Tower Limited/Announcement
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Tower Limited FY 17 Results for Announcement to Market

Full Year Results13 November 2017TWRFinancials

14 November 2017

IMPROVEMENT IN FULL YEAR RESULT AND CAPITAL RAISE TO ACCELERATE TRANSFORMATION


Tower Limited (NZX/ASX:TWR) has today reported a full year loss of $8 million for the year ended

30 September 2017 (FY17), an improvement of $13.5 million on the prior year.


Despite an unprecedented number of large natural events, underlying profit after tax of $18 million

reflected the positive impact of transformation initiatives.


Features of FY17 results announcement:

• Reported full year loss after tax of $8 million impacted by Canterbury provisions, Kaikoura

earthquake and corporate transaction activity


• Business initiatives driving improvements in core metrics demonstrating transformation is

advancing well, providing confidence in strategy and future performance targets


• Further progress on Canterbury Earthquake claims with the number of open claims reducing

by 241, down from 564 to 323


• The Tower Board has determined that an additional $70.8 million capital is required to

enable investment in the business and manage inherent balance sheet risks


• Capital to be raised via pro-rata renounceable entitlement offer at a ratio of 1 New share for

every 1 Existing share held. Issue price of NZ$0.42 cents. Vero has provided a commitment

to participate in the Equity raise.


• Tower’s Board remains strongly committed to paying dividends and to the efficient

management of capital. It will review the dividend policy and look to recommence dividends

in FY18.


Overview

Tower’s full year result shows that its transformation into a leading digital challenger brand is well

underway and the green shoots seen 12 months ago are now delivering growth.

Strong results in the New Zealand and the Pacific businesses have been delivered thanks to the

continued drive to improve all aspects of the business and the customer experience:

• 12,441 policies were added to Tower’s core NZ book in FY17

• Core GWP grew 5.8%, delivering full year GWP of $312.4 million

• Digital sales grew to 30% of new business transactions, up from 9% in March 2016

• Business as usual claims costs successfully contained at $124.2 million

• Management expenses reduced $3.9 million on the prior year

These significant improvements and a steady underlying profit have been delivered in the face of

an unprecedented number of large natural events in 2017, industry wide claims inflation and an

increasingly competitive market.


With significant opportunity in the business, Tower is confident its challenger brand transformation

strategy will deliver long-term shareholder value.




Capital required to accelerate transformation

Over the past 12 months, the Tower Board has focused on creating a sustainable structure to

enable Tower to accelerate its transformation and confidently invest in its future, while also

mitigating the fundamental uncertainty relating to the legacy of the Canterbury earthquakes.

Board Chairman, Michael Stiassny said it was in the best interests of policy and shareholders to now

move to a durable capital structure that will support Tower’s transformation programme while also

managing inherent balance sheet risks.

“Following extensive, independent review of Tower’s solvency capital, the Board determined that

additional capital of $70 million is required to achieve those goals.

“That capital will provide Tower with a strong, durable base to appropriately manage risk and give

confidence that the legacy of Canterbury is adequately provided for. It will also enable the

acceleration of Tower’s transformation through investment in IT and digital.

“The Board believes that improvements already achieved in the business core metrics are an

indicator of the scale of opportunity within Tower. We are confident that investment will not only

unlock that potential, but also deliver a true step change in results and long-term value for

shareholders.

“Our commitment to paying dividends and efficient management of capital remains. The Board will

review the dividend policy and look to recommence dividends in full year 2018,” Mr Stiassny said.


Powerful platform for future growth

Tower CEO Richard Harding said that Tower’s full year result demonstrates that the transformation

of the business is well underway.

“As the third largest general insurer in New Zealand and one of the leading insurers in the Pacific,

we have a powerful platform for future growth. The results we are delivering in the business are

firm indicators that our strategy to transform Tower into a leading digital challenger brand is

working.


“In the last 12 months we have grown our business, reduced management expense and contained

claims costs, despite experiencing the highest number of natural event losses in over 25 years,

excluding the Canterbury quakes.


“Importantly our focus on customers and delivering what they want through our digital channels has

had a big impact, with 30% of sales now online, compared to 9%, eighteen months earlier.



ENDS



Richard Harding

Chief Executive Officer

Tower Limited

ARBN 088 481 234 Incorporated in New Zealand


For media queries, please contact:

Nicholas Meseldzija

Head of Corporate Communications

Mobile: +64 21 581 869

Email: Nicholas.meseldzija@tower.co.nz

 

Tower


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Tower Limited
Results for announcement to the market


Reporting Period 12 months to 30 September 2017

Previous Reporting

Period

12 months to 30 September 2016


Amount (000s) Percentage change

Revenue from ordinary

activities

$NZ317,443 0.7% increase

Profit (loss) from

ordinary activities after

tax attributable to

security holder

$NZ(8,000) 62.8% decrease

Net profit (loss)

attributable to security

holders

$NZ(8,000) 62.8% decrease


Interim/Final Dividend Amount per security Imputed amount per

security

$NZ nil. It is not

proposed to pay

dividends.

$NZ nil.


Record Date Not Applicable

Dividend Payment Date Not Applicable


Comments:

For the year-ended 30 September 2017, Tower Limited’s

reported loss from ordinary activities after tax was NZ$8.0

million due to increased outstanding claims provisions in

respect of Canterbury earthquakes (NZ$11.4 million after

tax); the inclusion of an additional risk margin of $7.2 million

after tax and claim provisions relating to the Kaikoura

earthquakes (NZ$4.1 million after tax).


The loss The loss of NZ$8.0 million, including minority interest profit of

NZ$ 0.5 million, is a decrease of 62% from the prior

comparable period (FY16: NZ$21.5m loss including minority

interest profit of NZ$ 0.8 million).



Refer to the attached 30 September 2017 audited Financial Statements for

Tower Limited and its subsidiaries and Investor Presentation for more detailed

analysis and explanation (including the Net Tangible Asset amount per

security for the current and previous reporting period).

TOWER LIMITED
FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 SEPTEMBER 2017

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

TABLE OF CONTENTS

Consolidated Income Statement2

Consolidated Statement of Comprehensive Income3

Consolidated Balance Sheet4

Consolidated Statement of Changes in Equity5

Consolidated Statement of Cash Flows6

Notes to the Financial Statements7 - 55

Independent Auditors' Report56 - 61

1

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

CONSOLIDATED INCOME STATEMENT

$ thousands

For the year ended 30 SeptemberNote20172016

Revenue

Premium revenue

5

306,760 302,940

Less: Outwards reinsurance expense

(49,845)(49,106)

Net premium revenue

256,915 253,834

Investment revenue

6

7,643 8,998

Fee and other revenue

3,040 3,413

Net operating revenue

267,598 266,245

Expenses

Claims expense

217,547 240,138

Less: Reinsurance recoveries revenue

(29,996)(54,526)

Net claims expense

7

187,551 185,612

Management and sales expenses

9

81,744 87,410

Acquisition proposal expenses

4

3,467 -

Impairment expense

15

- 19,649

Financing expenses

835 -

Total expenses

273,597 292,671

Profit (Loss) attributed to shareholders before tax

(5,999)(26,426)

Tax (expense) benefit attributed to shareholders' profits

10A

(2,001)4,911

Profit (Loss) for the year(8,000)(21,515)

Profit (Loss) attributed to:

Shareholders(8,461)(22,328)

Non-controlling interest

461 813

(8,000)(21,515)

Basic and diluted profit (loss) per share (cents)

26

(5.02)(13.21)

The above statement should be read in conjunction with the accompanying notes.

2

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

$ thousands

For the year ended 30 SeptemberNote20172016

Profit (Loss) for the year

(8,000)(21,515)

Other comprehensive income (loss)

Currency translation differences

105 (5,910)

Gain on asset revaluation

17

247 181

Deferred income tax relating to asset revaluation

10D

(29)(23)

Other comprehensive income (loss) net of tax

323 (5,752)

Total comprehensive income (loss) for the year

(7,677)(27,267)

Total comprehensive income (loss) attributed to:

Shareholders

(8,143)(27,404)

Non-controlling interest

466 137

(7,677)(27,267)

The above statement should be read in conjunction with the accompanying notes.

3

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

$ thousandsNote

Contributed

equity

Accumulated

(losses) profitReservesTotalTotal Equity

Year Ended 30 September 2017

At the beginning of the year382,172 (42,822)(116,772)222,578 1,374 223,952

Comprehensive income (loss)

-(8,461)318(8,143)466(7,677)

Transactions with shareholders

Dividends paid21 - - - - (515)(515)

Other - (16) - (16) - (16)

Total transactions with shareholders - (16) - (16)(515)(531)

At the end of the year

382,172(51,299)(116,454)214,4191,325215,744

Year Ended 30 September 2016

At the beginning of the year384,585 6,376 (111,696)279,265 1,644 280,909

Comprehensive income (loss)

- (22,328)(5,076)(27,404)137 (27,267)

Transactions with shareholders

Capital repayment plan21, 23(2,413) - - (2,413) - (2,413)

Dividends paid21 - (27,024) - (27,024)(407)(27,431)

Other - 154 - 154 - 154

Total transactions with shareholders(2,413)(26,870) - (29,283)(407)(29,690)

At the end of the year

382,172(42,822)(116,772)222,5781,374223,952

The above statement should be read in conjunction with the accompanying notes.

Attributed to shareholders

Non-

controlling

interest

5

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

CONSOLIDATED STATEMENT OF CASH FLOWS

$ thousands

For the year ended 30 SeptemberNote20172016

Cash flows from operating activities

Premiums received 309,147 295,867

Interest received 7,734 10,088

Dividends received - 9

Net realised investment gain (loss)(1,928)3,251

Fee and other income received

3,040 3,413

Reinsurance received28,962 67,935

Reinsurance paid(50,228)(47,248)

Claims paid(248,183)(261,779)

Payments to suppliers and employees (76,408)(77,248)

Income tax paid(4,908)(4,598)

Net cash inflow (outflow) from operating activities

13(32,772)(10,310)

Cash flows from investing activities

Net proceeds from financial assets21,852 18,380

(6,883)(9,175)

136 70

Net cash inflow (outflow) from investing activities

15,105 9,275

Cash flows from financing activities

Capital repayment

- (2,413)

Dividends paid

- (27,024)

Facility fees and interest paid

(778) -

Proceeds of borrowings

30,000 -

Capital raise costs

- -

Payment of non-controlling interest dividends

(515)(407)

Net cash inflow (outflow) from financing activities

28,707 (29,844)

Net increase (decrease) in cash and cash equivalents11,040 (30,879)

Foreign exchange movement in cash(392)(2,006)

Cash and cash equivalents at the beginning of year 92,228 125,113

Cash and cash equivalents at the end of year

12 102,876 92,228

The above statement should be read in conjunction with the accompanying notes.

Disposal of property, plant and equipment and intangible assets

Purchase of property, plant and equipment and intangible assets

6

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

1SUMMARY OF GENERAL ACCOUNTING POLICIES

Entities reporting

Statutory base

Basis of preparation

Principles of consolidation

Foreign currency

(i)Functional and presentation currencies

ThefinancialstatementspresentedarethoseofTowerLimited(theCompany)anditssubsidiaries(theGroup).The

CompanyanditssubsidiariestogetherarereferredtointhisfinancialreportasTowerortheGrouportheconsolidated

entity. The address of the Company's registered office is 45 Queen Street, Auckland, New Zealand.

TowerLimitedisacompanyincorporatedinNewZealandundertheCompaniesAct1993andlistedontheNewZealand

andAustralianStockExchanges.TheCompanyisaFinancialMarketsConductAct2013reportingentityunderPart7of

the Financial Markets Conduct Act 2013.

ThefinancialstatementsoftheGrouphavebeenpreparedinaccordancewithNewZealandGenerallyAccepted

AccountingPractice(NZGAAP).TheycomplywithInternationalFinancialReportingStandards(IFRS)andalsoNew

ZealandEquivalentstoInternationalFinancialReportingStandards(NZIFRS)andotherapplicablefinancialreporting

standards, as appropriate for Tier 1 for-profit entities.

Duringtheperiodspresented,theprincipalactivityofTowerLimitedGroupwastheprovisionofgeneralinsurance.The

Group predominantly operates in New Zealand with some of its operations based in the Pacific Islands region.

ThefinancialstatementsofeachGroupentityarepresentedinthecurrencyoftheprimaryeconomicenvironmentin

whichtheentityoperates.TheconsolidatedGroupfinancialstatementsarepresentedinNewZealanddollarsand

rounded to the nearest thousand dollars unless stated otherwise.

TheGroupfinancialstatementsincorporatetheassetsandliabilitiesofallsubsidiariesoftheCompanyatbalancedate

and the results of all subsidiaries for the year.

ThefinancialstatementsoftheGrouphavebeenpreparedinaccordancewiththerequirementsofPart7oftheFinancial

Markets Conduct Act 2013 and the NZX Main Board Listing Rules.

TheGroupfinancialstatementsarepresentedinNewZealanddollarsandroundedtothenearestthousanddollars.They

havebeenpreparedonafairvaluemeasurementbasiswithanyexceptionsnotedintheaccountingpoliciesbelow,orin

the notes to the financial statements.

Intercompany transactions and balances between Group entities are eliminated on consolidation.

WhentheGroupceasestohavecontrol,anyretainedinterestintheentityisre-measuredtoitsfairvalueatthedatewhen

control is lost, with the change in carrying amount recognised in profit or loss.

Theacquisitionofcontrolledentitiesfromexternalpartiesisaccountedforusingtheacquisitionmethodofaccounting.

Theshareofnetassetsofcontrolledentitiesattributabletominorityinterestsisdisclosedseparatelyinthebalancesheet,

income statement and statement of comprehensive income. Acquisition related costs are expensed as incurred.

The results of any subsidiaries acquired during the year are consolidated from the date on which control was transferred to

theconsolidatedentityandtheresultsofanysubsidiariesdisposedofduringtheyearareconsolidateduptothedate

control ceased.

Subsidiariesarethoseentitiesoverwhichtheconsolidatedentityhascontrol,beingpowerovertheinvestee;exposure,or

rightstovariablereturnsfromitsinvolvementwiththeinvestee;andtheabilitytouseitspowerovertheinvesteetoaffect

the amount of the investor’s returns.

7

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

1SUMMARY OF GENERAL ACCOUNTING POLICIES (continued)

(ii)Transactions and balances

(iii)Consolidation

Cash flows

Ondisposalofaforeignentity,thedeferredcumulativeamountrecognisedinequityrelatingtothatparticularforeign

operation is recognised in the income statements.

Theconsolidatedstatementofcashflowspresentsthenetchangesincashflowforfinancialassets.Towerconsidersthat

knowledgeofgrossreceiptsandpaymentsisnotessentialtounderstandingcertainactivitiesofTowerbasedoneither:

theturnoveroftheseitemsisquick,theamountsarelarge,andthematuritiesareshortorthevalueofthesalesare

immaterial.

Exchangedifferencesarisingonthesettlementorretranslationofmonetaryitemsatyearendexchangeratesare

recognisedintheincomestatementsunlesstheitemsformpartofanetinvestmentinaforeignoperation.Inthis

case,exchangedifferencesaretakentotheForeignCurrencyTranslationReserveandrecognisedinthestatements

of comprehensive income and the statements of changes in equity.

Forthepurposeofpreparingconsolidatedfinancialstatementstheassetsandliabilitiesofsubsidiarieswitha

functionalcurrencydifferenttotheCompanyaretranslatedattheclosingrateatthebalancedate.Incomeand

expenseitemsforeachsubsidiaryaretranslatedataweightedaverageofexchangeratesovertheperiod,asa

surrogateforthespotratesattransactiondates.ForeigncurrencytranslationdifferencesaretakentotheForeign

CurrencyTranslationReserveandrecognisedinthestatementsofcomprehensiveincomeandthestatementsof

changes in equity.

Goodwillandfairvalueadjustmentsarisingontheacquisitionofaforeignoperationaretreatedasassetsand

liabilitiesoftheforeignoperationandaretranslatedattheclosingratewithmovementsrecordedthroughtheForeign

Currency Translation Reserve in the statements of changes in equity.

Inpreparingthefinancialstatementsoftheindividualentities,transactionsdenominatedinforeigncurrenciesare

translatedintoNewZealanddollarsusingtheexchangeratesineffectatthetransactiondates.Monetaryitems

receivable or payable in a foreign currency are translated at reporting date at the closing exchange rate.

Translationdifferencesonnon-monetaryitemssuchasfinancialassetsheldatfairvaluethroughprofitorlossare

reported as part of their fair value gain or loss.

8

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

2IMPACT OF AMENDMENTS TO NZ IFRS

2A

-

-

-

-

-

2B

Standards,amendmentsandinterpretationstoexistingstandardsthatarenotyeteffectiveandhavenotbeen

early adopted by the Group

Theapplicationofneworamendedaccountingstandardsasof1October2016hasnothadamaterialimpactonthe

financial statements.

