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CHORUS LIMITED — Capital/Financing Update 2025
Nov 30, 2025
64680_rns_2025-11-30_d4b0d015-1352-4a7e-862a-e76e3c8d31b6.pdf
Capital/Financing Update
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Chorus Limited Level 10, 1 Willis Street P O Box 632 Wellington New Zealand
Email: [email protected]
STOCK EXCHANGE ANNOUNCEMENT
1 December 2025
Chorus EMTN tender offer – settlement completed
Please find attached:
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an announcement regarding the completed settlement of Chorus’ tender offer for the EUR 300,000,000 0.875% notes due 5 December 2026 (the 2026 Notes ). EUR 243,452,000 worth of the 2026 Notes were purchased and cancelled pursuant to the tender offer;
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ASX Appendix 3H – cancellation of securities.
Authorised by:
Drew Davies
Chief Operating Officer
ENDS
For further information:
Andrew Hopkinson Treasurer Mobile: +64 (27) 249 5678 Email: [email protected]
Aleida White Head of Investor Relations Mobile: 64 (21) 155 8837 Email: [email protected]
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.
1 December 2025
Chorus Limited
( incorporated with limited liability in New Zealand )
(the " Offeror ")
Settlement of the Tender Offer by the Offeror in respect of the 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 announcements of the Offeror dated 11 November 2025 and 27 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 Offeror is pleased to announce that the Financing Condition has been satisfied and the settlement of the Tender Offer was completed on 28 November 2025.
Following settlement of the Tender Offer, EUR 243,452,000 in aggregate principal amount of the Notes were purchased by the Offeror on 28 November 2025 and cancelled pursuant to the terms and conditions of the Notes. EUR 56,548,000 in aggregate principal amount of the Notes remain outstanding.
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Appendix 3H - Notification of cessation of securities
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Announcement Summary
Entity name
CHORUS LIMITED
Announcement Type
New announcement
Date of this announcement
Monday December 01, 2025
Details of +securities that have ceased
| Number of | ||||
|---|---|---|---|---|
| ASX +security | +securities that | The +securities have | Date of | |
| code | Security description | have ceased | ceased due to | cessation |
| CNUHB | 0.875% NOTES MAT | 24,345 | Cancellation by agreement | 28/11/2025 |
| 05-DEC-2026 MIN CONS | between the entity and the | |||
| $5HT NC | holder |
Refer to next page for full details of the announcement
Appendix 3H - Notification of cessation of securities
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Appendix 3H - Notification of cessation of securities
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Part 1 - Announcement Details
1.1 Name of +Entity
CHORUS LIMITED
We (the entity named above) provide the following information about our issued capital.
1.2 Registered Number Type Registration Number ARBN 152485848
1.3 ASX issuer code
CNU
1.4 The announcement is
New announcement
1.5 Date of this announcement
1/12/2025
Appendix 3H - Notification of cessation of securities
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Appendix 3H - Notification of cessation of securities
Part 2 - Details of +equity securities or +debt securities that have ceased
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ASX +Security Code and Description
CNUHB : 0.875% NOTES MAT 05-DEC-2026 MIN CONS $5HT NC
Quoted +equity securities or +debt securities that have ceased Number of securities that have ceased
24,345
Reason for cessation
Cancellation by agreement between the entity and the holder
Is the entity paying any consideration for the cessation? Yes
Date of cessation
28/11/2025
In what currency is the consideration Consideration amount per +security paid by the entity for the cessation being paid? EUR - Euro EUR 9,869.400000000000
EUR 9,869.400000000000
Any other information the entity wishes to notify to ASX about the cessation?
Cancellation of the notes is the result of a tender by the entity for any and all of the 2026 notes held by 'qualifying holders' for purchase by the entity for cash. EUR 243,452,000 worth of notes were purchased and cancelled. Based on the ASX face value of EUR 10,000, the number of notes to be cancelled should be 24,345.2 (rather than the whole number required above of 24,345), and the number of 2026 notes remaining on issue should be 5,654.8. Accrued interest was also paid on settlement.
Appendix 3H - Notification of cessation of securities
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Appendix 3H - Notification of cessation of securities
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Part 3 - Issued capital following changes
Following the cessation of the +securities the subject of this notification, the issued capital of the entity will comprise:
The figures in parts 3.1 and 3.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.
3.1 Quoted +equity securities and +debt securities (total number of each +class of +securities quoted on ASX)
| 3.1 Quoted +equity securities and +debt securities (total number of each +class of | +securities quoted on ASX) |
|---|---|
| Total number of | |
| ASX +security code and description | +securities on issue |
| CNUHC : 3.625% NOTES MAT 07-SEP-2029 MIN CONS $5HT NC | 50,000 |
| CNU : ORDINARY FULLY PAID FOREIGN EXEMPT NZX | 433,887,294 |
| CNUHD : 3.529% NOTES MAT 26-NOV-2032 MIN CONS $5HT NC | 40,000 |
| CNUHB : 0.875% NOTES MAT 05-DEC-2026 MIN CONS $5HT NC | 5,655 |
| 3.2 Unquoted +equity securities (total number of each +class of +equity securities issued but not quoted on ASX) | |
| Total number of | |
| ASX +security code and description | +securities on issue |
| CNUAM : WARRANT EXPIRING VARIOUS DATES EX VARIOUS PRICES | 10,277,345 |
| CNUAK : DEBT SECURITY CIP1 | 376,711,053 |
| CNUAI : EQUITY SECURITY CIP2 | 306,423,177 |
| CNUAO : DEBT SECURITY CIP2 | 104,852,093 |
| CNUAN : EQUITY SECURITY CIP1 | 376,711,053 |
3.2 Unquoted +equity securities (total number of each +class of +equity securities issued but not quoted on ASX)
Note: the figures stated in the tables above are used to calculate the total market capitalisation of the entity published by ASX from time to time. The table will not include those classes of +securities that have ceased or lapsed in their entirety in ASX records before the announcement date described in Q1.5, even if the entity has advised ASX of a change to that class of +security in Part 2 of this form.
Appendix 3H - Notification of cessation of securities
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