VET
01/04/2015 17:00
GENERAL
PRICE SENSITIVE
REL: 1700 HRS Vetilot Limited
GENERAL: VET: Notice of Offer of Same Class Financial Products
VETILOT LIMITED (NZAX: VET)
NOTICE OF OFFER OF SAME CLASS FINANCIAL PRODUCTS
Vetilot Limited (Vetilot) intends to undertake a pro rata one for one
renounceable issue of warrants and new listed shares to issue on the exercise
of those warrants (the Offer).
Pursuant to clause 20(1)(a) of Schedule 8 of the Financial Markets Conduct
Regulations 2014 (FMC Regulations), Vetilot advises that:
1. The Offer is being made in reliance upon the exclusions in clauses 11 and
19 of Schedule 1 of the Financial Markets Conduct Act 2013 (FMCA) and Vetilot
is giving this notice under clause 20(1)(a) of Schedule 8 of the FMC
Regulations.
2. As at the date of this notice, Vetilot is in compliance with:
2.1. The continuous disclosure obligations that apply to it in relation to
Vetilot listed shares;
2.2. Its "financial reporting obligations" within the meaning set out in
clause 20(5) of Schedule 8 of the FMC Regulations.
3. As at the date of this notice, there is no information that is "excluded
information" within the meaning set out in clause 20(5) of Schedule 8 of the
FMC Regulations.
4. The potential effects that the Offer and acquisition of new shares will
have on the "control" (within the meaning of clause 48 of Schedule 1 of the
FMCA) of Vetilot and the consequences of those effects are as follows:
4.1. As at the date the warrants are issued NZ Silveray Group Limited will
hold 70.06% of Vetilot's ordinary shares.
4.2. If all eligible shareholders take up their pro rata entitlements to new
shares under the Offer, their percentage shareholding in Vetilot will remain
the same and there will be no effect on the control of Vetilot.
4.3. Although shareholders with registered addresses outside of New Zealand
who are not shareholders that Vetilot is satisfied can participate in the
Offer in compliance with all
applicable laws are not eligible to participate in the Offer (and their
percentage shareholding will be diluted as a result of the issue of new
shares), the combined percentage interest of those ineligible shareholders is
not sufficiently significant for its dilution to have a material effect on
the control of Vetilot if all eligible shareholders take up their
entitlements.
4.4. If some eligible shareholders do not take up their full entitlement,
such shareholders' percentage shareholding will be reduced (relative to those
who did take up their full entitlement).
4.5. Also, NZ Silveray Group Limited will not be entitled to increase its
holding or control of voting securities in Vetilot without complying with the
Takeovers Code, but the Takeovers Code (Class Exemptions) Notice (No. 2) 2001
will allow that company to take up its pro rata entitlements to the extent
necessary to compensate for any decrease in its control percentage that
results from other shareholders taking up their entitlements.
4.6. Accordingly, the Offer is not expected to have any material effect
having any material consequence on the control of Vetilot.
Yours sincerely
Brent King
Chairman
1 April 2015
For Further Information
Please contact Mr Brent King
[email protected]
+64- 21- 632- 660
End CA:00262633 For:VET Type:GENERAL Time:2015-04-01 17:00:55