Thefollowingstandards,amendmentsandinterpretationstoexistingstandardshavebeenpublishedandaremandatory

fortheGroup’saccountingperiodsbeginningafter1October2017orlaterperiods,andtheGrouphasnotadoptedthem

early. The Group expects to adopt the following new standards on 1 October after the effective date.

Standards,amendmentsandinterpretationstoexistingstandardseffective30September2017orearly

adopted by the Group

NZ IFRS 9 Financial instruments is effective for periods beginning on or after 1 January 2018. The complete version

ofNZIFRS9wasissuedinSeptember2014.ItreplacestheguidanceinNZIAS39thatrelatestotheclassification

andmeasurementoffinancialinstruments.NZIFRS9retainsbutsimplifiesthemixedmeasurementmodeland

establishesthreeprimarymeasurementcategoriesforfinancialassets:amortisedcost,fairvaluethroughother

comprehensiveincomeandfairvaluethroughprofitorloss.Thebasisofclassificationdependsontheentity's

businessmodelandthecontractualcashflowcharacteristicsofthefinancialasset.Investmentsinequityinstruments

arerequiredtobemeasuredatfairvaluethroughprofitorlosswiththeirrevocableoptionatinceptiontopresent

changesinfairvalueinothercomprehensiveincomenotrecycling.Thereisnowanewexpectedcreditlossesmodel

thatreplacestheincurredlossimpairmentmodelusedinNZIAS39.Forfinancialliabilitiestherewerenochangesto

classificationandmeasurementexceptfortherecognitionofchangesinowncreditriskinothercomprehensive

income,forliabilitiesdesignatedatfairvaluethroughprofitorloss.NZIFRS9relaxestherequirementsforhedge

effectivenessbyreplacingthebrightlinehedgeeffectivenesstests.Itrequiresaneconomicrelationshipbetweenthe

hedgeditemandhedginginstrumentandforthe‘hedgedratio’tobethesameastheonemanagementactuallyuse

forriskmanagementpurposes.Contemporaneousdocumentationisstillrequiredbutisdifferenttothatcurrently

preparedunderNZIAS39.TheGroupintendstoadoptNZIFRS9onitseffectivedateandisassessingtheeffectof

adopting NZ IFRS 9 on its financial statements.

NZIFRS15RevenuefromContractswithCustomersiseffectiveforperiodsbeginningonorafter1January2018.

Thestandardwillprovideasinglesourceofrequirementsforaccountingforallcontractswithcustomers(exceptfor

somespecificexceptions,suchasleasecontracts,insurancecontractsandfinancialinstruments)andwillreplaceall

currentaccountingpronouncementsonrevenue.Newrevenuedisclosuresarealsointroduced.Towerisassessing

the effect of adopting NZ IFRS 15 on its financial statements.

NZIFRS16Leasesiseffectiveforperiodsbeginningonorafter1January2019.Thestandardreplacesthecurrent

guidanceinNZIAS17Leases.UnderNZIFRS16,acontractis,orcontains,aleaseifthecontractconveystheright

tocontroltheuseofanidentifiedassetforaperiodoftimeinexchangeforconsideration.UnderNZIAS17,alessee

wasrequiredtomakeadistinctionbetweenafinancelease(onbalancesheet)andanoperatinglease(offbalance

sheet).NZIFRS16nowrequiresalesseetorecognisealeaseliabilityreflectingfutureleasepaymentsanda‘right-of-

useasset’forvirtuallyallleasecontracts.WorkcontinuesonassessingtheimpactofadoptingIFRS16onTower's

financialstatements.Preliminaryassessmentsindicatethetreatmentofofficebuildings,motorvehicles,andother

equipmentleaseswillchange.Thepotentialfinancialimpactofchangeswillresultinthecreationofa'rightofuse

asset'ofapproximately$11million,withacorrespondingleaseliabilityamounttoberecognised,ineffectasagross

up to the balance sheet, of approximately $11 million to $12 million.

NZIFRS17InsuranceContractsiseffectiveforperiodsbeginningonorafter1January2021.Thestandard

replacesthecurrentguidanceinNZIFRS4,andestablishestheprinciplesforrecognition,measurement,

presentationanddisclosureofinsurancecontracts.TheimplementationdatefortheGroupwillbefortheyearending

30 September 2022. A detailed assessment of the effect of adopting NZ IFRS 17 will be commenced during 2018.

AmendmentstoNZIAS7StatementofCashFlowsiseffectiveforperiodsbeginningonorafter1October2017

unlessearlyadopted.Comparativesarenotrequiredonfirstapplication.Thestandardrequiresadditionaldisclosures

regardingbothcashandnon-cashchangesinliabilitiesarisingfromfinancingactivities.Thestandardisnotexpected

to have a material impact.

9

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

3CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES

Claims estimation

EQC recoveries

Deferred taxation

Capitalised IT development costs

Reinsurance recovery receivables

Goodwill

Goodwillisanareaofsignificantjudgementandestimation.Areasofjudgementandsubjectivityexistintheassessment

ofcashgeneratingunitsandassumptionsunderlyinggoodwillimpairmenttesting.RefertoNote15andNote27forfurther

details of key assumptions used.

Recognitionofdeferredtaxassetsisanareaofsignificantjudgementandestimation.Deferredtaxassetsarerecognised

forallunusedtaxlossestotheextentitisprobablethatfuturetaxableprofitswillbeavailableagainstwhichthelossescan

beutilisedandthereiscontinuityofownership(ofgreaterthan49%).Significantmanagementjudgementandestimation

isrequiredtodeterminetheamountofdeferredtaxassetsrecognised,basedonthelikelytimingandquantumoffuture

taxableprofits.ThisassessmentiscompletedonthebasisoftheapprovedstrategicplansofTowerLimitedand

subsidiarieswithintheconsolidatedtaxgroup.Ifachangeinownership(ofgreaterthan49%)becomesprobable,

remainingdeferredtaxassetsfromlosscarryforwardswillbede-recognisedandremovedfromthebalancesheet.For

further detail refer to Note 10.

Valuationofnetoutstandingclaimsisanareaofsignificantjudgementandestimation.Keyelementsofjudgement

includedwithinclaimsestimationsare:therateofclaimsclosure;thequantumofclosedclaimsreopening;thelevelof

futureincreasesinbuildingandotherclaimscosts;futureclaimmanagementexpenses;assessmentsofriskmargin;

apportionmentofclaimscostsbetweenthefourmainearthquakeevents;andthequantumofnewclaimsbeingreceived

from EQC and the average cost of these claims.

ValuationofadditionalEQCrecoveriesinrespectofbuildingcostsandlanddamageisanareaofsignificantjudgement

andestimation.Areasofjudgementandsubjectivityexistinassessmentsof:claimfilereviewofearthquakeevent

allocation;thequalityofassessmentinformation;litigationriskfactors;andportfolioconservatism.Towerhasfileda

statement of claim against EQC in respect of land damage recoveries.

Keyelementsofjudgementincludedwithinrecoveriesestimationsare:thecollectabilityofreinsurancerecoveries

(includesconsiderationoffactorssuchascounterpartyandcreditrisk);recoveriesfromEQCinrespectoflanddamage

andbuildingcosts;andtheassessmentsofriskmargin.Thenatureofestimationuncertainties,includingfromthose

factors listed above, mean that actual claims experience may deviate from reported results.

Refer to Note 8 for further detail on the Canterbury Earthquakes.

TheGroupmakesestimatesandjudgementsinrespectofcertainkeyassetsandliabilities.Estimatesandjudgementsare

continuallyevaluatedandarebasedonhistoricalexperienceandotherfactors,includingexpectationsoffutureeventsthat

arebelievedtobereasonableunderthecircumstances.Keyareaswherecriticalaccountingestimatesandjudgements

have been applied are noted below.

Refer to Note 8 and Note 14 for further detail on EQC recoveries for Canterbury earthquakes.

CapitalisationofITdevelopmentcostsisanareaofsignificantjudgementandestimation.TheapplicationofNZIAS38

“IntangibleAssets”includesaccountingconsiderationsrequiredforcapitalisationofITprojects.WhenapplyingNZIAS

38,areasofjudgementincludeconsiderationofimpairmentindicators,assessmentsofeconomicusefullife,previous

Board impairment decisions and potential impacts from the active acquisition proposal. For further detail refer to Note 15.

Valuationofreinsurancerecoveryreceivablesisanareaofsignificantjudgementandestimation.Keyelementsof

judgementincludedwithinrecoveryestimationsare:counterpartyandcreditrisk;andrisksaroundthearbitrationprocess

forthereinsurancecontractindispute.Thenatureofestimationuncertainties,includingfromthosefactorslistedabove,

mean that actual reinsurance recoveries may differ from expected outcomes. Refer to Note 14 for further detail.

10

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

4ACQUISITION PROPOSALS

Suncorp Group Limited / Vero Insurance New Zealand Limited (Suncorp)

Fairfax Financial Holdings Limited (Fairfax)

Acquisition Proposal Expenses

Adviser fees

At30September2017,Towerhasprovidedforallcostsincurredtothatdateinrespectoftheacquisitionactivity.These

have been recorded in the Consolidated Income Statement as a separate line item (Acquisition proposal expenses).

TheCompanyhasworkedwithvariouslegal,financialandBoardadviserstoassistwiththeacquisitionproposals.Costs

forworkcompletedbytheseadvisersontheacquisitionproposalspriorto30September2017havebeenincludedinthe

IncomeStatement.Wherenoinvoicehasbeenreceived,anestimateoflikelycostsupto30September2017hasbeen

made on the basis of best information available at the time.

On9February2017,TowerLimitedannouncedithadenteredintoaSchemeImplementationArrangement(SIA)with

Fairfax.Underthisagreement,Fairfaxagreedtoacquire100%oftheCompany'ssharesat$1.17pershareforan

aggregate purchase price of $197 million (the Fairfax proposal).

TowerhasengagedGoldmanSachsNewZealandLimited(Goldman)toactasleadfinancialadviserinrelationtothe

acquisitionproposalsandpotentialcapitalraising.Goldmanadvisoryfeesarelinkedtotheoutcomeofanyacquisition

proposalandcapitalraising.Intheeventthatanacquisitionproposalorcapitalraisingiscompleted,advisoryfees

estimated up to $4.5 million before tax will become payable to Goldman.

On27June2017,TowerLimitedannouncedithadenteredintoaSchemeImplementationArrangement(SIA)with

Suncorp.Underthisagreement,Suncorpagreedtoacquire100%oftheCompany'ssharesat$1.40pershareforan

aggregatepurchasepriceof$236million.On26July2017,theNewZealandCommerceCommissionannouncedthatit

had declined Suncorp's application to purchase 100% of Tower shares.

At30September2017,noprovisionhasbeenmadeforGoldmanadvisoryfeesbecauseatthatdate,theobligationtopay

fees remained contingent upon the successful implementation of an acquisition proposal or completion of capital raising.

On23August2017,SuncorpadvisedthattheywouldbeappealingtheCommerceCommissiondecision.On5

September2017theTowerBoardlodgeditsowncrossappealagainsttheCommerceCommission'sdecisiontodecline

Suncorp's application to acquire 100% of Tower.

TheFairfaxSIAwasterminatedon29June2017followingTower'sannouncementon27June2017thatithadentered

intoaSIAwithSuncorp.Towerhasreimbursed$400,000ofFairfax'scostsundertheconditionsofitsdiscontinued

scheme.UndertheFairfaxmutualterminationagreement,abreakfeeofafurther$1.57millionispayabletoFairfaxif

another party completes an acquisition of Tower by 31 August 2018. Refer to Note 34 Contingent Liabilities.

On7November2017,ToweradvisedthattheSIAwithSuncorphadpasseditsenddateandhadbeenterminated.

Suncorpsubsequentlyannouncedthatasaresult,itwouldnolongerbeproceedingwithitsappealoftheCommerce

Commission’s decision to decline its application to acquire Tower.

The Tower Board has withdrawn its cross appeal against the Commerce Commission’s decision.

11

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

5PREMIUM REVENUE

$ thousandsNote20172016

Gross written premiums312,396 303,236

Less: Gross unearned premiums(5,636)(296)

Premium revenue306,760 302,940

6INVESTMENT REVENUE

$ thousandsNote20172016

Fixed interest securities

Interest income7,734 10,088

Net realised gain (loss)(631)441

Net unrealised gain (loss)913 (3,142)

Total fixed interest securities8,016 7,387

Equity securities

Dividend income - 9

Net unrealised gain (loss)(3)(163)

Total equity securities(3)(154)

Net realised gain (loss)(1,297)2,810

Net unrealised gain (loss)927 (1,045)

Total other(370)1,765

Total investment revenue7,734 10,097

Total net realised gain (loss)(1,928)3,251

Total net unrealised gain (loss)1,837 (4,350)

Total investment revenue7,643 8,998

(i)Interest income on fixed interest securities

(ii)Dividend income on equity securities

(iii)Fair value gains and losses

Fairvaluegainsandlossesoninvestmentsarerecognisedthroughtheincomestatementintheperiodinwhichthey

arise.Thegainsandlossesfromfixedinterest,equityandpropertysecuritieshavebeengeneratedbyfinancial

assetsdesignatedoninitialrecognitionatfairvaluethroughprofitorloss.Otherinvestmentgainsandlosseshave

beengeneratedbyderivativefinancialassetsandfinancialliabilitiesclassifiedasheldfortradingatfairvaluethrough

profit or loss.

Premiumscededtoreinsurersunderreinsurancecontractsarerecordedasoutwardsreinsuranceexpenseandare

recognisedovertheperiodofthereinsurancecontract.Accordingly,aportionofoutwardsreinsurancepremiumistreated

at balance date as a prepayment.

Premiumsonunclosedbusinessarebroughttoaccountusingestimatesbasedonthepreviousyear'sactualunclosed

business with due allowance made for any changes in the pattern of new business and renewals.

Premiumrevenueisrecognisedintheperiodinwhichthepremiumsareearnedduringthetermofthecontract.The

proportionofpremiumsnotearnedintheincomestatementatreportingdateisrecognisedinthebalancesheetas

unearned premiums.

Other

Investment revenue is recognised as follows:

Revenue is recognised on an accrual basis when the right to receive payment is established.

Interest income is recognised using the effective interest method.

12

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

7NET CLAIMS EXPENSE

$ thousandsNote20172016

Canterbury earthquake claims (4 key events)815,916 35,084

Additional risk margin810,000 -

Kaikoura earthquake claims5,739 -

Other claims155,896 150,528

Total net claims expense187,551 185,612

-

-

-the impact of large losses.

Acomponentoftheseestimationtechniquesisusuallytheestimationofthecostofnotifiedbutnotpaidclaims.In

estimatingthecostofthese,theGrouphasregardtotheclaimcircumstancesreported,anyinformationavailablefrom

loss adjusters and information on the cost of settling claims with similar characteristics in previous periods.

Provisionsarecalculatedgrossofanyreinsurancerecoveriesexceptriskmargin,whichisnetofreinsurancerecoveries.

Aseparateestimateismadeoftheamountsthatwillberecoverablefromreinsurersbasedonthegrossprovisions.

Details of specific assumptions used in deriving the outstanding claims liability at year end are detailed in Note 27.

Reinsurancerecoveriesarerecognisedasrevenue.Amountsrecoverableareassessedinaccordancewiththetermsof

thereinsurancecontractsinamannersimilartotheassessmentofoutstandingclaims.Recoveriesaremeasuredasthe

present value of expected future receipts.

Claimsexpenseisrecognisedwhenclaimsarenotified.Provisionismadeattheendoftheyearfortheestimatedcostof

claims incurred but not settled at balance date, including the cost of claims incurred but not yet reported to the Group.

Theestimatedcostofclaimsincludesdirectexpensesincurredinsettlingclaimsnetofanyexpectedsalvagevalueand

otherrecoveries.TheGrouptakesallreasonablestepstoensurethatithasappropriateinformationregardingitsclaims

exposures.However,giventheuncertaintyinestablishingclaimsprovisions,itislikelythatthefinaloutcomewillproveto

be different from the original liability established.

