Independent Adviser(s): Armillary Private Capital (Rule 18)

Company Meeting Date: 06/11/2012

Offer Type: Full

Summary of transaction:

In February 2012, GFNZ Group Limited (“Geneva”) issued shares to Federal Pacific Group Limited (“FedPac”) at $0.0275 cents per share to raise $1.236m. At the same time, the directors announced that Geneva would make a pro-rata rights issue to shareholders which would enable all shareholders to acquire additional shares in Geneva at the same price as the shares were issued to FedPac. The rights issue would assist with funding Geneva’s business and repayment of its Moratorium debenture stock.

FedPac offered to underwrite the rights issue. Accordingly, Geneva sought shareholder approval to any increase in FedPac’s voting control of Geneva resulting from the underwriting arrangements. If no shareholders participated in the rights issue, then, pursuant to the underwriting arrangements, FedPac’s voting control could increase up to a maximum of 43.53%.

The Panel approved Armillary Limited, trading as Armillary Private Capital, to prepare the rule 18 independent adviser’s report in respect of the rights issue.

The special meeting of shareholders was held on 6 November 2012.

 

We have not received consent to publish other documents in relation to this transaction on our website. However, copies of these documents are available upon request to the Panel under the Official Information Act 1982. Please send your written Official Information requests to takeovers.panel@takeovers.govt.nz