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CHORUS LIMITED — Capital/Financing Update 2025
Jun 3, 2025
64680_rns_2025-06-03_123828f4-9685-4606-b117-666c7c012a61.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
4 June 2025
Notification of issue of CIP warrants
Chorus Limited has issued further Crown Infrastructure Partners ( CIP ) warrants as per the attached notice.
Authorised by:
Drew Davies Chief Operating Officer
ENDS
For further information:
Brett Jackson
Investor Relations Manager Phone: +64 4 896 4039 Mobile: +64 (27) 488 7808 Email: [email protected]
Nathan Beaumont
Head of Corporate Relations Phone: +64 (4) 896 4352 Email. [email protected]
Capital Change Notice
Updated as at February 2025
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| Section 1: Issuer information | |
|---|---|
| Name of issuer | Chorus Limited |
| NZX ticker code | CNU |
| Class of financial product | CIP1 Warrants (unquoted) |
| ISIN (If unknown, check on NZX website) | N/A |
| Currency | NZD |
| Section 2: Capital change details | |
| Number issued/acquired/redeemed | 501,958 CIP1 Warrants (unquoted). |
| Nominal value (if any) | N/A |
| Issue/acquisition/redemption price persecurity | Nil per CIP1 Warrant. |
| Nature of the payment (for example, cashor other consideration) | N/A |
| 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 | 2.96% CIP1 Warrants |
| For an issue of Convertible FinancialProducts or Options, the principal terms ofConversion (for example the Conversionprice and Conversion date and the rankingof the Financial Product in relation to otherClasses of Financial Product) or the Option(for example, the exercise price andexercise date) | CIP1 Warrants are an option to acquireordinary Chorus shares on a specified exercisedate at a set strike price.CIP1 Warrants are issued for noconsideration.Each CIP1 Warrant gives the holder the right,on a specified exercise date, to purchase anordinary Chorus share at a set strike price. Thestrike price is based on a total shareholderreturn of 16% per annum on ordinary Chorusshares over the relevant period. Therefore, aholder of a CIP1 Warrant is only likely toexercise the CIP1 Warrant if total shareholderreturn on ordinary Chorus shares has exceeded16% per annum over that period.The exercise dates correspond to therepayment dates for the CIP1 Debt Securitiesand the dates on which dividends becomepayable on an increased proportion of CIP1Equity Securities, and will therefore bebetween 2025 and 2036. |
1 The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.
| Further information regarding the terms of theCIP1 Warrants is set out in the summary of CIP1Securities which is available at:https://company.chorus.co.nz/investors/financial-reports/crown-infrastructure-partners | |
|---|---|
| Reason for issue/acquisition/redemptionand specific authority forissue/acquisition/redemption/ (the reasonfor change must be identified here) | The CIP1 Warrants have been issued pursuant to:•the terms of the subscriptionagreement between Chorus and CIPdated 9 November 2011, as amendedby agreements between Chorus andCIP dated 18 September 2016 and 26January 2017 (UFB1 SubscriptionAgreement); and•a Chorus Board resolution passed on 3April 2012. |
| Total number of Financial Products of theClass after theissue/acquisition/redemption/Conversion(excluding Treasury Stock) and the totalnumber of Financial Products of the Classheld as Treasury Stock after theissue/acquisition/redemption. | 17,465,028 CIP1 Warrants (unquoted)No CIP1 Warrants are held as treasury stock. |
| 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 a reference to therule pursuant to which the issue,acquisition, or redemption is made | Board resolution passed on 3 April 2012.The CIP1 Warrants have been issued underlisting rule 4.2 pursuant to a waiver dated 3 April2020. |
| Terms or details of the issue, acquisition, orredemption (for example: restrictions,escrow arrangements) | The terms of issue are as set out in the UFB1Subscription Agreement. Further informationregarding the terms of the CIP1 Warrants is setout in the summary of CIP1 Securities which isavailable athttps://company.chorus.co.nz/investors/financial-reports/crown-infrastructure-partners. |
| Date of issue/acquisition/redemption2 | 03/06/2025 |
| Section 3: Disclosure required for Placements made under Rule 4.5.1[Issuers may opt to release Section 3 information (if not already done so) in a separate announcement within five Business Days ofthe issuance. Delete this Section 3 if capital change is not the result of a Placement under Rule 4.5.1] | |
| Details of the approach in identifyinginvestors who were able to participate inthe offer and how their respectiveallocations in the offer were determined. | N/A |
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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Capital Change Notice
Updated as at February 2025
The explanation must set out the key objectives and criteria the Issuer adopted in the allocation process, whether one of those objectives was a best effort to allocate on a pro rata basis to existing holders of the Issuer’s Equity Securities, and any significant exceptions or deviations from those objectives and criteria.
Section 4: Authority for this announcement and contact person Name of person authorised to make this Drew Davies announcement Chief Operating Officer Brett Jackson Contact person for this announcement Investor Relations Manager +64 4 896 4039 Contact phone number +64 27 488 7808 Contact email address [email protected] 4 June 2025 Date of release through MAP