Theestimationofclaimsincurredbutnotreported(IBNR)isgenerallysubjecttoagreaterdegreeofuncertaintythanthe

estimationofthecostofsettlingclaimsalreadynotifiedtotheGroup,wheremoreinformationabouttheclaimeventis

generallyavailable.IBNRclaimsmayoftennotbeapparenttotheinsureduntilmanyyearsaftertheeventsgivingriseto

theclaimshavehappened.IncalculatingtheestimatedcostofunpaidclaimstheGroupusesavarietyofestimation

techniques,generallybasedonstatisticalanalysesofhistoricalexperience,whichassumesthatthedevelopmentpattern

ofcurrentclaimswillbeconsistentwithpastexperience.Allowanceismadeforchangesoruncertaintieswhichmaycreate

distortionsinunderlyingstatisticsorwhichmaycausethecostofunsettledclaimstoincreaseorreducewhencompared

with the cost of previously settled claims including:

changesinGroupprocesseswhichmightaccelerateorslowdownthedevelopmentand(or)recordingofpaidor

incurred claims, compared with statistics from previous periods;

the effects of inflation; and

13

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

8CANTERBURY EARTHQUAKES

Canterbury earthquake provisions

$ thousands20172016

Insurance liabilities

Gross outstanding claims(107,200)(149,100)

Additional risk margin(10,000) -

(117,200)(149,100)

Receivables

Reinsurance recovery receivables13,600 50,800

EQC related to open claims5,800 57,600

Less: EQC payable to reinsurers(1,700) -

17,700 108,400

Net outstanding claims(99,500)(40,700)

Change in presentation of comparative insurance liabilities and receivables

The2016comparativeinformationinthetableaboveincludesreceivablesfromPeakReandEQCasdeductionsfrom

grossoutstandingclaimsrelatingtobothopenandclosedclaims.Asthegrossoutstandingclaimsliabilitycontinuesto

reduce,onlyEQCrecoveriesforopenclaimshavebeendeductedfromgrossoutstandingclaimsliabilityforthe

September2010andFebruary2011events.Fortheotherearthquakes,EQCrecoveriesforopenclaimsandreinsurance

recoveriesarededucted.DuetothenatureofEQCrecoveries,thecategorisationbetweenopenclaimsandclosedclaims

isanapproximationthattakesintoaccountthesplitbetweenopenandclosedclaimsforEQCrecoveriesalreadyreceived

as well as EQC recoveries expected to be received.

Towerhasreceivedover16,106individualclaimsfromcustomersasaresultofearthquakesimpactingtheCanterbury

regionduring2010and2011(2016:15,990claims).Likeotherindustryparticipants,Towercontinuestoreceive'over-cap'

claimsfromtheEarthquakeCommission(EQC).ThegrowthinnewclaimsreceivedhasimpactedTower'ssettlement

ratesduringtheyear.Ofallclaimsreceived,Towerhassettledover15,783claimsat30September2017(2016:15,426

claims),representinga98%settlementratebynumberofclaimsand93%byvalue(2016:96%bynumberand89%by

value).Todate,Towerhaspaidoutmorethan$825milliontocustomers(2016:$749million)inrespectofthefourmain

earthquakes that occurred on 4 September 2010; 22 February 2011; 13 June 2011 and 23 December 2011.

Asat30September2017,Towerhasestimatedgrossultimateincurredclaimsof$897.4millioninrespectofthefourmain

Canterbury earthquake events (2016: $869.6 million).

Outstandingclaimscomprisescaseestimates,claimsincurredbutnotreported(IBNR)andriskmargins.Intheyear

ended30September2017,caseestimateshavereducedasclaimshavebeensettledandpaid.Thesedecreaseshave

beenoffsethowever,byincreasedcostsonremainingopenclaims;newover-capclaimsbeingreceivedfromEQC;and

theAppointedActuaryincreasingIBNRandriskmargins,particularlyinrespectoflitigatedclaimsandadditionalEQC

recoveries.

ThefinancialcosttoToweroftheCanterburyearthquakesisreducedthroughreinsuranceandisreflectedwithinnet

outstandingclaims.Towercontinuestoworkcloselywithitscatastrophereinsurancepartnersasitcompletesits

Canterburyclaimssettlementprogramme.Catastrophereinsurancepartnersarerequiredtohaveafinancialstrength

ratingofatleastA-issuedbyarecognisedinternationalratingagency.Towerhasacommercialdisputewiththeprovider

of its adverse development cover, Peak Reinsurance Company Limited (Peak Re), which is discussed further in Note 14.

ThetablebelowpresentsafinancialrepresentationofTower’snetoutstandingclaimsprovisionat30September2017in

relation to the four main earthquake events.

14

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

8CANTERBURY EARTHQUAKES (continued)

$ thousands20172016

Cumulative expenses associated with Canterbury earthquakes:

Earthquake claims estimate(897,440)(869,600)

Reinsurance recoveries746,623 734,699

Claim expense net of reinsurance recoveries(150,817)(134,901)

Reinsurance expense(25,045)(25,045)

Additional risk margin(10,000) -

Cumulative impact of Canterbury earthquakes before tax(185,862)(159,946)

Income tax52,710 45,454

Cumulative impact of Canterbury earthquakes after tax(133,152)(114,492)

Recognised in current period (net of tax)(18,660)(25,272)

TowerhastwosignificantreceivableamountsrelatedtoclosedCanterburyearthquakeclaims,being$43.75millionfrom

PeakReand$65.1millionfromEQC(2016:$57.6million).$17.7millionofthisEQCamountispayabletoreinsurers

whichhasbeenallowedfor(2016:$20.7million).Ariskmarginof$10.7millionhasbeenallowedforonthereceivable

from EQC (2016: $4.3 million).

TheBoardareactivelyengagedinmonitoringCanterburyearthquakedevelopments.Boardprocessreliesonthe

AppointedActuary'sdeterminationofearthquakeultimateincurredclaimsestimatesandthederivationofestimated

outcomes.Towerhas323openclaimsat30September2017(2016:564openclaims).Recognisingrelative

complexitieswhichexistwithinremainingopenclaims,theAppointedActuaryhasreviewedeachremainingpropertyfile

withTowerclaimsstaff.Thisindividualclaimmethodologyincludedreviewofthelatestspecialistassessmentreports

andscopeofworkstorepairorrebuildpropertiestodeterminethepropensityforfuturecoststovary.Inaddition,

furtherprovisionwasmadeforclaimsre-opening;claimsmovingovertheEQCcapof$100,000;claimsinlitigationand

other claim categories.

ThefollowingtablepresentsthecumulativeimpactofthefourmainCanterburyearthquakeeventsontheincome

statement.

RecognisingthechallenginghistoryofCanterburyearthquakeclaimsandthepotentialforongoingcomplexityin

finalisingremainingclaimsandpotentialnewover-capclaims,theBoardhaselectedtocreateanadditionalriskmargin

of$10.0millionoverandabovetheprovisionoftheAppointedActuary,whichissetatthe75thpercentileprobabilityof

sufficiency.

Thisadditionalriskmarginapproximatesthe80-85thpercentileprobabilityofsufficiencyoftheAppointedActuary’s

centralestimateasat30September2017.Thisprovisionwillremainat$10.0million,subjecttoreviewbytheBoard

each half year and will be released once Canterbury Outstanding Claims Liability has sufficiently run off.

15

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

8CANTERBURY EARTHQUAKES (continued)

Claims

• the level of future increases in building and other claims costs

• the number of new litigated claims received and the average cost of these claims

• the number of new claims expected from EQC and the average cost of these claims

• the rate of closed claims reopening

• risk margin

• future claim management expenses, and

Recoveries

• collectability of reinsurance recoveries

• recoveries from EQC (including litigation risks) in respect of land damage and building costs

• risk margin.

Date of event

$ thousands

20172016

September 2010

-

7,700

February 2011

- -

June 2011

254,200

256,500

December 2011

486,500

487,500

• Continued growth in the level of litigation claims received;

• Continued development of claim costs as they progress through the claims life cycle;

TowerhasexceededitscatastrophereinsuranceandadversedevelopmentcoverlimitsinrelationtotheFebruary2011

event.TheestimatedultimateincurredclaimscostoftheFebruary2011eventtotals$507.0millionincludingrisk

margin.Towerhasreinsurancefor$375.4milliononthiseventincludingcatastrophecover,proportionalreinsurance

andadversedevelopmentcover.Duringtheyearended30September2017,Towerexpensed$13.3millioninrelation

to the February 2011 event (2016: $35.1 million).

Theactuarialreviewsperformedduringtheyearended30September2017identifiedthefollowingaskeycontributors

to the increase in expected earthquake claims costs:

• Greater than anticipated new over-cap claims received from EQC;

• Refinement of actuarial assumptions, including the setting of risk margins.

Catastrophe reinsurance cover remaining

The key elements of judgement within the claims estimation are as follows:

Giventhenatureofestimationuncertainties(includingthoselistedabove)actualclaimsexperiencemaystilldeviate,

perhapssubstantially,fromthegrossoutstandingclaimsliabilitiesrecordedasat30September2017.Anyfurther

changes to estimates will be recorded in the accounting period when they become known.

The catastrophe reinsurance cover headroom remaining is included in the table below.

• Increase in the level of future claims handling expenses; and

TowerhasalsoexceededitscatastrophereinsurancecoverlimitinrelationtotheSeptember2010event.The

estimatedultimateincurredclaimscostoftheSeptember2010eventtotals$303.4millionincludingriskmargin.Tower

hasreinsurancefor$295.8milliononthiseventincludingcatastrophecoverandproportionalreinsurancecover.During

the year ended 30 September 2017, Tower expensed $2.6 million in relation to the September 2010 event (2016: nil).

16

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

8CANTERBURY EARTHQUAKES (continued)

Sensitivity analysis - impact of changes in key variables

$ millions

Sep 2010Feb 2011Jun 2011Dec 201130-Sep-17

30-Sep-16

Outstanding claims:

(i)+ 5%

(1.3)(3.0)--(4.3)

(4.1)

- 5%

1.33.0--4.3

4.1

(ii)+ 1%

4.9(9.0)--(4.1)

(9.0)

- 1%

(7.0)9.0--2.0

9.0

Receivables:

Reinsurance recovery receivables

(iii)- 50%

-(21.9)--(21.9)

(21.9)

- 100%

-(38.8)--(38.8)

(38.8)

(iv)+ 10%

0.10.7--0.8

0.7

- 10%

(0.1)(0.7)--(0.8)

(0.8)

(v)+ 10%

3.20.9--4.1

0.1

- 10%

(3.2)(0.9)--(4.1)

(0.1)

(i)

(ii)

(iii)

Calculatedas1%oftotalreportedcosts(netofEQCcontributions)plusIBNR/IBNERmovedto/fromFeb2011event

and the impact on Tower's profit quantified.

Calculated as the impact on net outstanding claims due to 50% or 100% lower recoveries being received.

Change to costs and quantity of

expected claim estimates

including building costs and

other impacts.

Change in apportionment of

claim costs to / from February

2011 event.

Adverse development

cover

Recoveries from EQC in respect

of land damage

Recoveries from EQC in respect

of building costs

Calculatedasthechangeincaseestimates(netofEQCcontributions)plusIBNR/IBNERandtheimpactonTower's

profit quantified. Changes in case estimates include over-cap claims, closed claims re-opening and risk margin.

Netoutstandingclaimsarecomprisedofseveralkeyelements,asdescribedearlierinthisnote.Sensitivityofnet

outstandingclaimsisthereforedrivenbychangestotheassumptionsunderpinningeachoftheseelements.Theimpact

ofchangesinsignificantassumptionsonthenetoutstandingclaimsliabilities,andhenceonTower'sprofit,areshownin

the table below. Each change in assumption has been calculated in isolation of any other changes in assumptions.

Theimpactofachangetoclaimscostsisoffsetbyreinsurancewherethereisreinsurancecapacityremaining.The

impactwillbenilwherethechangeinclaimscostsislessthantheremainingreinsurancecapacity.However,ifthe

changeinclaimscostsexceedsthereinsurancecapacitythenTower'sprofitwillbeimpactedbytheamountofclaims

costs in excess of the reinsurance capacity.

The changes in the table below reflect the impact on Tower's profits should that event occur.

Change

variable

Split between eventsFour main earthquakes

17

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

9MANAGEMENT AND SALES EXPENSES

Included in total management and sales expenses are the following requiring separate disclosures:

$ thousandsNote20172016

Amortisation of deferred acquisition costs19,973 20,277

Bad debts written off176 162

Change in provision for doubtful debts(945)(307)

Amortisation of software6,395 3,950

Depreciation2,032 2,438

Office equipment and furniture

928 840

Motor vehicles

93 170

Computer equipment

1,011 1,428

Directors' fees509 565

Employee benefits expense53,600 54,396

(Gain) on disposal of property, plant and equipment(42)(43)

Claims related management expenses reclassified to claims expense(25,998)(22,846)

Auditors remuneration

Fees paid to Group's auditors:

Audit of financial statements

(1)

495 364

Other assurance related services

(2)

30 30

Non-assurance advisory related services

(3)

6 149

Total fees paid to Group's auditors531 543

Fees paid to subsidiaries' auditors different to Group auditors:

Audit of financial statements

(4)

45 51

Total fees paid to auditors576 594

(1)

(2)

(3)

(4)

TowerInsuranceLimitedpaidallfeesforauditservicesprovidedtotheGroup,otherthantheauditfeesofNational

Pacific Insurance Limited and Tower Insurance (Vanuatu) Limited.

Non-assuranceadvisoryrelatedservicesrelatedtoAnnualShareholders'MeetingproceduresandITPlatformreview

(in 2016).

OtherassurancerelatedservicesincludesannualsolvencyreturnassuranceandPacificIslandregulatoryreturn

audits.

Auditoffinancialstatementsincludesfeesforboththeauditofannualfinancialstatementsandthereviewofinterim

financial statements.

18

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

10TAX

10ATAX EXPENSE

Analysis of tax expense

$ thousandsNote20172016

Current tax4,468 6,026

Deferred tax(3,064)(10,615)

Under (over) provided in prior years597 (322)

Total tax expense (benefit)2,001 (4,911)

The tax benefit can be reconciled to the accounting profit as follows:

Loss before tax from continuing operations(5,999)(26,426)

Income tax at the current rate of 28%(1,680)(7,399)

Tax effect of:

Prior period adjustments597 (322)

Non-deductible expenditure/non-assessable income967 216

Foreign tax credits written off1,874 2,226

Non-taxable dividend from subsidiaries - -

Other243 368

Total tax expense (benefit)2,001 (4,911)

(i)Current tax

(ii)Tax consolidation

(iii)Income tax expense

(iv)GST

TheGroupissubjecttoincometaxesinNewZealandandjurisdictionswhereithasforeignoperations.Significant

managementjudgementisrequiredindeterminingtheworldwideprovisionforincometaxes.Therearesometransactions

andcalculationsundertakenduringtheordinarycourseofbusinessforwhichtheultimatetaxdeterminationisuncertain.

TheGroupestimatesitstaxliabilitiesbasedonitsunderstandingoftaxlawineachrelevantjurisdiction.Wherethefinal

taxoutcomeofthesemattersisdifferentfromtheamountsthatwereinitiallyrecorded,suchdifferenceswillimpactthe

currentanddeferredincometaxassetsandliabilitiesintheperiodinwhichsuchdeterminationismade.Deferredtax

assetsarerecognisedforallunusedtaxlossestotheextentitisprobablethattaxableprofitswillbeavailableagainst

whichthelossescanbeutilised.Significantmanagementjudgementisrequiredtodeterminetheamountofdeferredtax

assets that can be recognised based on the likely timing and quantum of future taxable profits.

Allrevenues,expensesandcertainassetsarerecognisednetofgoodsandservicestaxes(GST)exceptwheretheGSTis

notrecoverable.InthesecircumstancestheGSTisincludedintherelatedassetorexpense.Receivablesandpayables

arereportedinclusiveofGST.ThenetGSTpayabletoorrecoverablefromthetaxauthoritiesasatbalancedateis

included as a receivable or payable in the balance sheet.

Currenttaxistheamountofincometaxespayableorrecoverableinrespectofthetaxableprofitorlossfortheperiod.Itis

calculatedusingtaxratesandlawsthathavebeenenactedorsubstantivelyenactedbythereportingdate.Currenttaxfor

current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).

TowerLimitedanditssubsidiariesarepartofasingleconsolidatedgroupfortaxpurposes,withtheexceptionofTower

Insurance Limited.

Theincometaxexpenseisthetaxpayableontaxableincomeforthecurrentperiod,basedontheincometaxratefor

eachjurisdictionandadjustedforchangesindeferredtaxassetsandliabilitiesattributabletotemporarydifferencesand

unused tax losses.

19

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

10 TAX (continued)

(v) Tax cash flows

10BCURRENT TAX ASSETS

Analysis of current tax assets

$ thousandsNote20172016

Current1,206 912

Non-current12,256 12,256

Total current tax assets13,46213,168

10CCURRENT TAX LIABILITIES

10DDEFERRED TAX ASSETS AND LIABILITIES

$ thousands

Opening

balance at 1

October

(Charged)

credited to

income

statement

(Charged)

credited to

comprehensive

income

Closing

balance at 30

September

For the Year Ended 30 September 2017

Movement in deferred tax assets

Provisions and accruals3,141 (876) - 2,265

Property, plant and equipment3,288 4,493 - 7,781

Tax losses29,086 (2,128) - 26,958

Other - 778 - 778

Total deferred tax assets35,515 2,267 - 37,782

(5,037)

Net deferred tax assets

32,745

Movement in deferred tax liabilities

Deferred acquisition costs(4,851)(227) - (5,078)

Other(1,294)1,024 (29)(299)

Total deferred tax liabilities(6,145)797 (29)(5,377)

5,037

Net deferred tax liabilities(340)

Set-off of deferred tax liabilities pursuant to NZ IAS 12

TaxcashflowsareincludedinthestatementsofcashflowsonanetbasisotherthantotheextentthattheGSTisnot

recoverable and has been included in the expense or asset.

