Overview of the terms

Tait International Limited (Tait) is offering to acquire:

  • all of the fully paid ordinary shares (Shares) in Vital Limited (VTL); and
  • all of the unlisted employee share options to acquire Shares under VTL’s Employee Share Option Plan (Share Options).

The Offer price is:

  • NZ$0.45 per Share; and
  • NZ$0.13 per Share Option.

As of the date of this Offer, Tait does not hold or control any Shares or Share Options in VTL.

Capitalised terms used but not defined in this document have the meaning given to them in the definitions section on pages 10 and 11 of the Offer Document.

The key terms of the Offer are as follows:

OFFER PRICE NZ$0.45 per Share (fully paid in cash)
NZ$0.13 per Share Option (fully paid in cash)
FULL OFFER The Offer is for 100% of the Shares and 100% of the Share Options in VTL
CONDITIONS The Offer is conditional on:

  1. Minimum acceptance of Offer: Tait receiving acceptances by no later than 11.59pm on the Closing Date in respect of the Shares which would confer on Tait 90% or more of the voting rights in VTL; and
  2. Other conditions: see clause 4.2 in the Offer Document.
Tait may waive any of the conditions referred to in 1 and 2 above, including the 90% minimum acceptance condition under the Offer, in whole or in part, and on any terms in its discretion.

Share Option condition: the Offer to acquire the Share Options is also conditional on the terms of issue of the Share Options being varied to permit the transfer of the Share Options.
OFFER PERIOD 19 June – 18 July 2025 Extended to 12 September 2025
RECORD DATE 9 June 2025
OPENING DATE 19 June 2025
CLOSING DATE 18 July 2025 Extended to 12 September 2025
PAYMENT DATE Within five working days of the later of:
  1. the date the Offer becomes unconditional;
  2. the date on which the Holder’s acceptance is received by Tait; and
  3. 18 July 2025.
HOW TO ACCEPT If you wish to accept the Offer in respect to your shareholding, please refer to the “How to accept this Offer” on page 4 of the Offer Document.
IMPORTANT CONTACTS If you have any questions about the Offer or you require further copies of the Offer Document and the Acceptance Form, you should contact the share registrar for the Offer. Details are:

MUFG Pension & Market Services
+64 9 375 5998
applications.nz@cm.mpms.mufg.com


Note: This is only a summary of the Offer. Please refer to the full detailed terms and conditions of the Offer as set out on page 5 to 12 of the Offer Document. You should read those terms and conditions carefully.