Southbury Corporation Limited Formed

SOUTHBURY Corporation Limited Formed and First Stage of Capital Raising Completed

11 January 2010

South Canterbury Finance Limited, Helicopters (NZ) Limited, and Scales Corporation Limited are now joined under the umbrella of a new parent holding company, Southbury Corporation Limited, one of the most significant business combinations in the South Island. Southbury Corporation has also completed a private placement of $27.5 million of convertible notes as the first part of a two stage capital raising process.

The three subsidiary companies have long standing and proud histories in New Zealand and represent the key investments of Allan Hubbard, one of New Zealand’s most respected and successful businessmen. Southbury Corporation is 100% owned by Southbury Group Limited, which is principally owned by Mr A.J. & Mrs M.J. Hubbard.

Southbury Corporation directly or through subsidiaries, owns 100% of the ordinary shares of South Canterbury Finance Limited and Helicopters (NZ) Limited and 79.7% of Scales Corporation Limited.

Southbury Corporation and its subsidiaries had consolidated total assets of approximately $2.8 billion and net assets of approximately $300 million on a pro forma basis as at 30 June 2009.

Southbury Corporation businesses range from the provision of commercial and consumer finance, to the ownership and operation of helicopters, apple orchards, and cool stores. Each subsidiary is a leading business in its respective industry and each operates on at least a nationwide basis.

The $27.5 million of convertible note funds raised by Southbury Corporation through its capital raising have been used to subscribe for new ordinary share capital in South Canterbury Finance Limited. The placement was arranged by Forsyth Barr Limited with subscriptions from institutional and private investors.

The notes issued convert into equity in Southbury Corporation in the event of an IPO, or are otherwise redeemable for cash. South Canterbury Finance has provided a guarantee for the redemption of the notes in exchange for an indemnity from Southbury Corporation.

Mr Allan Hubbard, major shareholder of Southbury Corporation Limited said: “The formation of Southbury Corporation and issue of new notes convertible to equity are major steps in our restructuring. Taken together with the recent appointment of independent board members and Group CEO, resolution of the USPP noteholder matter, restructuring of group banking arrangements and the recent confirmation of South Canterbury Finance Limited’s BB+ credit rating, it means we are well on the way to a totally fresh approach to the future.”

Background:

South Canterbury Finance Limited is one of New Zealand’s largest privately owned finance companies. It has operated continuously since 1926. South Canterbury Finance Limited offers a diverse range of products to borrowers in the business, plant and equipment, property, rural and consumer sectors. The company has a presence in most of the main centres throughout New Zealand with 14 regional offices. As at 30 September 2009, the company had approximately 43,000 secured debenture holders and unsecured depositors.

Helicopters (NZ) Limited is one of New Zealand’s leading and most experienced dedicated helicopter service operators. The business was founded in Timaru in 1955 and is internationally recognised for its high performance levels across a diverse range of helicopter capabilities. The majority of revenue from helicopter service operations is derived from term contracts with a broad range of customers including oil, gas, and mining companies, public sector, corporate, tourism, and long established companies. The company is headquartered in Nelson and has principal maintenance and overhaul workshops in Nelson and New Plymouth, Perth, and Vientiane (Laos PDR).

Scales Corporation Limited is one of New Zealand’s oldest companies having operated continuously since 1912. Scales Corporation Limited consists of a wide range of businesses across the primary sector, including being the largest grower, packer, and exporter of apples in New Zealand; having extensive coldstore operations servicing many leading primary producers; and being one of the country’s largest pet food processors; a bulk storage and processing company; one of the country’s most experienced shipping agents; and a captive insurance agency.

ENDS

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