The movement in deferred income tax assets and liabilities during the year is as follows:

Anon-currenttaxassetof$12,256,000isrecognisedinthefinancialstatementsoftheGroupasat30September2017in

relationtoexcesstaxpaymentsmadeinpreviousyears(2016:$12,256,000).Non-currenttaxassetsareexpectedtobe

recoveredfrom2021,asdeterminedbytheBoardapprovedoperationalplanforfinancialyears2018to2021.Acurrent

taxassetof$1,206,000isrecognisedinrelationtoexcesstaxpaymentsmadeinthePacificIslandsoverandabovethe

estimated tax liabilities for the year (2016: $595,000).

Currenttaxliabilitiesof$560,000relatetotaxespayabletooffshoretaxauthoritiesinthePacificIslands(2016:

$123,000).

Set-off of deferred tax liabilities pursuant to NZ IAS 12

20

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

10 TAX (continued)

$ thousands

Opening

balance at 1

October

(Charged)

credited to

income

statement

(Charged)

credited to

comprehensive

income

Closing

balance at 30

September

For the Year Ended 30 September 2016

Movement in deferred tax assets

Provisions and accruals2,321 820 - 3,141

Property, plant and equipment3,431 (120)(23)3,288

Tax losses19,034 10,052 - 29,086

Total deferred tax assets24,786 10,752 (23)35,515

(5,360)

Net deferred tax assets

30,155

Movement in deferred tax liabilities

Deferred acquisition costs(4,885)34 - (4,851)

Other(1,123)(171) - (1,294)

Total deferred tax liabilities(6,008)(137) - (6,145)

5,360

Net deferred tax liabilities(785)

Deferred tax

10EIMPUTATION CREDITS

$ thousands20172016

Imputation credits available for use in subsequent reporting periods489 489

Set-off of deferred tax liabilities pursuant to NZ IAS 12

Set-off of deferred tax liabilities pursuant to NZ IAS 12

Deferredtaxisaccountedforusingthecomprehensivebalancesheetliabilitymethodinrespectoftemporarydifferences

arisingfromdifferencesbetweenthecarryingamountofassetsandliabilitiesinthefinancialstatementsandthe

corresponding tax base of those items.

Deferredtaxassetsandliabilitiesarerecognisedfortemporarydifferencesatthetaxratesexpectedtoapplywhenthe

assetsarerecoveredorliabilitiessettled,basedonthetaxratesenactedorsubstantivelyenactedforeachjurisdiction.

Deferredtaxassetsarerecognisedtotheextentthatitisprobablethattaxableprofitswillbeavailableagainstwhich

deductibletemporarydifferencesorunusedtaxlossescanbeutilised.Suchassetsandliabilitiesarenotrecognisedifthe

temporarydifferencearisesfromgoodwillorfromtheinitialrecognition(otherthaninabusinesscombination)oftheother

assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

Thebalanceoftheimputationaccountattheendoftheyearisdeterminedhavingadjustedforimputationcreditsthatwill

arisefromthepaymentofincometaxprovided;dividendsrecognisedasaliability;andthereceiptofdividendsrecognised

as receivables at the reporting date.

TheGroupimputationcreditaccountreflectstheimputationcreditsheldbytheCompanyastherepresentativememberof

the Group.

Currentanddeferredtaxbalancesattributabletoamountsrecogniseddirectlyinequityarealsorecogniseddirectlyin

equity.

Deferredtaxliabilitiesof$946,000havenotbeenrecognisedinrespectoftemporarydifferencesassociatedwith

investments in subsidiaries (2016: liabilities of $166,000).

Recognitionofdeferredtaxassetsisakeyareaofjudgement.Managementexpectstoutilisethetaxlossesagainst

future profits over the next 4 years.

21

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

11SEGMENTAL REPORTING

$ thousands

New ZealandPacific Islands

Other (Holding

companies &

eliminations)Total

Year Ended 30 September 2017

Revenue

Net operating revenue

222,117 44,816 665 267,598

Total revenue

222,117 44,816 665 267,598

Earnings before interest, tax,

depreciation and amortisation

(15,648)12,688 6,223 3,263

Interest expense

- - (835)(835)

Depreciation and amortisation

(1,529)(521)(6,377)(8,427)

Profit (Loss) before income tax

(17,177)12,167 (989)(5,999)

Income tax credit (expense)

2,470 (4,958)487 (2,001)

Profit (Loss) for the year

(14,707)7,209 (502)(8,000)

Total assets 30 September 2017481,532 82,664 75,270 639,466

Total liabilities 30 September 2017335,602 54,483 33,637 423,722

819 295 12,059 13,173

Year Ended 30 September 2016

Revenue

Net operating revenue

218,992 45,765 1,488 266,245

Total revenue

218,992 45,765 1,488 266,245

Earnings before interest, tax,

depreciation and amortisation

(12,577)9,617 (17,078)(20,038)

Depreciation and amortisation

(2,076)(379)(3,933)(6,388)

Profit (Loss) before income tax

(14,653)9,238 (21,011)(26,426)

Income tax credit (expense)

2,760 (3,729)5,880 4,911

Profit (Loss) for the year

(11,893)5,509 (15,131)(21,515)

Total assets 30 September 2016479,420 79,104 81,757 640,281

Total liabilities 30 September 2016360,613 51,981 3,735 416,329

481 1,523 7,553 9,557

Description of segments and other segment information

TheGroupdoesnotderiverevenuefromanyindividualorentitythatrepresents10%ormoreoftheGroup'stotal

revenue.

Acquisition of property plant and equipment and

intangibles

Acquisition of property plant and equipment and

intangibles

Anoperatingsegmentisagroupofassetsandoperationsengagedinprovidingproductsorservicesthataresubjectto

risks and returns that are different to those of other operating segments.

Operatingsegmentsarereportedinamannerconsistentwiththeinternalreportingprovidedtothechiefoperating

decision-makerwhoreviewstheoperatingresultsonaregularbasisandmakesdecisionsonresourceallocationand

assessing performance. The chief operating decision-maker has been identified as the Company’s Board of Directors.

TheNewZealandsegmentcomprisedgeneralinsurancebusinesswritteninNewZealand.ThePacificIslandssegment

includesgeneralinsurancebusinesswithcustomersinthePacificIslandswrittenbyTowerInsuranceLimited

subsidiaries and branch operations. Other includes head office expenses, financing costs and eliminations.

Tower Group operates predominantly in two geographical segments, New Zealand and the Pacific region.

22

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

12

$ thousands20172016

Cash at bank and in hand21,981 25,792

Deposits at call76,689 60,932

Restricted cash4,206 5,504

102,876 92,228

13

$ thousands20172016

Loss for the year(8,000)(21,515)

Add (less) non-cash items

Depreciation of property, plant and equipment2,032 2,438

Amortisation of software6,395 3,950

Impairment of software - 19,649

Unrealised (gain) loss on financial assets(1,837)4,350

Movement on disposal of property, plant and equipment(42)(43)

Change in deferred tax(3,024)(10,560)

3,524 19,784

Change in receivables(7,653)1,984

Change in payables(21,537)(11,614)

Change in taxation116 1,051

(29,074)(8,579)

Add (less) other items classified as investing / financing activities

Financing costs778 -

778 -

(32,772)(10,310)

CASH AND CASH EQUIVALENTS

Add (less) movements in working capital (excluding the effects of

exchange differences on consolidation)

Net cash inflows (outflows) from operating activities

Total cash and cash equivalents

Cashandcashequivalentsincludescashonhandanddepositsheldatcallwithfinancialinstitutions,othershort-term,

highlyliquidinvestmentsthatarereadilyconvertibletoknownamountsofcashandwhicharesubjecttoaninsignificant

risk of changes in value, and bank overdrafts.

Theeffectiveinterestrateat30September2017fordepositsatcallis2.60%(2016:2.60%).Therewasnooffsetting

within cash and cash equivalents (2016: nil).

TowerisapartytotheCanterburyEarthquakeSharedPropertyProcess–InsurerContract(SPP)whichsetsout

obligationsforinsurersandappointsaleadinsurertoactonbehalfofotherinsurerswithrespecttotherepairandrebuild

ofsharedproperties(knownasmulti-units).AsleadinsureronCanterburymulti-unitrepairsorrebuilds,Towerreceives

cashfromotherinsurancecompaniesassettlementoftheirobligationsunderbuildingcontractscoveredwithintheSPP.

Tower separately holds this cash on behalf of other insurers in a segregated bank account.

At30September,Towerwasholding$4.2million(2016:$5.5million)cashinrespectofmulti-unitclaimsasleadinsurer

onCanterburyclaims.ThisisrecognisedwithinCashandcashequivalentsonthebalancesheet.Relatedtothisare

correspondingamountsbeing$1.6million(2016:$2.7million)recordedwithinInsuranceliabilitiesforTower’sportionof

multi-unitoutstandingclaims;and$2.6million(2016:$2.8million)recordedwithinPayablesasheldonbehalfofother

insurers in respect of SPP claims.

RECONCILIATION OF LOSS FOR THE PERIOD TO NET CASH FLOWS FROM OPERATING ACTIVITIES

23

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

14RECEIVABLES

$ thousands20172016

Reinsurance recovery receivables

63,947 68,406

Outstanding premiums and trade receivables

127,319 125,855

Other

70,109 60,424

Total receivables

261,375254,685

Analysed as

Current

192,466 173,613

Non current

68,909 81,072

Total receivables

261,375 254,685

Outstanding premiums and trade receivables128,124 127,605

Allowance for credit losses and impairment

(805)(1,750)

127,319 125,855

Opening balance(1,750)(2,057)

Provisions added during the year(41)(45)

Provisions released during the year978 224

Foreign exchange movements8 128

Closing balance(805)(1,750)

Assets arising from reinsurance contracts

Tradeandotherreceivables,includingEQCreinsurancerecoveries,areincludedincurrentassetsexceptforthosewith

maturities greater than 12 months after the reporting date, which are classified as non-current assets.

Assetsarisingfromreinsurancecontractsarealsodeterminedusingtheabovemethods.Inaddition,therecoverabilityof

theseassetsisassessedonaperiodicbasistoensurethatthebalanceisreflectiveoftheamountsthatwillultimatelybe

received,takingintoconsiderationfactorssuchascounterpartyandcreditrisk.Impairmentisrecognisedwherethereis

objective evidence that the Group may not receive amounts due to it and these amounts can be reliably measured.

Outstandingpremiumsandtradereceivablesarepresentednetofallowanceforcreditlossesandimpairment.Thetables

belowincludereconciliationsofoutstandingpremiumsandtradereceivables,togetherwiththeprovisionforcancellation

at the reporting date.

Tradeandotherreceivablesarerecognisedinitiallyatfairvalueandsubsequentlymeasuredatamortisedcost,less

provision for impairment.

Collectabilityoftradereceivablesisreviewedonanon-goingbasis.Theallowanceforcreditlossesandimpairmentin

relationtotradereceivablesisprovidedforbasedonestimatedrecoverableamountsdeterminedbyreferencetocurrent

customercircumstancesandpastdefaultexperience.IndeterminingtherecoverabilityofatradereceivabletheGroup

considersanychangeinthecreditqualityofthetradereceivablefromthedatethecreditwasinitiallygranteduptothe

reportingdate.TheGrouphasprovidedfullyforreceivablesover120dayspastdue.Tradereceivablesbetween60and

120 days past due are provided for based on estimated irrecoverable amounts.

24

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

14RECEIVABLES (continued)

Earthquake Commission Receivables

Kaikoura Region Earthquake

Canterbury Earthquakes

Reinsurance Contract in Dispute

TowerispartytoanarbitrationprocesswithPeakReregardinganAdverseDevelopmentCover(ADC)policyenteredinto

in2015withtherecoveryvaluedat$43.75million.CurrentlyToweranticipatesthearbitrationwilltakeplaceinMarch

2018withadecisionbymid-2018.Towerremainsconfidentthatitwillbesuccessfulbutboththeprocessandthehearing

holdriskandcollectionoftheowedamountisnotcertain.Anadverseoutcomecouldleadtoanilrecoveryduetothe

binary nature of the process.

TheADCprovidesforrecoveryofclaimscostontheFebruary2011earthquake.ThemaximumvalueoftheADC

recoveryis$43.75millionwhichhasbeenfullyrecognisedinthecalculationofTower'snetclaimsexpenseinrespectof

the Canterbury earthquakes (refer to Note 8).

Otherreceivablesincludeanamountof$65.1millionduefromEQCforlanddamageandbuildingcostsrelatingtothe

Canterbury earthquake provisions as disclosed in Note 8.

InDecember2016TowerInsuranceLimited,alongwithotherprivateinsurers,signedaMemorandumofUnderstanding

(MOU)withEQCwherebyprivateinsurersactasagentsfortheCrownagencyinrelationtotheKaikouraregion

earthquake.Undertheagreement,Towerdirectlylodges,assessesandsettleshomeandcontentsclaimsarisingfrom

the14November2016earthquakeintheKaikouraregion,includingclaimsunderEQC's$100,000capforhouseclaims

and$15,000capforcontentsclaims.ClaimsfromearlierearthquakesintheCanterburyregionwhicharestillopenor

unresolvedarenotpartofthisagreementwithEQC.TheagreementwithEQCprovidesforprivateinsurerstoget

reimbursedforclaimcosts,includingcostsofsettlementandhandling.At30September2017,theamountduefromEQC

for reimbursement of claims handling expenses and claims paid in relation to the Kaikoura event is $1.3 million (2016: nil).

ToweracknowledgesthattheEQCrecoveriesrelatingtoCanterburyearthquakesareanareaofsignificantaccounting

estimationandjudgement,includingearthquakeeventallocation,litigationriskfactorsandotheractuarialassumptions

discussed in Note 8.

TowerestimatesthegrossamountreceivableduefromEQCissignificantlyhigherthanthe$65.1million,buthasadopted

thisamount,whichistheactuarialvaluationoftheAppointedActuary.Themethodbywhichtheactuarialvaluationis

completedrecognisestheinherentriskanduncertaintywithrecoveryofthefullgrossamount.Anamountof$17.7million

(2016:$20.7million)willbepayabletoreinsurersonreceiptfromEQCofthesebalances.Theamountpayableto

reinsurers may vary depending on the balance collected from EQC.

25

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

15INTANGIBLE ASSETS

$ thousands

GoodwillAcquired

Internally

developed

Under

developmentTotal

Year Ended 30 September 2017

Cost:

Opening balance17,744 5,020 31,305 4,554 58,623

Additions - 82 5,740 6,237 12,059

Disposals - (6) - (17)(23)

Transfers - - - (5,822)(5,822)

Foreign exchange movements - 1 - - 1

- - - (468)(468)

Closing balance17,744 5,097 37,045 4,484 64,370

Accumulated amortisation:

Opening balance - (4,265)(22,376) - (26,641)

Amortisation charge - (235)(6,160) - (6,395)

Foreign exchange movements - (1)1 - -

Closing balance - (4,501)(28,535) - (33,036)

Net book value

At cost17,744 5,097 37,045 4,484 64,370

Accumulated amortisation - (4,501)(28,535) - (33,036)

Closing net book value17,744 596 8,510 4,484 31,334

Year Ended 30 September 2016

Cost:

Opening balance17,744 4,223 34,861 14,279 71,107

Additions - 846 339 7,070 8,255

Disposals - (39) - - (39)

Transfers - - - (339)(339)

- - - (702)(702)

Foreign exchange movements - (10) - - (10)

Impairment expense - - (3,895)(15,754)(19,649)

Closing balance17,744 5,020 31,305 4,554 58,623

Accumulated amortisation:

Opening balance - (4,047)(18,687) - (22,734)

Amortisation charge - (261)(3,689) - (3,950)

Amortisation on disposals - 40 - - 40

Foreign exchange movements - 3 - - 3

Closing balance - (4,265)(22,376) - (26,641)

Net book value

At cost17,744 5,020 31,305 4,554 58,623

Accumulated amortisation - (4,265)(22,376) - (26,641)

Closing net book value17,744 755 8,929 4,554 31,982

Transfers to Property, plant and

equipment

Software

Transfers to Property, plant and

equipment

26

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

15INTANGIBLE ASSETS (continued)

SOFTWARE

General use computer software

3-5 years

Core operating system software

3-10 years

IMPAIRMENT OF SOFTWARE

GOODWILL

IMPAIRMENT TESTING FOR GOODWILL

$ thousands20172016

Carrying amount of goodwill17,744 17,744

Goodwillissubjecttoimpairmenttestingatthecash-generatingunitleveleverysixmonths.Noimpairmentlosshas

been recognised in 2017 as a result of the impairment review (2016: Nil).

