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1. Main Terms of Offer

Pumpkin Patch Limited is the issuer of the Shares and the Options which are offered pursuant to this Prospectus and has its registered office at 439 East Tamaki Road, East Tamaki, Auckland.

A description of the Shares and Options offered under this Prospectus including their maximum number and price to be paid for them is set out on page 14 to 19.

2. Name and Address of the Offeror

Pumpkin Patch Limited is both the issuer and the offeror of the Shares and the Options.

3. Details of Incorporation of the Issuer

Pumpkin Patch Limited was incorporated under the provisions of the Companies Act 1993 (New Zealand) on 27 June 1994 in Auckland under company number 637120.

The public file relating to the incorporation of the Company is kept by the Companies Office, and is available for inspection on the Companies Office electronic register at www.companies.govt.nz.

4. Principal Subsidiaries of the Issuer

At the date of registration of this Prospectus the Company had the following wholly owned subsidiaries whose total tangible assets exceed 5% of the amount of the total tangible assets of Pumpkin Patch and its subsidiaries:

  • Pumpkin Patch Originals Limited;

  • Pumpkin Patch Limited (registered in the United Kingdom); and

  • Torquay Enterprises Limited.

5. Directorate and Advisors

The names, addresses and technical or professional qualifications of every Director are set out on page 23.

The names of the Directors employed directly by the Company are:

  • Greg Muir – Executive Chairman;

  • Maurice Prendergast – Managing Director; and

  • Chrissy Conyngham – Director of Design and Marketing.

No Director has been adjudged bankrupt during the five years preceding the date of this Prospectus.

The names of the Company’s auditors, securities registrar and any sharebrokers, bankers and solicitors who have been involved in the preparation of this Prospectus are set out in page 99.

There are no experts named in this Prospectus, and the offers of Shares and Options made under this Prospectus are not underwritten.

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