Important information
This is an unsolicited offer by [full name of offeror] to buy your investment in [describe security]/to buy the power to dispose of your investment in [describe security]/to buy [describe interests in or rights attaching to securities] in your [describe security]*.
Financial Markets Authority warnings
*[List Financial Markets Authority warnings required to be contained in the document under an order made under section 49 of the Financial Markets Authority Act 2011.]
*Omit this text (and the heading above it) if no warnings are required under section 49 of the Financial Markets Authority Act 2011. |
Make sure you read carefully and understand all of the terms of this unsolicited offer, including any fine print in this document or in any other documents or forms relating to the offer. It is recommended that you talk to an authorised financial adviser and find out what your investment is really worth before selling it. Alternatively, seek advice from a Community Law Centre or Citizens Advice Bureau.
Offer price compared with market price/with fair estimate of value*
Offer price: $[specify in bold the amount referred to in regulation 9(1)(a)(i) or (b)(i)] per [name of security] | | Market price/Fair estimate of value*: $[specify in bold the amount referred to in regulation 9(1)(a)(ii) or (b)(ii)] per [name of security] |
Total offer price: $[specify in bold the amount referred to in regulation 9(1)(a)(iii) or (b)(iii)] for [number] [name of securities] | | Total market price/Total fair estimate of value*: $[specify in bold the amount referred to in regulation 9(1)(a)(iv) or (b)(iv)] for [number] [name of securities] |
Note: The information relating to prices and values to be disclosed above relates to the information that must be contained in the disclosure document under regulation 9(1)(a)(i) to (iv) or (b)(i) to (iv) (if those provisions apply). |
Total offer price: $[specify in bold the amount referred to in regulation 9(1)(c)(i)] for [describe power to dispose, interest, or right to be acquired] in respect of [number] [name of securities] | | Total fair estimate of value: $[specify in bold the amount referred to in regulation 9(1)(c)(ii)] for [describe power to dispose, interest, or right to be acquired] in respect of [number] [name of securities] |
Note: The information relating to prices and values to be disclosed above relates to the information that must be contained in the disclosure document under regulation 9(1)(c)(i) and (ii) (if those provisions apply). |
*The market price specified above is the market price of the [name of security] as at [specify date not earlier than 10 working days before the offer date] on [specify the securities market on which the securities are listed], which is operated by [name of relevant registered exchange].
*You can check the current market price for [name of security] on NZX Limited's Internet site at www.nzx.com or in newspapers. The stock code for [name of issuer] is [unique identification code issued by the relevant registered exchange].
*Include this paragraph if regulation 9(1)(a) applies. If the relevant registered exchange is not NZX Limited, the references to NZX Limited and its Internet site must be replaced with references to the relevant registered exchange and its Internet site. |
*The estimates of value specified above are fair estimates of the value as at [specify date not earlier than 10 working days before the offer date]. The estimates are based on [set out the basis for making the estimates (including the main assumptions on which the estimates are based)].
*The estimates have been reviewed by an independent third party acting in his or her professional capacity (and his or her name is [full name]).
or
*The estimates are only in the opinion of [full name of offeror] (and have not been reviewed by an independent third party).
You can find out how much your investment is likely to be worth from an authorised financial adviser, the company or other entity that offers the investment, or (if the company or other entity you invested in is in receivership) from the receivers. Receivers’ reports can give a good indication of how much you are likely to receive for your investment. You can find copies of the receivers’ reports by searching under the company’s name on the Companies Office Internet site www.business.govt.nz/companies/
The offer to you must remain open for a minimum of 30 days from the date of the offer. You have time to think about whether or not to accept the offer.
Terms of payment
[Include the information and statements required by regulation 9(1)(d) and (3).]
Key dates
Date of the offer: [specify date of unsolicited offer]
Expiry date of the offer: [specify expiry date of unsolicited offer]
Right to cancel
If you accept the offer but then change your mind, you have the legal right to cancel the agreement under the Securities Markets (Unsolicited Offers) Regulations 2012 (provided you do so within the time frames referred to below). To cancel the agreement, you must—
Note: A working day is a day of the week other than—
a Saturday, a Sunday, Waitangi Day, Good Friday, Easter Monday, Anzac Day, Queen's Birthday, and Labour Day; and
a day in the period commencing with 25 December in a year and ending with 2 January in the following year; and
if 1 January falls on a Friday, the following Monday or, if 1 January falls on a Saturday or a Sunday, the following Monday and Tuesday.
Offeror details
[Specify full name of offeror, postal address of offeror, and email address of offeror.]
Further important information
The Financial Markets Authority (the FMA) regulates New Zealand’s financial markets, which includes monitoring and enforcing compliance with the law relating to unsolicited offers. The FMA’s main objective is to promote fair, efficient, and transparent financial markets. Further guidance for investors, including in relation to unsolicited offers and on how to find an authorised financial adviser, is available on the FMA’s Internet site www.fma.govt.nz