Goodwillacquiredinabusinesscombinationisinitiallymeasuredatcostbeingtheexcessofthecostofthe

businesscombinationovertheGroup'sinterestinthefairvalueoftheidentifiableassets,liabilitiesandcontingent

liabilitiesoftheentityacquired,atthedateofacquisition.Followinginitialrecognition,goodwillonacquisitionofa

businesscombinationisnotamortisedbutistestedforimpairmentbi-annuallyormorefrequentlyifeventsor

changes in circumstances indicate that the carrying value may be impaired.

Forthepurposeofimpairmenttesting,goodwillacquiredinabusinesscombinationis,fromtheacquisitiondate,

allocatedtoeachoftheGroup’scashgeneratingunits,orgroupsofcashgeneratingunits,thatareexpectedto

benefitfromthesynergiesofthecombination,irrespectiveofwhetherotherassetsorliabilitiesoftheacquireeare

assigned to those units or groups of units.

Any impairment is recognised immediately in the income statement.

Ondisposalofanentitythecarryingvalueofanyassociatedgoodwillisincludedinthecalculationofthegainor

loss on sale.

GoodwillisallocatedtotheNewZealandgeneralinsurancecashgeneratingunit.Thecarryingamountofgoodwill

allocated to the cash generating unit is shown below:

Impairment of goodwill is a key area of judgement.

Internallygeneratedintangibleassetsarerecordedatcostwhichincludesallthedirectlyattributablecosts

necessarytocreate,produceandpreparetheassetcapableofoperatinginthemannerintendedbymanagement.

Amortisationofinternallygeneratedintangibleassetsbeginswhentheassetisavailableforuseandisamortisedon

a straight line basis over the estimated useful life.

Applicationsoftwareisrecordedatcostlessaccumulatedamortisationandimpairment.Amortisationischargedon

a straight line basis over the estimated useful life of the software.

TheGrouphasreviewedthecarryingvalueofsoftwareintangibleassets(bothinternallydevelopedandunder

development)forindicatorsofimpairmentasat30September2017.Assessmentofimpairmentindicatorsincluded

reviewingthetechnicalfeasibilityofcompletingthesoftwaredevelopmentsoitwouldbeavailableforuse;the

intentiontocompletethesoftwaredevelopment;andwhetherthesoftwarewouldgenerateprobablefuture

economic benefits.

Thereviewwasundertakeninlightofexpectationsforfuturetechnologyplatformsrequiredtosupportgrowthinthe

NewZealandandPacificinsurancebusinesses.TheDirectorsconcludedthatnoimpairmentofsoftwareintangible

assets was required as at 30 September 2017.

Followingtheimpairmentreviewin2016,theGroupreducedtheestimatedusefuleconomiclifeandamortisation

periodofthecoreoperatingsystemsoftwareto3yearsfrom1April2016.Thisincreasedtheannualamortisation

by $844,000.

The determination of estimated useful economic life is a key area of judgement.

Animpairmentchargeof$19.65millionwasrecordedat31March2016,andwasrecognisedinthe30September

2016 financial statements relating to Internally developed software and Software under development categories.

27

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

15INTANGIBLE ASSETS (continued)

IMPAIRMENT REVIEW METHOD

SENSITIVITY TO CHANGES IN ASSUMPTIONS

16

DEFERRED ACQUISITION COSTS

$ thousandsNote20172016

Balance at the beginning of year19,973 20,277

Acquisition costs during the year20,961 19,973

Current period amortisation(19,973)(20,277)

Total deferred acquisition costs20,96119,973

Analysed as:

Current20,961 19,973

Non-current - -

Total deferred acquisition costs20,96119,973

Managementconsidersthattherecoverableamountfromthegeneralinsurancebusiness,asdeterminedbythe

appraisal value, will exceed the carrying value under a reasonable range of adverse scenarios.

Acquisitioncostsincurredinobtaininggeneralinsurancecontractsaredeferredandrecognisedasassetswhere

theycanbereliablymeasuredandwhereitisprobablethattheywillgiverisetopremiumrevenuethatwillbe

recognised in subsequent reporting periods.

Deferredacquisitioncostsareamortisedsystematicallyinaccordancewiththeexpectedpatternoftheincidenceof

riskunderthegeneralinsurancecontractstowhichtheyrelate.Thispatternofamortisationcorrespondstothe

earning pattern of the corresponding premium revenue.

Therecoverableamountofthegeneralinsurancebusinesshasbeenassessedwithreferencetoitsappraisalvalue

todetermineitsvalueinuse.Abasediscountrateof14%wasusedinthecalculation(2016:14%).Other

assumptionsusedareconsistentwiththeactuarialassumptionsinNote27inrespectofTowerInsurance.The

cashflowswereprojectedovertheexpectedlifeofthepolicies.Theprojectedcashflowsaredeterminedbasedon

pastperformanceandmanagement'sexpectationsformarketdevelopmentswithaterminalgrowthrateof2%

(2016: 2%).

28

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

17

PROPERTY, PLANT AND EQUIPMENT

$ thousands

Land and

buildings

Office

equipment and

furnitureMotor vehicles

Computer

equipment

Total

For the Year Ended 30 September 2017

Cost

Opening balance

2,710 7,481 1,277 14,038 25,506

Additions

- 291 69 754 1,114

Revaluations

247 - - - 247

Disposals

(27)(74)(231)(19)(351)

Foreign exchange movements

29 17 7 (9)44

Closing balance

2,9597,715 1,122 14,76426,560

Accumulated depreciation

Opening balance

- (2,004)(930)(13,061)(15,995)

Depreciation

- (928)(93)(1,011)(2,032)

Disposals

- 57 188 16 261

Foreign exchange movements

- (5)(2)(7)(14)

Closing balance

-(2,880)(837)(14,063)(17,780)

Closing balance

Cost / revaluation

2,959 7,715 1,122 14,764 26,560

Accumulated depreciation

- (2,880)(837)(14,063)(17,780)

Net book value

2,959 4,835 285 701 8,780

For the Year Ended 30 September 2016

Cost

Opening balance

2,754 6,749 1,396 13,597 24,496

Additions

- 1,182 203 619 2,004

Revaluations

181 - - - 181

Disposals

- (85)(122)(33)(240)

Foreign exchange movements

(225)(365)(200)(145)(935)

Closing balance

2,7107,481 1,277 14,03825,506

Accumulated depreciation

Opening balance

- (1,513)(1,022)(11,740)(14,275)

Depreciation

- (840)(170)(1,428)(2,438)

Disposals

- 82 124 7 213

Foreign exchange movements

- 267 138 100 505

Closing balance

-(2,004)(930)(13,061)(15,995)

Closing balance

Cost / revaluation

2,710 7,481 1,277 14,038 25,506

Accumulated depreciation

- (2,004)(930)(13,061)(15,995)

Net book value

2,710 5,477 347 977 9,511

29

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

17PROPERTY, PLANT AND EQUIPMENT (continued)

Property, plant and equipment

Land and buildings

Depreciation

Computer equipment3-5 years

Furniture & fittings5-9 years

Motor Vehicles5 years

Buildings50-100 years

Leasehold property improvements3-12 years

Property,plantandequipmentisinitiallyrecordedatcostincludingtransactioncostsandsubsequentlymeasuredatcost

less any accumulated depreciation and impairment losses.

Landandbuildingsareshownatfairvalue,basedonperiodicvaluationsbyexternalindependentappraisersless

subsequentdepreciationforbuildings.Anyaccumulateddepreciationatthedateofrevaluationiseliminatedagainstthe

gross carrying amount of the asset and the net amount is restated to the revalued amount of the asset.

Depreciationiscalculatedusingthestraightlinemethodtoallocatetheassets'costorrevaluedamounts,netofany

residualamounts,overtheirusefullives.Theassets'usefullivesarereviewedandadjustedifappropriateateachbalance

date.Anasset'scarryingamountiswrittendownimmediatelytoitsrecoverableamountifitisconsideredthatthe

carrying amount is greater than its recoverable amount.

LandandbuildingsarelocatedinFijiandarestatedatfairvalue.Fairvalueisdeterminedusinganincomeapproach

wherebyfuturerentalstreamsarecapitalisedatarateappropriateforthetypeofpropertyandleasearrangement.This

valueisthenadjustedtotakeintoaccountrecentmarketactivity.Valuationwasperformedasat30August2017byRolle

Associates,registeredvaluersinFiji.Therehasbeennomaterialmovementinthevaluationbetween30August2017

and30September2017.InputstothevaluationoftheFijipropertyareconsideredtobebasedonnon-observablemarket

data,thusclassifiedaslevel3inthefairvaluehierarchy.Inputsincludegrossrentalspersquaremeterofsimilarproperty

in the Suva area, recent comparable sales of commercial property in Suva and a capitalisation rate of 7.0% (2016: 7.0%).

Hadlandandbuildingsbeenrecognisedunderthecostmodelthecarryingamountwouldhavebeen$1,145,000(2016:

$1,145,000).Therevaluationsurplusfortheperiodisrecordedinothercomprehensiveincomeandhasnorestrictionson

the distribution of the balance to shareholders.

30

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

18PAYABLES

$ thousandsNote20172016

Trade payables

16,479 16,125

Reinsurance payables

4,063 4,445

Payable to other insurers

2,590 2,798

Other payables

27,992 26,132

Total payables

51,12449,500

Analysed as:

Current

51,124 49,500

Non current

- -

Total payables

51,124 49,500

19PROVISIONS

$ thousandsNote20172016

Employee benefits

5,773 4,177

Total provisions

5,7734,177

Analysed as:

Current

5,592 4,037

Non current

181 140

Total provisions

5,773 4,177

Provisionismadeforemployeeentitlementsforservicesrendereduptothebalancedate.Thisincludessalaries,wages,

bonuses,annualleaveandlongserviceleave.Liabilitiesarisinginrespectofemployeeentitlementsexpectedtobe

settledwithin12monthsofthereportingdatearemeasuredattheirnominalamounts.Allotheremployeeentitlements

aremeasuredatthepresentvalueoftheestimatedfuturecashoutflowstobemadeinrespectofservicesprovidedupto

thebalancedate.Indeterminingthepresentvalueoffuturecashoutflows,discountratesusedarebasedontheinterest

rates attaching to government securities which have terms to maturity approximating the terms of the related liability.

TheseamountsrepresentliabilitiesforgoodsandservicesprovidedtotheGrouppriortotheendofthefinancialyear

whichareunsettled.Payablesarerecognisedinitiallyatfairvaluelesstransactioncostsandsubsequentlymeasuredat

amortised cost using the effective interest method.

TowerInsuranceisapartytotheSharedPropertyProcess–InsurerContract(SPP)whichsetsoutobligationsfor

insurersandappointsaleadinsurertoactonbehalfofotherinsurerswithrespecttotherepairandrebuildofshared

properties(knownasmulti-units).Asleadinsureronmulti-unitrepairsorrebuilds,TowerInsurancereceivescashfrom

otherinsurancecompaniesassettlementoftheirobligationsunderbuildingcontractscoveredwithintheSPP.Tower

InsurancehasrecordedamountsreceivedfromotherinsurersasaPayable,recognisingthesefundsarerestrictedinuse.

FundscanonlybeappliedtotherebuildorrepairofpropertieswithintheSPPthatTowerInsuranceisleadinsurerfor.

Tower Insurance holds this cash on behalf of other insurers in a segregated bank account.

At30September2017therewas$2.6million(2016:$2.8million)recordedwithinPayablesasfundsheldonbehalfof

otherinsurersinrespectofSPPclaims.ReferalsotoNote12forfurtherdetailsoncashheldinrespectofmulti-unit

claims as lead insurer.

ProvisionsareonlyrecognisedwhentheGrouphasapresentlegalorconstructiveobligationasaresultofapastevent

ordecision,anditismorelikelythannotthatanoutflowofresourceswillberequiredtosettletheobligation.Provisions

are recognised as the best estimate of future cash flows discounted to present value where the effect is material.

31

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

20INSURANCE LIABILITIES

$ thousandsNote20172016

Unearned premiums

154,848 150,807

Outstanding claims

171,156 210,202

Additional risk margin

10,000 -

Total insurance liabilities

336,004 361,009

Analysed as

Current

297,190 291,845

Non current

38,814 69,164

Total insurance liabilities

336,004 361,009

Opening balance150,807 155,677

Premiums written

296,855 288,537

Premiums earned

(292,153)(293,911)

Foreign exchange movements

(661)504

Closing balance

154,848 150,807

21DISTRIBUTIONS TO SHAREHOLDERS

DIVIDEND PAYMENTS

RETURN OF CAPITAL

The table below includes the reconciliation of the unearned premiums as at the reporting date:

Outstandingclaimsaremeasuredatthecentralestimateofthepresentvalueofexpectedfuturepaymentsafterallowing

forinflationanddiscountedattheriskfreerate.Inadditionariskmarginisaddedtotheclaimsprovisiontorecognisethe

inherent uncertainty of the central estimate and to ensure provision is at least at 75% probability of sufficiency.

There were no Tower Limited dividend payments during the year ended 30 September 2017.

In 2015 the Company commenced on market share buyback of up to $34 million. Capital of $2.4 million was bought back

in the half year to 31 March 2016.

Theexpectedfuturepaymentsincludethoseinrelationtoclaimsreportedbutnotyetpaid,claimsincurredbutnotyet

reported(IBNR),claimsincurredbutnotenoughreported(IBNER)andanticipatedclaimshandlingcosts.Claimshandling

costsincludecoststhatcanbeassociateddirectlywithindividualclaims,suchaslegalandotherprofessionalfees,and

costs that can only be indirectly associated with individual claims, such as claims administration costs.

Provision has been made for the estimate of claim recoveries from third parties.

Liabilityadequacytestingisperformedinordertorecogniseanydeficienciesintheincomestatementarisingfromthe

carryingamountoftheunearnedpremiumliabilitylessanyrelateddeferredacquisitioncostsandintangibleassetsnot

meetingtheestimatedfutureclaimsundercurrentinsuranceconditions.Liabilityadequacytestingisperformedata

portfolio level of contracts that are subject to broadly similar risks and are managed together as a single portfolio.

Thefinaldividendforthe2015financialyearof7.5centspersharewaspaidon3February2016.Thetotalamountpaid

was$12,687,553.TherewerenoimputationcreditsattachedtothedividendandtheDividendReinvestmentPlanwasnot

offered.

On24May2016theDirectorsannouncedthevoluntaryon-marketsharebuybackwouldstopwithimmediateeffect.

Consequently there was no on-market share buyback during the year ended 30 September 2017.

Theinterimdividendforthe2016financialyearof8.5centspersharewaspaidon30June2016.Thetotalamountpaid

was$14,336,340.TherewerenoimputationcreditsattachedtothedividendandtheDividendReinvestmentPlanwasnot

offered.

There was no return of capital during the year ended 30 September 2017.

Refer to Note 8 for further details on the additional risk margin.

32

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

22BORROWINGS

$ thousands

Currency

Interest

Rate

Rollover Date

(drawn) /

Maturity Date

(undrawn)Face Value

Unamortised

CostsCarrying ValueFair Value

As at 30 September 2017

Bank facilities (drawn)NZD4.505%13-Nov-17

30,000 (79)29,921 29,921

Bank facilities (undrawn)NZDVariable9-Sep-19

20,000 - - -

Total borrowings

(79)29,921 29,921

As at 30 September 2016

Bank facilities (undrawn)NZDVariable9-Sep-19

50,000 - - -

Total borrowings

- - -

$ thousandsNote20172016

Analysed as

Current

29,921 -

Non current

- -

Total borrowings

29,921 -

STANDBY CREDIT FACILITY

COVENANTS

Feespaidontheestablishmentofloanfacilitiesarerecognisedastransactioncostsoftheloantotheextentthatitis

probablethatsomeorallofthefacilitywillbedrawndown.Thefeeiscapitalisedasapre-paymentforliquidity

services and amortised over the period of the facility to which it relates.

TheCompanyenteredintoacashadvancefacilitywithBankofNewZealandon7September2016.Thefacility

providesforanamountofupto$50.0millionthatcanbedrawnforgeneralcorporatepurposesoverathreeyearterm

and is subject to normal terms and conditions for a facility of this nature, including financial covenants.

InMay2017,theCompanyutilisedthecashadvancefacilityagreement.Anamountof$30.0millionwasdrawn(from

the available $50.0 million). Funds were used for new share capital within Tower Insurance Limited.

Allborrowingsareunsecuredandaresubjecttovariousfinancialcovenants.TheCompanyhasfullycompliedwithall

covenants during the year ended 30 September 2017.

Borrowingsarerecognisedinitiallyatfairvalue,netoftransactioncostsincurred.Subsequenttoinitialrecognition,

borrowingsaremeasuredatamortisedcostwithanydifferencebetweentheinitialrecognisedamountandthe

redemptionvaluebeingrecognisedintheincomestatementovertheperiodoftheborrowingsusingtheeffective

interest method.

