CITIC Capital to Acquire Trilogy International Ltd

CITIC Capital Enters Scheme Implementation Agreement to Acquire Trilogy International Limited

Offer of NZD250m and commitment of resources to accelerate global growth of New Zealand brands

(Auckland, 15 December 2017) CITIC Capital China Partners III, L.P., a buyout fund managed by the private equity arm of CITIC Capital Holdings Limited (“CITIC Capital”) is pleased to announce it has entered into a Scheme Implementation Agreement (“SIA”) with Trilogy International Limited (NZX/ASX:TIL) to acquire all the shares in the company for NZD2.90 cash per share.

The Offer price represents a premium of 27.8% to TIL’s New Zealand closing share price and 28.1% premium to the three month volume weighted average share price as at 14 December 2017 – placing an approximate total enterprise valuation on TIL of approximately NZD250 million.

The TIL directors intend to unanimously recommend to all shareholders that they vote in favour of the Scheme. The TIL directors intend to vote all TIL shares they control in favour of the scheme. This includes TIL’s largest shareholder, The Business Bakery, which holds 31.2% of the TIL’s total shares on issue.

Hanxi ZHAO, Senior Managing Director of CITIC Capital, says CITIC Capital is making this investment to boost TIL’s global growth.

“TIL owns very strong brands in its respective beauty and lifestyle sectors, including Trilogy, Goodness, Lanocreme and ECOYA. Its flagship brand, Trilogy, is a leading premium brand in the natural skincare space and has been highly recognised by skincare experts, celebrities and consumers all over the world.”

“We plan to accelerate TIL’s international expansion. With our unique international capability, experience and resources, we expect to be able to further strengthen the brand equity of TIL’s premium New Zealand brands, and drive growth in China, the USA and other international markets. Our focus will be to serve a diverse and growing group of global consumers who desire beauty care products that are unique, high quality and natural.”

“It will remain largely business as usual for TIL and its team. We intend to retain TIL's Auckland head office and its current high quality senior management team, led by CEO Angela BUGLASS, and provide them with global support,” she said. Stephen SINCLAIR, an executive director of TIL, will also be retained as a consultant following the acquisition.

The proposal is conditional on the approval of TIL’s shareholders, the High Court and the New Zealand Overseas Investment Office.

CITIC Capital was advised by First NZ Capital and MinterEllisonRuddWatts.

ENDS

About CITIC Capital

CITIC Capital Holdings Limited is a leading global alternative asset manager with USD22 billion of assets under management. The firm was founded in 2002 and has been one of the pioneers in cross-border investments. CITIC Capital manages investments through its multiple asset class platform covering private equity, real estate, structured investment and finance, and asset management. The firm has over 130 portfolio companies that span 11 sectors and employ over 820,000 people around the world. CITIC Capital is headquartered in Hong Kong, with offices in Shanghai, Beijing, Shenzhen, Tokyo, New York, with a team of 280 staff.

CITIC Capital’s private equity arm, CITIC Capital Partners, focused on control buyout opportunities globally, has completed over 50 investments in the past years in China, Japan, U.S. and Europe. The private equity arm currently manages USD4.7 billion of committed capital. For more information, please visit www.citiccapital.com.

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