Capital Change Notice

Capital Change Notice

Auckland, New Zealand | Redmond, Washington; Colorado Springs, Colorado, US – 25 August 2021 (NZT)

Section 1: Issuer information

Name of issuer:

Pushpay Holdings Limited

NZX ticker code:

PPH

Class of financial product:

Fully paid ordinary shares

ISIN:

NZPPHE0001S6

Currency:

NZD

Section 2: Capital change details

Number issued/acquired/redeemed:

35,260,748 ordinary shares

Nominal value (if any):

Not applicable

Issue/acquisition/redemption price per security:

On 23 August 2021, Pushpay Holdings Limited announced that it had entered into an agreement to acquire all of the interests in Resi Media LLC for US$150 million, comprising US$110 million in cash and US$40 million in Pushpay Holdings Limited ordinary shares.

The number of ordinary shares issued in part satisfaction of the acquisition price was calculated (subject to rounding) using an issue price of NZ$1.6599 and a NZ$:US$ exchange rate of $1:$0.6834.

The issue price was determined by reference to the volume weighted average price of trades in Pushpay Holdings Limited ordinary shares through the NZX Main Board over the 20 trading days ended at the close of trading on 20 August 2021 (being the last trading day before the Resi Media LLC acquisition agreement was signed).

Nature of the payment (for example, cash or other consideration):

The new ordinary shares were issued in part satisfaction of the acquisition price for the interests in Resi Media LLC.

Amount paid up (if not in full):

Full

Percentage of total class of Financial Products issued/acquired/redeemed (calculated on the number of Financial Products of the Class, excluding any Treasury Stock, in existence):

3.1930% (rounded to four decimal points) of all ordinary shares prior to the issue.

For an issue of Convertible Financial Products or Options, the principal terms of Conversion (for example the Conversion price and Conversion date and the ranking of the Financial Product in relation to other Classes of Financial Product) or the Option (for example, the exercise price and exercise date):

Not applicable

Reason for issue/acquisition/redemption and specific authority for issue/acquisition/redemption (the reason for change must be identified here):

The new ordinary shares were issued in part satisfaction of the acquisition price for the interests in Resi Media LLC.

Total number of Financial Products of the Class after the issue/acquisition/redemption/Conversion (excluding Treasury Stock) and the total number of Financial Products of the Class held as Treasury Stock after the issue/acquisition/redemption:

1,139,558,009

In the case of an acquisition of shares, whether those shares are to be held as treasury stock:

Not applicable

Specific authority for the issue, acquisition, or redemption, including a reference to the rule pursuant to which the issue, acquisition, or redemption is made:

The issue of the new ordinary shares was approved by a resolution of the board of Pushpay Holdings Limited. The shares were issued under NZX Listing Rule 4.5.1.

Terms or details of the issue, acquisition, or redemption (for example, restrictions, escrow arrangements):

Ordinary shares ranking equally with all existing ordinary shares.

Date of issue/acquisition/redemption:

25 August 2021

Section 3: Authority for this announcement and contact person

Name of person authorised to make this announcement:

Gabrielle Wilson

Contact person for this announcement:

Gabrielle Wilson

Contact phone number:

+64 21 724 244

Contact email address:

[email protected]

Date of release through MAP:

25 August 2021

Contact

Gabrielle Wilson | Investor Relations | Pushpay Holdings Limited
P: +64 21 724 244 | E: [email protected]
www.pushpay.com

This announcement is authorised by Graham Shaw (Chairman) and Molly Matthews (Chief Executive Officer) of Pushpay Holdings Limited.

About Pushpay

Pushpay provides a donor management system, including donor tools, finance tools and a custom community app, and a church management system (ChMS) to the faith sector, non-profit organisations and education providers located predominantly in the United States (US) and other jurisdictions. Our leading solutions simplify engagement, payments and administration, enabling our Customers to increase participation and build stronger relationships with their communities.

Church Community Builder is a subsidiary of Pushpay Holdings Limited and provides a Software as a Service (SaaS) church management system predominantly in the US and other jurisdictions. Church Community Builder provides a platform that churches use to connect and communicate with their community members, record member service history, track online giving and perform a range of administrative functions. Combined, Pushpay and Church Community Builder deliver a best-in-class, fully integrated ChMS, custom community app and giving solution for customers in the US faith sector.

Pushpay is an award-winning company. For more information visit www.pushpay.com/investors/awards.

ENDS

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Announcement PDF