33

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

23CONTRIBUTED EQUITY

$ thousands20172016

Ordinary share capital (fully paid)382,172 382,172

Total contributed equity382,172 382,172

Represented by:

Number of shares20172016

Ordinary shares (issued and fully paid)168,662,150 168,662,150

Movement in ordinary shares:

Opening balance168,662,150 169,983,470

Buyback of share capital

- (1,321,320)

Closing balance

168,662,150 168,662,150

24RESERVES

$ thousandsNote20172016

Foreign currency translation reserve (FCTR)

Opening balance(4,443)791

Currency translation differences arising during the year100 (5,234)

Closing balance(4,343)(4,443)

Separation Reserve

Opening balance(113,000)(113,000)

Closing balance(113,000)(113,000)

Asset revaluation reserve

Opening balance671 513

Gain on revaluation, net of deferred tax218 158

Closing balance889 671

Total reserves(116,454)(116,772)

OrdinarysharesissuedbytheGroupareclassifiedasequityandarerecognisedatfairvaluelessdirectissuecosts.All

shares rank equally with one vote attached to each share. There is no par value for each share.

Exchangedifferencesarisingontranslationofforeigncontrolledentitiesandnetinvestmentofaforeignentityaretakento

theforeigncurrencytranslationreserveasdescribedinNote1.Thereserveisrecognisedinprofitandlosswhenthenet

investment is disposed.

The asset revaluation reserve is used to recognise unrealised gains on the value of land and buildings above initial cost.

Theseparationreservewascreatedin2007atthetimeofthedemergeroftheNewZealandandAustralianbusinessesin

accordancewitharulingprovidedbytheAustralianTaxOffice(ATO).Itwillbecarriedforwardindefinitelyasanon-equity

reserve to meet the requirements of the ATO.

34

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

25NET ASSETS PER SHARE

$ dollars20172016

Net assets per share1.28 1.33

Net tangible assets per share0.90 0.96

$ thousands20172016

Net assets215,744 223,952

Less: deferred tax(32,405)(29,370)

Less: intangible assets(31,334)(31,982)

Net tangible assets152,005 162,600

26EARNINGS PER SHARE

There was no dilutive impact on basic earnings per share for 2017 (2016: nil).

$ thousands20172016

Loss attributable to shareholders(8,461)(22,328)

Number of shares20172016

168,662,150 169,069,382

Cents20172016

Basic and diluted (loss) earnings per share(5.02)(13.21)

Net assets per share represent the value of the Group’s total net assets divided by the number of ordinary shares on issue

attheperiodend.Nettangibleassetspersharerepresentthenetassetspershareadjustedfortheeffectofintangible

assets and deferred tax balances.

Weightedaveragenumberofordinarysharesforbasicanddilutedearningsper

share

Reconciliation to net tangible assets is provided below:

BasicearningspershareiscalculatedbydividingthenetprofitattributedtoshareholdersoftheCompany,excludingany

costsofservicingequityotherthanordinaryshares,bytheweightedaveragenumberofordinarysharesoutstanding

during the year.

DilutedearningspershareiscalculatedbydividingthenetprofitattributedtoshareholdersoftheCompanybythe

weightedaveragenumberofordinarysharesonissueduringtheyearadjustedfortheweightedaveragenumberof

ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares.

35

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

27INSURANCE BUSINESS DISCLOSURE

27ANET CLAIMS EXPENSE

$ thousands

Risks borne in

current year

Risks borne in

prior yearsTotal

Risks borne in

current year

Risks borne in

prior yearsTotal

Gross claims expense

Direct claims - undiscounted171,160 46,316 217,476 148,710 91,358 240,068

Movement in discount43 28 71 53 17 70

Total gross claims expense171,203 46,344 217,547 148,763 91,375 240,138

Reinsurance and other recoveries

(16,640)(13,354)(29,994)(12,094)(42,428)(54,522)

Movement in discount(1)(1)(2)(3)(1)(4)

Total reinsurance recoveries(16,641)(13,355)(29,996)(12,097)(42,429)(54,526)

Net claims expense154,562 32,989 187,551 136,666 48,946 185,612

27BOUTSTANDING CLAIMS

(a)Assumptions adopted in calculation of insurance liabilities

Rick Shaw, B.Sc. (Hons), FIAA, Appointed Actuary; and

Peter Davies, B.Bus.Sc, FIA, FNZSA.

Inflation rates varied from

Inflation rates for succeeding year

Inflation rates for following years

Discount rates varied from

Discount rates for succeeding year

Discount rates for following years

Claims handling expense ratio

Risk margin

2016

4.9% - 23.1%6.3% - 21.8%

Inadditiontotheriskmarginrangeshownabove,thetotalriskmarginalsoincludes$23,900,000,grossofreinsurance

(2016: $17,700,000) associated with the Canterbury earthquakes.

0.0% - 6.3%0.0% - 6.3%

0.0% - 6.3%0.0% - 6.3%

0.0% - 6.3%0.0% - 6.3%

20172016

Reinsurance and other recoveries -

undiscounted

Currentyearamountsrelatetorisksborneinthecurrentfinancialyear.Priorperiodamountsrelatetoareassessmentof

therisksborneinallpreviousfinancialyearsincludingthosearisingduetotheCanterburyearthquakes.RefertoNotes7

and 8.

3.1% - 39.1%0.0% - 56.4%

0.0% - 3.8%0.0% - 3.8%

0.0% - 3.8%0.0% - 3.8%

0.0% - 3.8%0.0% - 3.8%

The estimation of outstanding claims as at 30 September 2017 has been carried out by the following Actuaries:

TheNewZealandactuarialassessmentsareundertakeninaccordancewiththestandardsoftheNewZealandSocietyof

Actuaries,inparticularProfessionalStandardNo.30"ValuationsofGeneralInsuranceClaims".TheActuarieswere

satisfiedastothenature,sufficiencyandaccuracyofthedatausedtodeterminetheoutstandingclaimsliability.The

outstandingclaimsliabilityissetbytheActuariesatalevelthatisappropriateandsustainabletocovertheGroup'sclaims

obligations after having regard to the prevailing market environment and prudent industry practice.

The following assumptions have been made in determining net outstanding claims liabilities:

2017

36

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

27INSURANCE BUSINESS DISCLOSURE (continued)

Short tail claims within 1 year

Long tail claims in the Pacific Islands

Inwards reinsurance

Inflation rate

Discount rate

EQC recoveries

Apportionment

Claims handling expense

Risk margin

0.9 to 1.8 years

Theweightedaverageexpectedtermtosettlementofoutstandingclaims(exceptforCanterburyearthquakeclaims)based

on historical trends is:

Insurancecostsaresubjecttoinflationarypressures.Inflationassumptionsforallclassesofbusinessarebasedoncurrent

economic indicators for the relevant country.

Formotorandpropertyclasses,forexample,claimcostsarerelatedtotheinflationarypressuresofthematerialsand

goodsinsuredaswellaslabourcoststoeffectrepairs.Thesecostsareexpectedtoincreaseatalevelbetween

appropriate Consumer Price Index (CPI) indices and wage inflation.

Outstandingclaimliabilitiesarediscountedtopresentvalueusingariskfreeraterelevanttothetermoftheliabilityandthe

jurisdiction.

greater than 10 yearsgreater than 10 years

20172016

within 1 yearwithin 1 year

1.0 to 1.8 years

Riskmarginsarecalculatedbyjurisdiction.Theriskmarginforallclasseswhenaggregatedislessthanthesumofthe

individualriskmargins.Thisreflectsthebenefitofdiversification.Themeasureoftheparameterusedtoderivethe

diversificationbenefitisreferredtoascorrelation,whichisadoptedwithregardtoindustryanalysis,historicalexperience

and actuarial judgement.

Theriskmarginsappliedtofutureclaimspaymentsaredeterminedwiththeobjectiveofachieving75%probabilityof

sufficiency for both the outstanding claims liability and the unexpired risk liability.

For each claim to which additional EQC recoveries relate, Tower has allocated recoverable amounts according to the

quality of information and evidence available. Claims with primary evidence (e.g. independent expert documentation) have

been assessed as having a strong position for recovery. Claims with non-primary evidence (e.g. general documentation

like post code analysis or adjacent locations) will have a lower likelihood of recovery.

TowerassessesclaimsandapportionsdamagebetweenCanterburyearthquakeeventsonanindividualpropertybasis.

Theallocationprocessusesahierarchicalapproachbasedontherelativequalityandnumberofclaimassessments

completedaftereachofthefourmainearthquakes.Resultsfromthehierarchicalapproachareusedasaninputtothe

actuarial valuations which estimate the ultimate claims costs.

Theestimateofoutstandingclaimliabilitiesincorporatesanallowanceforthefuturecostofadministeringtheclaims.This

allowance is determined after analysing historical claim related expenses incurred by the classes of business.

Theoutstandingclaimliabilitiesalsoincludeariskmarginthatrelatestotheinherentuncertaintyinthecentralestimateof

the future payments.

Riskmarginsaredeterminedonabasisthatreflectsthebusiness.Regardisgiventotherobustnessofthevaluation

models,thereliabilityandvolumeofavailabledata,pastexperienceoftheinsurerandtheindustry,andthecharacteristics

of the classes of business written.

Uncertaintyinclaimsisrepresentedasavolatilitymeasureinrelationtothecentralestimate.Thevolatilitymeasureis

derivedafterconsiderationofstatisticalmodellingandbenchmarkingtoindustryanalysis.Themeasureofthevolatilityis

referredtoasthecoefficientofvariation(CoV),definedasthestandarddeviationofthedistributionoffuturecashflows

divided by the mean.

37

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

27INSURANCE BUSINESS DISCLOSURE (continued)

The following analysis is in respect of the insurance liabilities:

$ thousandsNote20172016

133,898 129,058

Risk margin27,885 14,663

Claims handling costs3,914 4,177

165,697 147,898

Discount(270)(201)

Net outstanding claims165,427 147,697

Reconciliation of movements in discounted outstanding claim liabilities

$ thousands

GrossReinsuranceNet

GrossReinsuranceNet

Balance brought forward210,202 (62,505)147,697 220,200 (65,914)154,286

(553)98 (455)699 3 702

217,547 (29,996)187,551 240,138 (54,526)185,612

(246,040)76,674 (169,366)(250,835)57,932 (192,903)

Total outstanding claims181,156 (15,729)165,427 210,202 (62,505)147,697

Reconciliation of movements in undiscounted claims to outstanding claim liabilities

$ thousands

GrossReinsuranceNet

GrossReinsuranceNet

1,968 (367)1,601 1,731 (90)1,641

Discount60 - 60 (13)2 (11)

Outstanding claims2,028 (367)1,661 1,718 (88)1,630

Short tail outstanding claims163,766 146,067

Total outstanding claims165,427 147,697

(b)Sensitivity analysis

Centralestimateofexpectedpresentvalueoffuturepayments

for claims incurred

TheGroup'sinsurancebusinessisgenerallyshorttailinnature.Keysensitivitiesrelatetothevolumeofclaims,inparticular

for significant events such as earthquakes or extreme weather.

TheGrouphasexposuretohistoricalinwardsreinsurancebusinesswhichisinrunoff.Whilethisbusinessisnotmaterial,it

issensitivetoclaimsexperience,timingofclaimsandchangesinassumptions.Movementinthesevariablesdoesnot

have a material impact on the performance and equity of the Group.

20172016

Effect of change in foreign

exchange rates

Incurred claims recognised in the

income statement

Claim (payment) recoveries during

the year

Outstanding claims undiscounted

20172016

38

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

27INSURANCE BUSINESS DISCLOSURE (continued)

(c)Future net cash out flows

$ thousandsNote20172016

Expected claim payments

50,622 39,580

3 to 6 months32,137 22,255

6 to 12 months43,064 19,234

After 12 months39,604 66,628

Total outstanding claim liabilities165,427 147,697

27CRISK MANAGEMENT POLICIES AND PROCEDURES

(a)Objectives in managing risks arising from insurance contracts and policies for mitigating those risks

-

-

-

(b)Concentration of insurance risk

RiskSource of concentrationRisk management measures

the use of reinsurance to limit the Group's exposure to individual catastrophic risks.

The following table shows the expected run-off pattern of net outstanding claims:

Within 3 months

An accumulation of risks arising from

a natural peril

Insured property concentrations Accumulation risk modelling, reinsurance

protection

A large property lossFire or collapse affecting one building

or a group of adjacent buildings

Maximum acceptance limits, property risk

grading, reinsurance protection

Thefinancialconditionandoperationsoftheinsurancebusinessareaffectedbyanumberofkeyrisksincludinginsurance

risk,interestraterisk,currencyrisk,marketrisk,financialrisk,compliancerisk,fiscalriskandoperationalrisk,(refertoNote

29). Notes on the policies and procedures employed in managing these risks in the insurance business are set out below.

Theriskmanagementactivitiesincludeprudentunderwriting,pricing,andmanagementofrisk,togetherwithclaims

management,reservingandinvestmentmanagement.Theobjectiveofthesedisciplinesistoenhancethefinancial

performanceoftheinsuranceoperationsandtoensuresoundbusinesspracticesareinplaceforunderwritingrisksand

claims management.

The key policies in place to mitigate risks arising from writing insurance contracts include:

comprehensivemanagementinformationsystemsandactuarialmodelsusinghistoricalinformationtocalculate

premiums and monitor claims;

monitoring natural disasters such as earthquakes, floods, storms and other catastrophes using models; and

39

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

27INSURANCE BUSINESS DISCLOSURE (continued)

(c)Development of claims

Ultimate claims cost estimatePrior2013

2014201520162017

Total

At end of incident year113,839 123,816 138,878 137,220 154,562

One year later117,277 124,667 138,720 145,970

Two years later116,819 125,502 138,851

Three years later117,862 125,408

Four years later142,015

142,015 125,408 138,851 145,970 154,562

Cumulative payments

(141,740)(125,125)(138,094)(139,064)(119,644)

90,759 275 283 757 6,906 34,918 133,898

Discount to present value(3)(3)(11)(8)(19)(226)(270)

Discounted central estimate90,756 272 272 749 6,887 34,692 133,628

Claims handling expense3,914

Risk margin27,885

Net outstanding claim liabilities165,427

15,729

Gross outstanding claim liabilities181,156

27DLIABILITY ADEQUACY TEST

%

Central estimate claim % of premium

Risk margin

Liabilityadequacytestsareperformedtodeterminewhethertheunearnedpremiumliabilityissufficienttocoverthe

presentvalueoftheexpectedcashflowsarisingfromrightsandobligationsundercurrentinsurancecontracts,plus

anadditionalriskmargintoreflecttheinherentuncertaintyinthecentralestimate.Thefuturecashflowsarefuture

claims, associated claims handling costs and other administration costs relating to the business.

Iftheunearnedpremiumliabilitylessrelateddeferredacquisitioncostsexceedsthepresentvalueofexpected

futurecashflowsplusadditionalriskmarginthentheunearnedpremiumliabilityisdeemedtobeadequate.The

riskmarginsappliedtofutureclaimsweredeterminedwiththeobjectiveofachievingatleast75%probabilityof

sufficiencyoftheunexpiredriskliabilityusingthemethodologydescribedabove.Theunearnedpremiumliabilities

as at 30 September 2017 were sufficient (2016: sufficient).

Thefollowingtableshowsthedevelopmentofnetoutstandingclaimsrelativetothecurrentestimateofultimate

claims costs for the five most recent years:

$ thousands

Current estimate of ultimate

claims cost

Undiscounted central estimate

Reinsurance recoveries on

outstanding claim liabilities and

other recoveries

20172016

41.2%45.3%

12.0%9.3%

40

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

27INSURANCE BUSINESS DISCLOSURE (continued)

27EINSURER FINANCIAL STRENGTH RATING

27FREINSURANCE PROGRAMME

27GSOLVENCY REQUIREMENTS

UnauditedUnauditedAuditedAudited

$ thousands2017201620172016

Actual solvency capital149,317 120,684 166,823 140,827

Minimum solvency capital61,387 56,350 70,545 67,047

Solvency margin87,930 64,334 96,278 73,780

Solvency ratio243%214%236%210%

27H

ThemethodologyandbasesfordeterminingthesolvencymarginareinaccordancewiththerequirementsoftheSolvency

Standard for Non-life Insurance Business published by the Reserve Bank of New Zealand.

ASSETS BACKING INSURANCE BUSINESS

TheGrouphasdeterminedthatallassetswithinitsinsurancecompaniesareheldtobackinsuranceliabilities,withthe

exception of property, plant and equipment and investments in operating subsidiaries.

Assetsbackinginsuranceliabilitiesaremanagedinaccordancewithapprovedinvestmentmandateagreementsonafair

value basis and are reported to the Board on this basis.

