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FB Front Section.Indd Information Memorandum for Capital Noteholders Fletcher Challenge Limited, Fletcher Challenge Industries Limited and Fletcher Building Limited relating to (i) an Arrangement for the novation of part and redemption of the balance of the Capital Notes of Fletcher Challenge Industries Limited to be considered at separate Meetings of the holders of each Series of the Capital Notes (other than the holders of the March 2001 Capital Notes) to be held at the Ellerslie Convention Centre, 80-100 Ascot Avenue, Ellerslie, Auckland on 19 February 2001; and (ii) an Offer of New 2006 Fletcher Building Capital Notes by Fletcher Building Limited to the holders of March 2001 Capital Notes. Dated 24 January 2001. This Information Memorandum is dated and is prepared as at 24 January 2001 and is an Investment Statement and Prospectus for the purposes of the Securities Act 1978. It provides information relevant to an arrangement in respect of the Capital Notes described in this Information Memorandum which will be considered by the holders of each Series of the Capital Notes (other than the holders of the March 2001 Capital Notes) in separate meetings of each Series and the High Court of New Zealand. This Information Memorandum also provides information relevant to the offer of New 2006 Fletcher Building Capital Notes to holders of March 2001 Capital Notes by Fletcher Building and information in relation to the Fletcher Building Ordinary Shares into which the Capital Notes may convert. The registered Prospectus to which this Investment Statement relates forms part of this Information Memorandum. Terms used in this Information Memorandum are defined in the Glossary of Defined Terms on pages 107 to 112. THIS IS AN IMPORTANT DOCUMENT If you are in any doubt as to how to deal with this document please immediately consult a member of the New Zealand Stock Exchange, solicitor, accountant or other financial adviser. A free phone number has also been established by Fletcher Challenge (0800 162 222) which you can call if you have any questions about the Capital Notes Arrangement or the New 2006 Fletcher Building Capital Notes Offer. If you have sold your Capital Notes before 5.00pm 16 February 2001, please send this Information Memorandum to the Member of the New Zealand Stock Exchange through whom you made the sale, requesting that the documentation be forwarded to the new holder of those Capital Notes. Cover picture: Te Papa Tongarewa The Museum of New Zealand built by Fletcher Construction Scott Panel and Hardware markets and distributes products and services to the Important Information New Zealand furniture and joinery market (The information in this section is required under the Securities Act 1978) Investment decisions are very important. They often have long-term consequences. Read all documents carefully. Ask questions. Seek advice before committing yourself. Choosing an investment When deciding whether to invest in New 2006 Fletcher Building Capital Notes or vote in favour of the Capital Notes Arrangement, consider carefully the answers to the following questions that can be found on the pages noted below: Page What sort of investment is this? 90 Who is involved in providing it for me? 92 How much do I pay? 93 What are the charges? 93 What returns will I get? 94 What are my risks? 97 Can the investment be altered? 104 How do I cash in my investment? 104 Who do I contact with enquiries about my investment? 105 Is there anyone to whom I can complain if I have 105 problems with the investment? What other information can I obtain about 106 this investment? In addition to the information on those pages, important information can be found in the section entitled Additional Statutory Information on pages 76 to 84 of this Information Memorandum. I Important Information Choosing an investment adviser You have the right to request from an investment adviser a written disclosure statement stating his or her experience and qualifications to give advice. That document will tell you: (a) whether the adviser gives advice only about particular types of investments; (b) whether the advice is limited to the investments offered by one or more particular financial organisations; and (c) whether the adviser will receive a commission or other benefit from advising you. You are strongly encouraged to request that statement. An investment adviser commits an offence if he or she does not provide you with a written disclosure statement within five working days of your request. You must make the request at the time the advice is given or within one month of receiving the advice. In addition: (a) if an investment adviser has any conviction for dishonesty or has been adjudged bankrupt, he or she must tell you this in writing; and (b) if an investment adviser receives any money or assets on your behalf, he or she must tell you in writing the methods employed for this purpose. Tell the adviser what the purpose of your investment is. This is