Cooks Coffee Company Limited logo

Rights Issue open

Capital Raise19 October 2022CCCConsumer Staples

9508369.2







Dear shareholder

Cooks Coffee Company rights issue

On 7 October 2022, Cooks Coffee Company Limited (Cooks) announced to NZX that we planned to offer

eligible shareholders the opportunity to participate in our renounceable rights issue at an issue price of NZ$0.36

per share (or £0.18 per share). The Rights will not be quoted and cannot be traded on the NZX Main Board.

You have until 5:00pm (New Zealand time) on 28 October 2022 to accept the offer online using the Shareholder

Number and Entitlement Number printed above at website: https://cookscoffeecompany.capitalraise.co.nz.

Cooks is undertaking this capital raise with the objective of using the proceeds to:

 accelerate the opening of new stores, expand its offering, and bring greater value to customers and

shareholders;

 use the capital from the fundraising to progress its plans for an expanded digital marketing capability

and for general working capital purposes, with the aim of expanding our client base and improving

our overall product offering; and

 seek to acquire dynamic brands with a unique offering and will focus on targeting well-run firms with

strong sustainability credentials who can provide synergies with Cooks’ existing Esquires and Triple

Two brands.

The AGM presentation released by Cooks on 27 September 2022 sets out Cooks’ growth plans in further detail,

and is available at www.nzx.com under the ticker code “CCC”. Eligible shareholders are entitled to take up

1 New Share for every 6.367 Existing Shares held, and to apply for additional shares at that price. Eligible

shareholders have until 5:00pm (New Zealand time) on 28 October 2022 to apply at the following link:

https://cookscoffeecompany.capitalraise.co.nz.

Shareholders who choose not to take up their Rights will have their percentage shareholding diluted.

In parallel to the rights issue, the directors plan to make a private placement to new investors in the United

Kingdom and New Zealand at the same price as the shares offered in the rights issue. While Cooks is seeking

to raise up to NZ$3 million (£1.5m) through the rights issue and associated placement, Cooks reserves the right

to accept oversubscriptions in the placement or rights issue.

Before making your investment decision, I encourage you to read this document and information released by

Cooks to NZX available at www.nzx.com under the ticker code “CCC”, such as the full year result released in

May 2022, the annual report released in June 2022, and the AGM presentation released in September 2022. If

you are in doubt as to what you should do, you should consult your financial or professional adviser or a NZX

Broker.

Keith Jackson

Executive Chairman

Cooks Coffee Company Limited

18 October 2022




CSN/Holder Number: R601340585



Entitlement Number: 372395

NEIL ROBERT BUTLER & KIM MAREE

GREEN & OAC TRUSTEES LIMITED

<GRENA A/C>

C/- OSBORNE ATTEWELL CLEWS

PO BOX 641

WHAKATANE 6143

---

1
Laura Murton

From:Cooks Coffee Company <no_return@linkinvestorservices.co.nz>

Sent:Tuesday, 18 October 2022 11:05 AM

To:Yuxuan Zhang

Subject:Cooks Coffee Company Limited Rights Issue




CSN/Holder Number: 334993957

Entitlement Number: 788981


18 October 2022

Dear shareholder

Cooks Coffee Company Limited rights issue

On 7 October 2022, Cooks Coffee Company Limited (Cooks) announced to NZX

that we planned to undertake a pro-rata renounceable rights issue. On behalf

of the directors of Cooks, we are now pleased to offer eligible shareholders the

opportunity to participate in the rights issue at an issue price of NZ$0.36 cents

per share (or £0.18 per share). The Rights will not be quoted and cannot be

traded on the NZX Main Board. You have until 5:00pm (New Zealand time) on

the 28 October 2022 to accept the offer online using the Shareholder Number

and Entitlement Number printed above at website:

https://cookscoffeecompany.capitalraise.co.nz/.