TowerInsuranceLimitedhasaninsurerfinancialstrengthratingof‘A-’(Excellent)issuedbyinternationalratingagency

AM Best Company Inc. with an effective date of 16 August 2017.

Reinsuranceprogrammesarestructuredtoadequatelyprotectthesolvencyandcapitalpositionsoftheinsurance

business.TheadequacyofreinsurancecoverismodelledbyassessingTower'sexposureunderarangeofscenarios.

TheplausiblescenariothathasthemostfinancialsignificanceforTowerisamajorWellingtonearthquake.Eachyear,as

partofsettingthecomingyear'sreinsurancecover,comprehensivemodellingoftheeventprobabilityandamountofthe

Group's exposure is undertaken.

TheminimumsolvencycapitalrequiredtomeetsolvencyrequirementsundertheInsurance(PrudentialSupervision)Act

2010isshownbelow.ActualsolvencycapitalexceedstheminimumsolvencycapitalrequirementforTowerInsurance

Group by $96.3 million (2016: $73.8 million) and Tower Insurance parent by $87.9 million (2016: $64.3 million).

TheReserveBankofNewZealandimposedaconditionoflicenserequirementforTowerInsuranceLimitedtomaintaina

minimumsolvencymarginof$50.0million.ThisminimumsolvencyrequirementcontinuestobearequirementforTower

Insurance Limited.

Tower Insurance LimitedTower Insurance Limited Group

41

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

28FINANCIAL INSTRUMENTS

28AFINANCIAL INSTRUMENT CATEGORIES

(iii) Financial assets and liabilities at fair value through profit or loss

Financialassetsarederecognisedwhentherightstoreceivecashflowsfromtheinvestmentshaveexpiredorhavebeen

transferred and the Group has transferred substantially all risks and rewards of ownership.

(i) Loans and receivables

(ii) Financial liabilities at amortised cost

(iv) Fair value

(v) Offsetting financial instruments

TheGroupclassifiesitsfinancialassetsandliabilitiesinthefollowingcategories:atfairvaluethroughprofitorloss;loans

andreceivables;andliabilitiesatamortisedcost.Theclassificationdependsonthepurposeforwhichthefinancial

assetsandliabilitieswereacquired.Managementdeterminestheclassificationofitsfinancialassetsandliabilitiesat

initial recognition.

Loansandreceivablesarenon-derivativefinancialassetswithfixedordeterminablepaymentsthatarenotquotedonan

activemarket.TheGroup'sloansandreceivablescomprisetradeandotherreceivablesandcashandcashequivalents

inthebalancesheet.Loansandreceivablesaremeasuredinitiallyatfairvalueplustransactioncostsandsubsequently

at amortised cost using the effective interest method less any impairment.

(vi) Derecognition

Financialliabilitiesatamortisedcostarenon-derivativefinancialliabilitieswithfixedordeterminablepaymentsthatare

notquotedonanactivemarket.TheGroup'sfinancialliabilitiescomprisetrade,reinsuranceandotherpayablesinthe

balancesheet.Financialliabilitiesaremeasuredinitiallyatfairvalueplustransactioncostsandsubsequentlyat

amortised cost less any impairment.

Financialassetsandliabilitiesatfairvaluethroughprofitorlosscompriseoffinancialassetsthatareeitherheldfor

tradingordesignatedoninitialrecognitionatfairvaluethroughprofitorloss.Afinancialassetisclassifiedinthis

categoryifacquiredprincipallyforthepurposeofsellingintheshort-termorifsodesignatedbymanagement.

Designationbymanagementtakesplacewhenitisnecessarytoeliminateorsignificantlyreducemeasurementor

recognition inconsistencies or if related financial assets or liabilities are managed and evaluated on a fair value basis.

Financialassetsatfairvaluethroughprofitorlossarestatedatfairvalue,withanyresultantgainorlossrecognisedin

theincomestatements.Thenetgainorlossrecognisedintheincomestatementsincludesanydividendorinterest

earned on the financial assets.

Derivativesarecategorisedasheldfortradingunlesstheyaredesignatedashedges.Allderivativesenteredintobythe

Group are classified as held for trading.

Financialassetsandliabilitiesaremeasuredinthebalancesheetatfairvaluewiththeexceptionofshorttermamounts

which are held at a reasonable approximation of fair value.

Financialassetsandliabilitiesareoffsetandthenetamountreportedinthebalancesheetwhenthereisalegally

enforceablerighttooffsettherecognisedamountsandthereisanintentiontosettleonanetbasisorrealisetheasset

and settle the liability simultaneously.

TheGroupdoesnotholdfinancialassetsandfinancialliabilitiessubjecttooffsettingarrangementsotherthancashand

cash equivalents. Refer to Note 12.

42

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

28FINANCIAL INSTRUMENTS (continued)

$ thousandsNoteTotal

Loans and

receivables

Financial

liabilities

Designated

Held for trading

As at 30 September 2017

Assets

Cash and cash equivalents102,876 102,876 - - -

Trade and other receivables257,964 257,964 - - -

Investments167,702 - - 167,702 -

Derivative assets231 - - 231 -

Total financial assets

528,773 360,840 - 167,933 -

Liabilities

Trade and other payables25,814 - 25,814 - -

Borrowings29,921 - 29,921 - -

Total financial liabilities

55,735 - 55,735 - -

$ thousandsNoteTotal

Loans and

receivables

Financial

liabilities

DesignatedHeld for trading

As at 30 September 2016

Assets

Cash and cash equivalents92,228 92,228 - - -

Trade and other receivables253,115 253,115 - - -

Investments

188,522 - - 188,522 -

Derivative assets

57 - - 57 -

Total financial assets

533,922 345,343 - 188,579 -

Liabilities

Trade and other payables26,532 - 26,532 - -

Derivative financial liabilities735 - - 735 -

Total financial liabilities

27,267 - 26,532 735 -

The analysis of financial assets and liabilities into their categories and classes is set out in the following tables:

At amortised costAt fair value through profit or loss

At amortised costAt fair value through profit or loss

43

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

28FINANCIAL INSTRUMENTS (continued)

28BFAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

(iv) Derivative financial liabilities and assets

Thefairvalueofderivativefinancialliabilitiesandassetsisdeterminedbyreferencetomarketacceptedvaluation

techniquesusingobservablemarketinputs.Therehavebeennotransfersbetweenlevelsofthefairvaluehierarchy

during the current financial period (30 September 2016: nil).

- The fair value of fixed interest securities is based on the maturity profile and price/yield.

-Thefairvalueofforwardforeignexchangecontractsisdeterminedusingforwardexchangeratesatthebalancesheet

date, with the resulting value discounted back to present value.

-Othertechniques,suchasdiscountedcashflowanalysis,areusedtodeterminefairvaluefortheremainingfinancial

instruments.

Ifoneormoreofthesignificantinputsisnotbasedonobservablemarketdata,theinstrumentisincludedinLevel3.At

30September2017,theLevel3categoryincludedaninvestmentinequitysecuritiesof$1,412,000(2016:$1,406,000).

TheseinvestmentsareinunlistedsharesofacompanywhichprovidesreinsurancetoTowerandacompanywhichowns

abuildingusedbyTower.Thefairvalueiscalculatedbasedonthenetassetsofthecompanyfromthemostrecently

availablefinancialinformation.Inthecaseofthepropertyowningcompany,thepropertyisperiodicallyvaluedbyathird

partyindependentvaluer.ThevaluationhasbeencalculatedusingtheIncomeCapitalisationApproachandasensitivity

analysis has been performed later in this note.

(iii) Loans and receivables and other financial liabilities held at amortised cost

Carryingvaluesofloansandreceivables,adjustedforimpairmentvalues,andcarryingvaluesofotherfinancialliabilities

held at amortised cost reasonably approximate their fair values.

Thefairvalueoffinancialinstrumentsthatarenottradedinanactivemarket(forexample,over-the-counterderivatives)

isdeterminedbyusingvaluationtechniques.Thesevaluationtechniquesmaximisetheuseofobservablemarketdata

whereitisavailableandrelyaslittleaspossibleonentityspecificestimates.Ifallsignificantinputsrequiredtofairvalue

an instrument are observable, the instrument is included in Level 2. The following fair value measurements are used:

Fairvalueisthepricethatwouldbereceivedtosellanasset,orpaidtotransferaliability,inanorderlytransaction

betweenmarketparticipantsatthemeasurementdate.Referbelowfordetailsofvaluationmethodsandassumptions

used by Tower for each category of financial assets and liabilities.

(i) Cash and cash equivalents

The carrying amount of cash and cash equivalents reasonably approximates its fair value.

(ii) Financial assets at fair value through profit or loss and held for trading

Thefairvalueoffinancialinstrumentstradedinactivemarketsisbasedonquotedmarketpricesatthebalancesheet

date.Amarketisregardedasactiveifquotedpricesarereadilyandregularlyavailablefromanexchange,dealer,

broker,industrygroup,pricingservice,orregulatoryagency,andthosepricesrepresentactualandregularlyoccurring

markettransactionsonanarm’slengthbasis.ThequotedmarketpriceusedforfinancialassetsheldbytheGroupisthe

current bid price. These instruments are included in Level 1.

44

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

28FINANCIAL INSTRUMENTS (continued)

$ thousandsNoteTotalLevel 1Level 2Level 3

As at 30 September 2017

Assets

Investment in equity securities1,412 - - 1,412

Investments in fixed interest securities166,256 - 166,256 -

Investments in property securities34 - 34 -

Investments167,702 - 166,290 1,412

Derivative financial assets231 - 231 -

Total financial assets

167,933 - 166,521 1,412

Liabilities

Borrowings29,921 - 29,921 -

Total financial liabilities

29,921 - 29,921 -

As at 30 September 2016

Assets

Investment in equity securities1,406 - - 1,406

Investments in fixed interest securities187,082 - 187,082 -

Investments in property securities34 - 34 -

Investments188,522 - 187,116 1,406

Derivative financial assets

57 - 57 -

Total financial assets

188,579 - 187,173 1,406

Liabilities

Derivative financial liabilities735 - 735 -

Total financial liabilities

735 - 735 -

$ thousands20172016

Opening balance1,406 1,972

Total gains and losses recognised in profit or loss(3)(163)

Foreign currency movement9 (403)

Closing balance1,412 1,406

$ thousands

Carrying

Amount

Favourable

changes of 10%

Unfavourable

changes of 10%

As at 30 September 2017

Investment in equity securities1,412 141 (141)

As at 30 September 2016

Investment in equity securities1,406 141 (141)

Thefollowingtableshowstheimpactofincreasingordecreasingthecombinedinputsusedtodeterminethefairvalueof

the investment by 10%:

The following tables present the Group's assets and liabilities categorised by fair value measurement hierarchy levels.

Investment in equity securities

The following table represents the changes in Level 3 instruments:

45

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

28FINANCIAL INSTRUMENTS (continued)

28C IMPAIRMENT OF FINANCIAL ASSETS

29RISK MANAGEMENT

TheBoardhasdelegatedtotheAuditandRiskCommitteetheresponsibilitytoreviewtheeffectivenessandefficiencyof

managementprocesses,internalauditservices,riskmanagementandinternalfinancialcontrolsandsystemsaspartof

theirduties.TheRiskandComplianceteamisinplaceinanoversightandadvisorycapacityandtomanagetheriskand

compliance framework.

TowerLimited'sobjectiveistosatisfactorilymanagetheserisksinlinewiththeBoardapprovedGroupRiskand

Compliancepolicy.VariousproceduresareputinplacetocontrolandmitigatetherisksfacedbytheGroup.Business

managersareresponsibleforunderstandingandmanagingtheirrisksincludingoperationalandcompliancerisk.The

consolidatedentity’sexposuretoallhighandcriticalrisksisreportedmonthlytotheBoardandquarterlytotheAuditand

Risk Committee.

ThefinancialconditionandoperatingresultsoftheGroupareaffectedbyanumberofkeyfinancialandnon-financial

risks.Financialrisksincludemarketrisk,creditrisk,financingandliquidityrisk.Thenon-financialrisksincludeinsurance

risk,complianceriskandoperationalrisk.TheGroup'sobjectivesandpoliciesinrespectofinsurancerisksaredisclosed

in Note 27, while the managing of financial and other non financial risks are set out in the remainder of this note.

Inrespectoffinancialassetscarriedatamortisedcost,withtheexceptionoftradereceivables,theimpairmentlossis

reversedthroughtheincomestatementtotheextentthatthecarryingamountoftheinvestmentatthedatethe

impairmentisreverseddoesnotexceedwhattheamortisedcostwouldhavebeenhadtheimpairmentnotbeen

recognised. Subsequent recoveries of trade receivables previously written off are credited against the allowance account.

Financialassets,withtheexceptionofthosemeasuredatfairvaluethroughprofitorloss,areassessedforindicatorsof

impairmentateachreportingdate.Financialassetsareimpairedwhenthereisobjectiveevidencethattheestimated

futurecashflowsoftheassethavebeenimpactedasaresultofoneormoreeventsthatoccurredaftertheinitial

recognition of the financial asset.

Forfinancialassetscarriedatamortisedcost,theamountoftheimpairmentisthedifferencebetweenthecarrying

amount and the present value of estimated future cash flows, discounted at the original effective interest rate.

Forallfinancialassets,otherthantradereceivables,thecarryingamountisreducedbytheimpairmentlossdirectly.For

tradereceivablesthecarryingamountisreducedviaanallowanceaccount,againstwhichanuncollectibletrade

receivable is written off.

AtradereceivableisdeemedtobeuncollectibleuponreceiptofevidencethattheGroupwillbeunabletocollectthe

amount. Changes in the carrying amount of the allowance account are recognised in the income statement.

Apreviouslyrecognisedimpairmentlossisreversedwhen,inasubsequentperiod,theamountoftheimpairmentloss

decreasesandthedecreasecanberelatedobjectivelytoaneventoccurringaftertheimpairmentlosswasinitially

recognised.

- monitoring compliance with investment policies and client mandates.

- monitoring investment and fund manager performance; and

Financialrisksaregenerallymonitoredandcontrolledbyselectingappropriateassetstobackpolicyliabilities.The

assetsareregularlymonitoredtoensurethattherearenomaterialassetandliabilitymismatchingissuesandotherrisks

such as liquidity risk and credit risk are maintained within acceptable limits.

The Board has responsibility for:

- reviewing the appointment of external investment managers;

- considering the establishment, adjustment or deletion of limits and counter-party approvals, and the scope of

financial instruments to be used in the management of Tower Limited's investments;

- reviewing the risk management policy and statements in respect of investment management, including the

derivative policy;

- reviewing investment policies for Tower Limited funds;

46

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

29RISK MANAGEMENT (continued)

29AMARKET RISK

(i)Currency risk

(ii)Interest rate risk

(iii)Price risk

Currencyriskistheriskoflossresultingfromchangesinexchangerateswhenappliedtoassetsandliabilitiesorfuture

transactionsdenominatedinacurrencythatisnottheGroup'sfunctionalcurrency.Theexposureisnotconsideredtobe

material.

TowerLimitedgenerallyelectstonothedgethecapitalinvestedinoverseasentities,therebyacceptingtheforeign

currency translation risk on invested capital.

TowerLimited'sprincipaltransactionsarecarriedoutinNewZealanddollarsanditsexposuretoforeignexchangerisk

arises primarily with respect to the Pacific Island insurance business.

Marketriskistheriskofchangeinthefairvalueoffinancialinstrumentsfromfluctuationsinforeignexchangerates

(currencyrisk),marketinterestrates(interestraterisk)andmarketprices(pricerisk),whethersuchchangeinpriceis

causedbyfactorsspecifictoanindividualfinancialinstrument,oritsissuerorfactorsaffectingallfinancialinstruments

traded in a market.

TheimpactofreasonablypossiblechangesinmarketriskontheGroupshareholders'profitandequityisincludedinNote

29F.

Interestrateriskistheriskthatthevalueorfuturevaluecashflowsofafinancialinstrumentwillfluctuatebecauseof

changes in interest rates.

InterestrateandothermarketrisksaremanagedbytheGroupthroughastrategicassetallocationpolicyandan

investmentmanagementpolicythathasregardtopolicyholderexpectationsandrisksandtotargetsurplusforsolvencyas

advised by the Appointed Actuary.

Interestrateriskarisestotheextentthatthereisamismatchbetweenthefixedinterestportfoliosusedtobackoutstanding

claimliabilitiesandthoseoutstandingclaims.Interestrateriskismanagedbymatchingthedurationprofilesofinvestment

assets and outstanding claim liabilities.

Priceriskistheriskoflossresultingfromthedeclineinpricesofequitysecuritiesorotherassets.Theexposureisnot

considered to be material. Refer to Note 29F.

TheBoardsetslimitsforthemanagementofcurrencyriskarisingfromitsinvestmentsbasedonprudentinternational

assetmanagementpractice.Regularreviewsareconductedtoensurethattheselimitsareadheredto.Inaccordance

withthispolicy,TowerInsurancedoesnothedgethecurrencyriskarisingfromtranslationofthefinancialstatementsof

foreign operations other than through net investment in foreign operations.

