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Tower Limited — Capital/Financing Update 2025
Mar 12, 2025
66289_rns_2025-03-12_83ac0f10-2767-48ca-8705-6a3cc6bf6bfd.pdf
Capital/Financing Update
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12 March 2025
Market Information Company Announcements Office NZX Limited ASX Limited Level 2, NZX Centre Exchange Centre 11 Cable Street Level 6, 20 Bridge Street Wellington Sydney NSW 2000 New Zealand Australia
Capital Return to Shareholders – Final Court Orders Received
Tower Limited (Tower) has received final orders from the High Court on 12 March 2025, approving the return of approximately NZ$45 million of capital to its shareholders.
On 16 December 2024 Tower announced that it had received initial orders from the High Court to seek shareholders’ approval for the return of capital at its ASM on 11 February 2025.
The return of capital is on a pro rata basis, by way of a scheme of arrangement under Part 15 of the Companies Act 1993. The return of capital was approved at a meeting of shareholders on 11 February 2025 with 99.25% of the votes cast, being cast in favour of the resolution. As previously announced on 21 October 2024, IRD approval that no part of the capital return is in lieu of the payment of a dividend has also been obtained.
The scheme will involve Tower’s shareholders:
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having one (1) share cancelled for every ten (10) shares held (together with all rights attaching to those shares) on the record date. Fractions of a share will be rounded up or down to the nearest whole number (with 0.5 rounded down); and
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receiving a cash sum of NZ$1.1858 for each share cancelled. Australian registered shareholders will receive these funds in Australian dollars at an exchange rate approved by Tower on or about the record date.
The scheme remains subject to the Board, at its sole discretion, remaining satisfied that Tower is complying with solvency and regulatory capital requirements, including under its capital management process requirements, and that it remains prudent to undertake the scheme, in each case, up to the time the scheme is given effect by cancellation of shares, being 20 March 2025. As at the date of this announcement, the Board remains satisfied in relation to these matters.
Set out below is the timetable for the capital return:
| Event | Date |
|---|---|
| Last trading day – Last trading day prior to | Monday, 17 March 2025 |
| halt of tradingon NZX and ASX. | |
| Record Date – Record date for determining | Wednesday, 19 March 2025 |
| entitlement toparticipate in the scheme. | |
| Implementation Date – Shares cancelled. | Thursday, 20 March 2025 |
Tower Limited 136 Fanshawe Street, PO Box 90347, Auckland 1142, New Zealand Freephone: 0800 808 808 Calling from overseas: +64 9 369 2000 tower.co.nz
| Trading resumes – Trading on NZX and ASXresumes (with ASX trading to be on adeferred basis for this day under temporarycode TWRDC). | Thursday, 20 March 2025 |
|---|---|
| Payment – Computershare to make paymentand send new shareholding statements(within 10 business days of record date). | By Wednesday, 2 April 2025 |
Please note that Tower will be trading on a deferred settlement basis on the ASX from 18 March 2025 until 20 March 2025, with the settlement date of Tuesday, 25 March 2025. Deferred settlement will not occur on NZX.
This announcement has been authorised by Michael Stiassny, Chair.
For media enquiries, please contact in the first instance:
Emily Davies, Head of Corporate Affairs and Sustainability +64 21 815 149 [email protected]
For investor enquiries, please contact:
James Silcock Head of Strategy, Planning and Investor Relations +64 22 395 9327 [email protected]
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