SPH Notice - Bourns, Inc. ("Bourns")
SPH Notice - Bourns_ Inc. (13 Feb 2026)(43550658.1).docx
Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To Rakon Limited ("Rakon")
Relevant event being disclosed: Disclosure of movement of 1% or more in substantial holding
and change in nature of relevant interest.
Date of relevant event: 11 February 2026
Date this disclosure made: 13 February 2026
Date last disclosure: 12 February 2026
Substantial product holder giving disclosure
Full name: Bourns, Inc. ("Bourns")
Summary of substantial holding
Class of quoted voting products: Ordinary shares in Rakon Limited ("RAK Shares") (ISIN:
NZRAKE0001S8) (NZX Code: RAK).
Summary for Bourns, Inc.
For this disclosure,—
(a) total number held in class: 110,508,056 ordinary shares
(b) total in class: 229,809,013 ordinary shares
(c) total percentage held in class: 48.087% (rounded to three decimal places)
For last disclosure,—
(d) total number held in class: 108,424,031 ordinary shares
(e) total in class: 229,809,013 ordinary shares
(f) total percentage held in class: 47.180% (rounded to three decimal places)
Details of transactions and events giving rise to relevant event
On 11 January 2026, Bourns entered into seven separate lock-up agreements with certain of
Rakon’s major shareholders (the Locked-Up Parties) in relation to a proposed full takeover offer
Page 2
SPH Notice - Bourns_ Inc. (13 Feb 2026)(43550658.1).docx
for all of the equity securities in Rakon (the Lock-Up Agreements). The Lock-Up Agreements
relate to an aggregate of 94,671,815 RAK Shares. Copies of each of the Lock-Up Agreements
were attached to the relevant disclosure filed by Bourns on 12 January 2026.
On 9 February 2026, Bourns made a full cash takeover offer under the Takeovers Code to acquire
all of the equity securities in Rakon at a price of $1.55 per equity security (the Offer). A copy of
the offer document dated 9 February 2026 was provided to NZX on that date.
As at the end of day on 11 February 2026:
(a) all of the 94,671,815 RAK Shares subject to the Lock-Up Agreements had been
accepted under the Offer. Since the previous disclosure on 12 February 2026, Siward
Crystal Technology Co. Limited, which had entered into a Lock-Up Agreement, has
accepted the Offer. As a result, Bourns’ relevant interest in those RAK Shares now
exists by virtue of their acceptance of the Offer; and
(b) an additional 15,836,241 RAK Shares had been accepted under the Offer by other
Rakon shareholders.
Accordingly, as at the end of day on 10 February 2026, Bourns has a relevant interest in respect
of, in aggregate, 110,508,056 RAK Shares. Payment for those RAK Shares will be made in
accordance with the terms of the Offer, following which Bourns will become the registered
holder and beneficial owner of those RAK Shares.
Details after relevant event
Details for Bourns, Inc.
Nature of relevant interest(s): Conditional power to acquire quoted voting products upon
the Offer becoming unconditional in all respects, and settlement and payment for
consideration occurring in accordance with the Offer.
For that relevant interest,—
(a) number held in class: 110,508,056 ordinary shares
(b) percentage held in class: 48.087% (rounded to three decimal places)
(c) current registered holder(s): Various accepting shareholders
(d) registered holder(s) once transfers are registered: Bourns, Inc.
For derivate relevant interest, also—
(a) type of derivative: not applicable
(b) details of derivative: not applicable
(c) parties to the derivative: not applicable
Page 3
SPH Notice - Bourns_ Inc. (13 Feb 2026)(43550658.1).docx
(d) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: not applicable
Additional information
Address of substantial product holder: c/– Simpson Grierson, Level 27, 88 Shortland Street,
Auckland 1010, New Zealand.
Name of any other person believed to have given, or believed to be required to give, a disclosure
under the Financial Markets Conduct Act 2013 in relation to the financial products to which this
disclosure relates: N/A
Certification
I, Michael Pollard of Simpson Grierson, solicitor, acting as agent for Bourns, Inc. certify that, to
the best of my knowledge and belief, the information contained in this disclosure is correct and
that I am duly authorised to make this disclosure by all persons for whom it is made.
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.