Key Points and Highlights ASX RELEASE 29 May 2020 REVISED SCHEME...

Key Points and Highlights
ASX RELEASE 29 May 2020
REVISED SCHEME CONSOLIDATES ATTRACTIVE PROPOSAL FROM ELEMENTAL
 Zenith’s major shareholder Apex Opportunities Fund Pty Limited joins Elemental's proposed Revised Zenith Scheme preserving the $1.01 per Zenith share in cash ('Scheme Consideration')
 Zenith's Directors unanimously recommend the Revised Zenith Scheme in the absence of a superior
proposal, and subject to an Independent Expert concluding (and continuing to conclude) that the
Revised Zenith Scheme is in the best interests of Zenith shareholders ('Standard Qualifications')
 Revised Zenith Scheme protects and realises value for all shareholders in a challenging and volatile
market
 Significant value delivered for all shareholders:
o 45.3%premiumtothelastclosingpriceofZENsharespriortotheinitialscheme announcement (also $1.01/share) on 6 March 2020 of $0.695/share
o 45.5%premiumtothe1-weekVWAPofZENsharespriorto6Marchof$0.694/share
o 40.5%premiumtothe3-monthVWAPofZENsharespriorto6Marchof$0.719/share
 The attractive premium preserved under Revised Zenith Scheme recognises Zenith’s strong
management team and growth options which shareholders are being paid for now
 Zenith will continue to pursue the payment of a special, fully franked dividend of $0.13 per Zenith share ('Special Dividend') as previously announced, if paid, will comprise part of the Scheme Consideration and provides the opportunity for all eligible shareholders, subject to their marginal tax rate, to receive an additional benefit of up to $0.05 per share from franking credits attached to the Special Dividend
 Revised Scheme scheduled to complete in August 2020