Michael Hill International will go ahead with its plans to shift its primary share market listing from the NZX in New Zealand to the ASX. The jewellery retailer made the decision citing that most of its operations are based in Australia, which is also its largest market.

The company stated it will list through a scheme of arrangement that will see a new Australian incorporated group parent company acquire all  shares by an exchange of shares on a one for one basis.

“The new company will have its primary listing on the ASX and will also maintain a listing on the NZX,” said Michael Hill International chair, Emma Hill. “Over time, this will provide the company with direct access to a wider group of investors than we currently enjoy, and we believe this will be to the benefit of all our shareholders.

“On a day to day basis, we will have all of our governance, executive and business operations operating in one jurisdiction and this will considerably simplify our structure.”

The move to shift its listings will require approval from the company’s shareholders and New Zealand’s High Court as a scheme of arrangement under the Companies Act 1993, the ASX and the NZX. Approval is needed from 75 per cent of shareholders entitled to vote and voting in each ‘interest class’, and an overall 50 per cent majority vote from all shareholders.

In the next two months, the company’s board will work with management and its professional advisers to prepare the scheme booklet and make the necessary applications to the High Court of New Zealand. The scheme booklet, together with KordaMentha’s independent report, will be provided to shareholders along with an information memorandum outlining the proposal. A special meeting of shareholders will be held in June, and, if shareholders approve the proposal the ASX listing will be in place from the start of the new financial year commencing July 1.

Over the last 10 years, the Kiwi-born retail brand has moved most of its key functions in Australia. The company’s financial reports are in Australian dollars and the business is based in Brisbane.

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