important because different investments are suitable for different purposes. A copy of this Information Memorandum duly signed by or on behalf of the Directors of Fletcher Building (as issuer) and by or on behalf of Fletcher Challenge, FCIL and their Directors (as promoters of the Capital Notes Arrangement and the New 2006 Fletcher Building Capital Notes Offer) and having endorsed thereon or attached thereto all documents, information, certificates and other matters required to be so endorsed or attached by section 41 of the Securities Act 1978, has been or, prior to distribution, will be delivered to the Registrar of Companies at Auckland for registration under section 42 of the Securities Act 1978. II Hume Industries produces concrete pipes and related drainage products The Existing Capital Notes are listed on the New Zealand Stock Exchange and are expected to continue to be so listed after implementation of the Capital Notes Arrangement. An application has been made to the New Zealand Stock Exchange for permission to list the New 2006 Fletcher Building Capital Notes being offered to the holders of March 2001 Capital Notes and the Fletcher Building Ordinary Shares as described in this Information Memorandum. All requirements of the New Zealand Stock Exchange that can be complied with on or before the date of this Information Memorandum have been complied with. However, the New Zealand Stock Exchange does not accept any responsibility for any of the contents or statements in this Information Memorandum. The New Zealand Stock Exchange has authorised its members to act in this issue. No person may offer, sell or deliver any New 2006 Fletcher Building Capital Notes or distribute any document (including this Information Memorandum and the Investment Statement and Prospectus incorporated in it) to any person outside New Zealand except in accordance with all of the legal requirements of the relevant jurisdiction. Unless otherwise agreed with Fletcher Building, any person subscribing for New 2006 Fletcher Building Capital Notes shall, by virtue of such subscription, be deemed to represent that he, she or it is not in a jurisdiction which does not permit the making of an offer of a kind described in the Investment Statement and Prospectus contained in this Information Memorandum and is not acting for the account or benefit of a person within such jurisdiction. The information concerning Fletcher Building, Fletcher Challenge and FCIL contained in this Information Memorandum, including Annexures B, C, D, E, H and I (but excluding Annexures A, F and G), has been provided by Fletcher Challenge. No person is authorised to give any information or to make any representation in relation to the Capital Notes Arrangement or the New 2006 Fletcher Building Capital Notes Offer not contained in this Information Memorandum and, if given or made, such information or representation should not be relied upon as having been authorised. No person named in this Information Memorandum guarantees (or makes any guarantee in relation to), or, except as expressly stated, otherwise undertakes any liability in respect of, the Capital Notes. III Overview Please read this first The purpose of this document is to: • Explain what will happen to your Capital Notes following Fletcher Challenge Group’s restructuring and separation; and • Inform you of the action you may take in respect of your Capital Notes. On 10 October 2000 Fletcher Challenge announced the restructuring and separation of its remaining three Divisions. After the restructuring and separation: • Building Division is to be a stand alone Group headed by a publicly listed company named Fletcher Building Limited; • Energy Division is to be sold to Shell Overseas Holdings Limited and Apache Corporation; • Forests Division is to remain as the continuing business of Fletcher Challenge (which will be renamed Fletcher Challenge Forests Limited); and • A new company, Rubicon Limited, is to be established. On completion of this separation, if the Capital Notes Arrangement described in this Information Memorandum is not implemented, your Capital Notes will continue as unsecured subordinated obligations of FCIL. Your position will therefore be altered because FCIL will be part of the Fletcher Challenge Forests Group and your Capital Notes will effectively be backed by the assets and cash flows of the Fletcher Challenge Forests Group rather than those of the present Fletcher Challenge Group. In summary, the Capital Notes Arrangement affects all Capital Notes except the March 2001 Capital Notes and involves: • Fletcher Building taking over the obligations of Fletcher Challenge and FCIL in respect of 35 per cent of your Capital Notes and increasing the interest rate on those Capital Notes by 0.50 per cent; • FCIL redeeming the balance of your Capital Notes for cash at fair market prices; and • If you hold less than $5,000 of Capital Notes, FCIL redeeming all of your Capital Notes for cash at fair market prices.
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