Cooks is undertaking this capital raise with the objective of using the proceeds

to:

 accelerate the opening of new stores, expand its offering, and bring

greater value to customers and shareholders;

 use the capital from the fundraising to progress its plans for an expanded

digital marketing capability and for general working capital purposes,

with the aim of expanding our client base and improving our overall

product offering; and

 seek to acquire dynamic brands with a unique offering and will focus on

targeting well-run firms with strong sustainability credentials who can

provide synergies with Cooks’ existing Esquires and Triple Two brands.

2
The Rights Offer component of the Offer opens today.

Eligible shareholders are entitled to take up 1 New Share for every 6.367 Existing

Shares held as at 5.00pm NZ time on the Record Date of 17 October 2022, and

to apply for additional shares at that price. Eligible shareholders have until

5:00pm New Zealand time on 28 October 2022 to apply at the following link:

https://cookscoffeecompany.capitalraise.co.nz/.

Shareholders who choose not to take up their Rights will have their percentage

shareholding diluted.

In parallel to the rights issue, the directors plan to make a private placement to

new investors in the United Kingdom and New Zealand at the same price as the

shares offered in the rights issue. While Cooks is seeking to raise up to NZ$3 million

(£1.5m) through the rights issue and associated placement, Cooks reserves the

right to accept oversubscriptions in the placement or rights issue.

Eligible shareholders wishing to participate in the Rights offer can now apply

online at https://cookscoffeecompany.capitalraise.co.nz/. To complete your

acceptance online you will need your CSN/Holder Number and the unique

Entitlement Number stated below. You must ensure that your application and

payment are completed allowing sufficient time to be received by no later than

5.00pm (NZ Time) on Friday 28 October 2022.

Your online acceptance details:

CSN/Holder Number: 334993957

Entitlement Number: 788981

The Rights Offer will close at 5.00pm (NZ Time) on Friday 28 October 2022.

Further details about the renounceable rights issue are included in the Offer

Document which can be viewed online at

https://cookscoffeecompany.capitalraise.co.nz/.

The rights issue offer document sets out important information about the Offer.

Before making your investment decision, I encourage you to read the offer

document and information released by Cooks to NZX available at

www.nzx.com under the ticker code “CCC”, such as the full year result released

in May 2022, the annual report released in June 2022, and the AGM

presentation released in September 2022. If you are in doubt as to what you

should do, you should consult your financial or professional adviser or an NZX

Broker.

On behalf of the Board, thank you for your continued support as a shareholder

and I welcome your participation in these rights offer.

Best Regards

Keith Jackson

Executive Chairman

Cooks Coffee Company Limited

3

The offer of Shares in Cooks Coffee Company Limited (Cooks) is made on the terms and

conditions set out in the Offer Document dated 18 October 2022. Capitalised terms have the

meaning set out in the Offer Document. Applications for Shares can be made through the

online application process or as otherwise directed by Cooks. This email may not be

forwarded to any other person (or otherwise reproduced in any manner) in any jurisdiction

outside of New Zealand, Australia, United Kingdom or Ireland. Any forwarding or other

distribution of this email in whole or in part may result in a violation of relevant securities laws.

Cooks disclaims all liability in respect of any breach of such laws.

This email may not be released to US wire services or distributed in the United States. This email

does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United

States or any other jurisdiction. Any securities described in this email have not been, and will

not be, registered under the US Securities Act of 1933 and may not be offered or sold in the

United States except in transactions exempt from, or not subject to, registration under the US

Securities Act and applicable US state securities laws.



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9519572.3







Dear shareholder

Cooks Coffee Company

Introduction

You currently hold less than 1,125 shares in Cooks Coffee Company Limited (Cooks).

On 6 April 2022, Cooks wrote to you to advise that it intended to exercise a power of sale under its constitution

of holdings of less than 1,125 shares, as that is less than a ‘less than minimum holding’ under the NZX Listing

Rules. On 7 October 2022, Cooks announced a rights issue.

Your options

The purpose of this letter is to give you an opportunity to participate in the rights issue and increase your

shareholding to more than 1,125 shares, to ensure Cooks does not sell your shareholding.

