investment statement for - Pumpkin Patch investor relations

fashion created for kids• The overall demand profile for Shares at various prices;• Pricing indications from institutional and other investorsunder the book build process;• The desire of the Company to have an orderly andsuccessful aftermarket for the Shares; and• Any other factors the Company considers relevant.The Final Price will be set and notified before noon on Tuesday8 June 2004.The Final Price will be:• Announced to the NZX; and• Available from any Primary Market Participant.Payment in any currency other than New Zealand dollars willnot be accepted.Institutional investors or professional investors that aresuccessfully allocated Shares under the book build processmust settle their allocation prior to 5.00pm on Tuesday 8 June2004 via Austraclear or in cleared funds under notification tothe Lead Manager. Other investors must make payment in fullupon application under the Share Offer, by chequedenominated in New Zealand dollars, made payable to "ThePumpkin Patch Share Offer" and crossed “Not Transferable”.Cheques will be banked as they are received and must not bepost dated. Completed Share Application Forms, together withpayment, should be received by the Share Registrar no laterthan 5.00pm New Zealand time on the 4 June 2004, at thefollowing address:The Pumpkin Patch Share OfferBK Registries Limited138 Tancred StreetP O Box 384ASHBURTONor received by any Primary Market Participant or GoldmanSachs JBWere (NZ) Limited (as Lead Manager) or any otherchannel approved by the NZX in time to enable theApplication Form to be forwarded to the appropriate addressand be received by 4 June 2004.Full details on how to apply for Shares and make payment areset out in the section titled “Application Instructions for ShareOffer” on page 59.OptionsThere is no application fee or other sum payable for theOptions. However an Exercise Price equivalent to the FinalPrice for investors other than institutional and professionalinvestors participating in the book building process will applyfor Option Holders wishing to exercise their Options. OptionHolders wishing to exercise any Options must give writtennotice to Pumpkin Patch specifying the Options to beexercised, and together with such notice must make paymentfor the amount of the Exercise Price for the Option exercisedby cheque payable to Pumpkin Patch (unless the OptionHolder has made prior arrangements with Pumpkin Patch foralternative means of payment).Payment must be received by the Company before expiry ofthe Exercise Period at the following address:Managing DirectorPumpkin Patch Limited439 East Tamaki RoadEast TamakiAUCKLANDwhat are the charges?Investors offered Shares under the Share Offer and EligibleSenior Managers offered Options under the Option Offer arenot required to pay any charges to Pumpkin Patch, or anyassociated person in relation to the Share Offer or the OptionOffer respectively other than, in the case of the Share Offer, theShare Application Price payable on application under theShare Offer, or in the case of the Option Offer, the ExercisePrice payable upon exercise of the Options.Total expenses for the Share Offer and the Option Offer areestimated to amount to $2,700,000, of which approximately$1,335,000 is to be paid by the Company and the remainderto be paid by or on behalf of the Selling Shareholders. Theseexpenses include lead management fees, legal andaccounting fees, advertising, printing and other costsincurred by Pumpkin Patch in making the Share Offer and theOption Offer.39