions were made (for example, 1 January 2019 to 31 January 2019).

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