If you do not wish to participate in the rights issue, you have the following options:

1) seek to sell your shares through the NZX Main Board, or privately;

2) purchase further shares in Cooks through the NZX Main Board (applicable brokerage charges will

apply) or privately, to increase your shareholding above 1,125 shares;

3) transfer your holding to a low-cost platform (e.g. Sharesies – refer instructions enclosed) or

4) do nothing, in which case your shares will be compulsorily acquired and sold following completion

of the rights issue intended to close on the 28 October 2022.

If you have any questions about these options and particularly if you would like to participate in the rights issue

please get in touch with our registry Link Market Services in one of the following ways:

Website: www.linkmarketservices.co.nz

Email: applications@linkmarketservices.com

Phone: +64 09 375 5998


Further details of the Rights Issue

Cooks plans to offer eligible shareholders who holds shares at 5.00pm on the record date 17 October 2022 the

opportunity to participate in a rights issue at an issue price of NZ$0.36 per share (or £0.18 per share). Cooks is

undertaking this capital raise with the objective of using the proceeds to:

 accelerate the opening of new stores, expand its offering, and bring greater value to customers and

shareholders;

JUAN HIGUEL HAMBER &

ELAINE CLARE HAMBER

<TIVERTON A/C>

102 ARTHUR STREET

ONEHUNGA

AUCKLAND 1061

18 October 2022



CSN/Holder Number: R600524127


Entitlement Number: 573766


Shares Held: 67

100553867/9519572
2

 use the capital from the fundraising to progress its plans for an expanded digital marketing capability

and for general working capital purposes, with the aim of expanding our client base and improving

our overall product offering; and

 seek to acquire dynamic brands with a unique offering and will focus on targeting well-run firms with

strong sustainability credentials who can provide synergies with Cooks’ existing Esquires and Triple

Two brands.

The Annual Meeting presentation released by Cooks on 27 September 2022 sets out Cooks’ growth plans in

further detail, and is available to view at www.nzx.com under the ticker code “CCC”. Eligible shareholders

are entitled to take up 1 New Share for every 6.367 Existing Shares held, and to apply for additional shares at

that price. Shareholders who choose not to take up their Rights will have their percentage shareholding diluted.

In parallel to the rights issue, the directors plan to make a private placement to new investors in the United

Kingdom and New Zealand at the same price as the shares offered in the rights issue. While Cooks is seeking

to raise up to NZ$3 million (£1.5m) through the rights issue and associated placement, Cooks reserves the right

to accept oversubscriptions in the placement.

Before making your investment decision, I encourage you to read the offer document and information released

by Cooks to NZX available to view at www.nzx.com under the ticker code “CCC”, such as the full year results

released in May 2022, the annual report released in June 2022, and the AGM presentation released in

September 2022. If you are in doubt as to what you should do, you should consult your financial or professional

adviser or a NZX Broker.

If you wish to participate in the rights issue please either apply online at

https://cookscoffeecompany.capitalraise.co.nz. To complete your acceptance online you will need your

CSN/Holder Number and unique Entitlement Number stated at the top of this letter or email

applications@linkmarketservices.co.nz as soon as possible, providing the CSN/Holder Number at the top of

this letter, so the Company’s share registrar can send you the offer document and an application form.


Keith Jackson

Executive Chairman

Cooks Coffee Company Limited

Sharesies makes
investing easy

and accessible

The first step is to sign up as a Sharesies investor (if you are not

already part of the 500,000 New Zealanders who have

already!)

Yo u w i l l n e e d :


drivers license or passport; and


proof of address.

That’s it! There is no cost to opening an account and we make

the sign up process quick and easy. For more information on

the sign up process click here

How can you transfer your shares?

Transferring
Shares

The second step is to transfer your Cooks Coffee Company

shares

Yo u w i l l n e e d :


Common shareholder number (CSN) or Holder Number;


Authentication Code (or FIN); and


Cooks shares to transfer.

There is no cost to transferring your shares to your Sharesies

account and Sharesies can accomodate shares with joint

ownership too. For further information click here

Now that you have a Sharesies account and your shares

have been transferred you will be able to easily buy up

or sell down on your shares at our competitive brokerage

rates. For further information on brokerage click here

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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