47

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

29RISK MANAGEMENT (continued)

29BCREDIT RISK

(i)Credit risk concentration

$ thousands20172016

New Zealand government8,184 3,744

Other government agencies18,412 12,390

Banks229,526 237,842

Financial institutions13,241 25,770

Other non-investment related receivables257,964 252,736

Total financial assets with credit exposure527,327 532,482

(ii)Maximum exposure to credit risk

$ thousands20172016

Cash and cash equivalents102,876 92,228

Loans and receivables257,964 253,115

Financial assets at fair value through profit or loss166,256 187,082

Derivative financial assets231 57

Total credit risk527,327 532,482

Creditriskistheriskoflossthatarisesfromacounterpartyfailingtomeettheircontractualcommitmentinfullandontime,

orfromlossesarisingfromthechangeinvalueofatradingfinancialinstrumentasaresultinchangesincreditriskofthat

instrument.

The Group's maximum exposure to credit risk without taking account of any collateral or any other credit enhancements, is

as follows:

Carrying value

Carrying value

TheGroup'sexposuretocreditriskislimitedtodepositsandinvestmentsheldwithbanksandotherfinancialinstitutionsas

wellascreditexposuretotradecustomersorothercounterparties.CreditexposureinrespectoftheGroup’scashdeposit

balancesislimitedtobankswithminimumAAcreditratings.Investmentsheldwithbanksandfinancialinstitutionsthatare

managedbyinvestmentmanagershaveaminimumcreditratingacceptedbytheGroupof'A'.Independentratingsare

usedforcustomersthatareratedbyratingagencies.Forcustomerswithnoexternalratings,internallydevelopedminimum

creditqualityrequirementsareapplied,whichtakeintoaccountcustomers'financialposition,pastexperienceandother

relevantfactors.OverallexposuretocreditriskismonitoredonaGroupbasisinaccordancewithlimitssetbytheBoard.

The Group has no significant exposure to credit risk.

ConcentrationofcreditriskexistswhentheGroupentersintocontractsorfinancialinstrumentswithanumberof

counterpartiesthatareengagedinsimilarbusinessactivitiesorexposedtosimilareconomicfactorsthatmightaffecttheir

abilitytomeetcontractualobligations.TowerLimitedmanagesconcentrationofcreditriskbycreditrating,industrytype

and individual counterparty.

The significant concentrations of credit risk are outlined by industry type below.

48

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

29RISK MANAGEMENT (continued)

(iii)Credit quality of financial assets that are neither past due nor impaired

$ thousands20172016

Credit exposure by credit rating

AAA67,201 81,795

AA184,233 180,515

A527 412

BBB - -

Below BBB15,706 12,437

267,667 275,159

Group 1205,601 234,274

Group 2 - -

Group 31,696 6,026

Total counterparties with no external credit rating207,297 240,300

Total financial assets neither past due nor impaired with credit exposure474,964 515,459

(iv)Financial assets that would otherwise be past due whose terms have been renegotiated

(v)Financial assets that are past due but not impaired

$ thousandsLess than 30 days

31 to 60 days61 to 90 daysOver 90 daysTotal

As at 30 September 2017

Reinsurance recoveries receivable3,735 2,680 1,999 35,491 43,905

5,026 1,754 1,268 410 8,458

8,761 4,434 3,267 35,901 52,363

Group 2 - trade debtors outstanding for more than 6 months with no defaults in the past

Group 3 - unrated investments

TowerInsuranceinvestsinPacificregionalinvestmentmarketsthroughitsPacificIslandoperationstocomplywithlocal

statutoryrequirementsandinaccordancewithTowerInsuranceinvestmentpolicies.Theseinvestmentsgenerallyhave

lowcreditratingsrepresentingthemajorityofthevalueincludedinthe'BelowBBB'andunratedcategoriesinthetable

above.

Thecreditqualityoffinancialassetsthatareneitherpastduenorimpairedcanbeassessedbyreferencetoexternalcredit

ratings (if applicable) or to historical information about counterparty default rates:

Carrying value

No financial assets have been renegotiated in the past year (2016: nil).

Total

Outstanding premiums and trade

receivables

TheGroupconsidersthatfinancialassetsarepastdueifpaymentshavenotbeenreceivedwhencontractuallydue.Atthe

reporting date, the total carrying value of past due but not impaired assets held are as follows:

Total counterparties with external credit ratings

Group 1 - trade debtors outstanding for less than 6 months

49

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

29RISK MANAGEMENT (continued)

(v)Financial assets that are past due but not impaired (continued)

$ thousands

Less than 30

days31 to 60 days61 to 90 daysOver 90 daysTotal

As at 30 September 2016

Reinsurance recoveries receivable1,875 2,442 45 3 4,365

3,150 7,978 1,244 285 12,657

5,025 10,420 1,289 288 17,022

(vi)Financial assets that are individually impaired

$ thousands20172016

- -

- -

29CFINANCING AND LIQUIDITY RISK

$ thousands

Carrying

value

Total

contractual

cash flows

Less than

one year

One to two

years

Two to three

years

Three to five

years

As at 30 September 2017

Financial liabilities

Trade payables19,069 19,069 19,069 - - -

Reinsurance payables4,063 4,063 4,063 - - -

Other payables2,682 2,682 2,682 - - -

Derivative financial liabilities - - - - - -

Borrowings29,921 29,921 29,921 - - -

55,735 55,735 55,735 - - -

As at 30 September 2016

Financial liabilities

Trade payables18,923 18,923 18,923 - - -

Reinsurance payables4,445 4,445 4,445 - - -

Other payables3,164 3,164 3,164 - - -

Derivative financial liabilities735 735 735 - - -

27,267 27,267 27,267 - - -

FinancingandliquidityriskistheriskthattheGroupwillnotbeabletomeetitscashoutflowsorrefinancedebtobligations,

astheyfalldue,becauseoflackofliquidassetsoraccesstofundingonacceptableterms.Tomitigatefinancingand

liquidityrisktheGroupmaintainssufficientliquidassetstoensurethattheGroupcanmeetitsdebtobligationsandother

cash outflows on a timely basis.

Financial liabilities and guarantees by contractual maturity

ThetablebelowsummarisestheGroup'sfinancialliabilitiesandguaranteesintorelevantmaturitygroupsbasedonthe

remainingperiodtothecontractualmaturitydateatbalancedate.Allamountsdisclosedarecontractualundiscounted

cash flows that include interest payments and exclude the impact of netting agreements.

Total

Total

Outstanding premiums and trade receivables

Total

Outstanding premiums and trade receivables

Carrying value

Total

50

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

29RISK MANAGEMENT (continued)

29DFAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

29EDERIVATIVE FINANCIAL INSTRUMENTS

201720162017201620172016

Less than 1 year0%0%25,249 29,419 166 (735)

1 to 2 years0%0% - - - -

2 to 5 years2%2%20,580 12,000 65 57

0%0% - - - -

45,829 41,419 231 (678)

29FSENSITIVITY ANALYSIS

(i)Interest rate

$ thousands

Profit after tax

Equity

Profit after tax

Equity

Change in variables

+ 50 basis points(511)(511)(515)(515)

- 50 basis points409 409 469 469

Thisanalysisassumesthatthesensitivityappliestotheclosingmarketyieldsoffixedinterestinvestments.Aparallelshift

in the yield curve is assumed.

Therisksassumedandmethodsusedforderivingsensitivityinformationandsignificantvariableshavebeenapplied

consistently over the reporting period included in the analysis.

Notional principal amount

Average contracted

fixed interest

Impact on:Impact on:

Theanalysisbelowdemonstratestheimpactofchangesininterestrates,exchangeratesandequitypricesonprofitafter

taxandequityoncontinuingbusiness.Theanalysisisbasedonchangesineconomicconditionsthatareconsidered

reasonably possible at the reporting date. The potential impact is assumed as at the reporting date.

Theimpactofa50basispointchangeinNewZealandandinternationalinterestratesasatthereportingdateonprofit

aftertaxandequityisincludedinthetablesbelow.Thesensitivityanalysisassumeschangesininterestratesonly.All

other variables are held constant.

20172016

$ thousands$ thousands%

Refer to Note 28B, which discusses the fair value of financial assets and liabilities.

TheGrouputilisesderivativefinancialinstrumentstoreduceinvestmentrisk.Specifically,derivativesareusedtoachieve

costeffectiveshort-termre-weightingsofassetclass,sectorandsecurityexposuresandtohedgeportfolios,asan

economic hedge, when a market is subject to significant short-term risk.

Over 5 years

DerivativefinancialinstrumentsusedbytheGroupareinterestrateswaps.Derivativesareinitiallyrecognisedatfairvalue

onthedateaderivativecontractisenteredintoandaresubsequentlyremeasuredattheirfairvalue.Thefairvaluesof

interestrateswapsarecalculatedbydiscountingestimatedfuturecashflowsbasedonthetermsandmaturityofeach

contractusingmarketinterestrates.Theaverageinterestrateisbasedontheoutstandingbalancesatthestartofthe

financial year.

Thetablebelowdetailsthenotionalprincipalamounts(amountsusedtocalculatepaymentsmadeonswapcontracts),fair

values and remaining terms of interest rate swap contracts outstanding as at the reporting date:

Fair value

51

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

29RISK MANAGEMENT (continued)

(ii)Foreign currency

$ thousands

Profit after tax

Equity

Profit after tax

Equity

Change in variables

10% appreciation of New Zealand dollar292 (2,380)86 (2,284)

10% depreciation of New Zealand dollar(357)2,909 (105)2,791

(iii)Equity price

(iv)Other price

$ thousands

Profit after tax

Equity

Profit after tax

Equity

Change in variables

+ 10% property funds and other unit trusts2 2 2 2

- 10% property funds and other unit trusts(2)(2)(2)(2)

Therisksassumedandmethodsusedforderivingsensitivityinformationandsignificantvariableshavebeenapplied

consistently over the reporting period included in the analysis.

Equitypriceriskistheriskthatthefairvalueofequitieswilldecreaseasaresultofchangesinlevelsofequityindicesand

the value of individual stocks. The Group does not hold any listed equities at fair value through profit or loss (2016: nil).

Impact on:

Therisksassumedandmethodsusedforderivingsensitivityinformationandsignificantvariableshavebeenapplied

consistently over the two reporting periods included in the analysis.

Otherpricesensitivityincludessensitivitytounitpricefluctuations.Unitpriceriskistheriskthatthefairvalueof

investmentsinpropertyfundunitsandinternationalequitiesheldinunittrustswilldecreaseasaresultofchangesinthe

value of these units.

Thefollowingtablesdemonstratetheimpactofa10%movementinthevalueofpropertyfundsandotherunittrustsonthe

profit after tax and equity. The potential impact is assumed as at the reporting date.

20172016

Impact on:

2016

Impact on:Impact on:

Thedollarimpactofthechangeincurrencymovementsisdeterminedbyapplyingthesensitivitytothevalueofthe

international assets.

Thefollowingtablesdemonstratetheimpactofa10%movementofcurrencyratesagainsttheNewZealanddollaronprofit

aftertaxandequity.Theanalysisassumeschangesinforeigncurrencyratesonly,withallothervariablesheldconstant.

ThepotentialimpactontheprofitandequityoftheGroupisduetothechangesinfairvalueofcurrencysensitivemonetary

assets and liabilities as at the reporting date.

2017

52

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

30CAPITAL RISK MANAGEMENT

$ thousandsNote20172016

Tower shareholder equity214,419 222,578

Standby credit facility (undrawn)22 20,000 50,000

Total capital resources234,419 272,578

31OPERATING LEASES

$ thousands20172016

As lessee

Rent payable to the end of the lease terms are:

Not later than one year2,806 3,044

Later than one year and not later than five years7,444 7,763

Later than five years2,010 3,733

12,260 14,540

TheGroup'sobjectivewhenmanagingcapitalistoensurethatthelevelofcapitalissufficienttomeettheGroup's

statutorysolvencyobligationsincludingonalookforwardbasistoenableittocontinueasagoingconcerninorderto

meettheneedsofitspolicyholders,toprovidereturnsforshareholders,andtoprovidebenefitsforotherstakeholdersof

the Group.

The Group's capital resources include shareholders' equity.

Leasesinwhichasignificantportionoftherisksandrewardsofownershipareretainedbythelessorareclassifiedas

operatingleases.Operatingleasepaymentsarerecognisedasanexpenseintheperiodstheservicesarereceivedover

theperiodofthelease.Operatingleasepaymentsrepresentfuturerentalspayableforofficespaceundercurrentleases.

Initial leases were for an average of four years with rental rates reviewed every two to six years.

TheGroupmeasuresadequacyofcapitalagainsttheSolvencyStandardsforNon-lifeInsuranceBusiness(thesolvency

standards)publishedbytheReserveBankofNewZealand(RBNZ)alongsideadditionalcapitalheldtomeetRBNZ

minimum requirements and any further capital as determined by the Board.

TheGroupisrequiredbyRBNZtomaintainaminimumsolvencymarginofnolessthan$50.0million(2016:$50.0million)

inTowerInsuranceLimited.Theactualsolvencycapitalasdeterminedunderthesolvencystandardsisrequiredtoexceed

the minimum solvency capital level by at least this amount.

TheGroupholdsassetsinexcessofthelevelsspecifiedbythevarioussolvencyrequirementstoensurethatitcontinues

tomeettheminimumrequirementsunderareasonablerangeofadversescenarios.TheGroup’scapitalmanagement

strategyformspartoftheGroup’sbroaderstrategicplanningprocessoverseenbytheAuditandRiskCommitteeofthe

Board.

During the year ended 30 September 2017 the Group complied with all externally imposed capital requirements.

53

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

32

SUBSIDIARIES

Name of company

20172016

Incorporated in New Zealand

Tower Financial Services Group LimitedNZ

100%

100%Holding company

Tower Insurance LimitedNZ

100%

100%General insurance

Tower New Zealand LimitedNZ

100%

100%Management services

Incorporated Overseas

Tower Insurance (Cook Islands) LimitedCook Islands

100%

100%General insurance

Tower Insurance (Fiji) LimitedFiji

100%

100%General insurance

Tower Insurance (PNG) LimitedPNG

100%

100%General insurance

National Pacific Insurance LimitedSamoa

71%

71%General insurance

Tower Insurance (Vanuatu) LimitedVanuatu

100%

100%General insurance

33TRANSACTIONS WITH RELATED PARTIES

33AKEY MANAGEMENT PERSONNEL COMPENSATION

$ thousandsNote20172016

Salaries and other short term employee benefits paid

4,244 4,219

Independent director fees

509 565

4,753 4,784

33BLOANS TO KEY MANAGEMENT PERSONNEL

33COTHER TRANSACTIONS WITH KEY MANAGEMENT PERSONNEL

The table below lists Tower Limited subsidiary companies and controlled entities. All entities have a balance date of 30

September.

KeymanagementholdvariouspoliciesandaccountswithTowerGroupcompanies.Theseareoperatedinthenormal

course of business on normal customer terms.

InformationregardingindividualdirectorandexecutivecompensationisprovidedintheCorporateGovernancesection

of the annual report.

HoldingsNature of business

The remuneration of key management personnel during the year was as follows:

TherehavebeennoloansmadetodirectorsoftheCompanyandotherkeymanagementpersonneloftheGroup,

including their personally related parties (2016: nil).

Country

Incorporated in

54

TOWER LIMITED
FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2017

NOTES TO THE FINANCIAL STATEMENTS

34CONTINGENT LIABILITIES

The Group has no other contingent liabilities (2016: nil).

35CAPITAL COMMITMENTS

36SUBSEQUENT EVENTS

Capital raise process

Suncorp Group Limited / Vero Insurance New Zealand Limited (Suncorp)

On7November2017,ToweradvisedthattheSIAwithSuncorphadpasseditsenddateandhadbeenterminated.

Suncorpsubsequentlyannouncedthatasaresult,itwouldnolongerbeproceedingwithitsappealoftheCommerce

Commission’s decision to decline its application to acquire Tower.

FollowingSuncorp’sannouncement,theTowerBoardwithdrewitscrossappealagainsttheCommerceCommission’s

decision.

UndertheFairfaxmutualterminationagreement,abreakfeeof$1.57millionispayabletoFairfaxifanotherparty

completes an acquisition of Tower by 31 August 2018.

The Group has no capital commitments at reporting date (2016: nil).

TheGroupisoccasionallysubjecttoclaimsanddisputesasacommercialoutcomeofconductinginsurancebusiness.

Provisionsarerecordedfortheseclaimsordisputeswhenitisprobablethatanoutflowofresourceswillberequiredto

settleanyobligations.Bestestimatesareincludedwithinclaimsreservesforanylitigationthathasarisenintheusual

course of business.

TheTowerBoardhasannounceditwillundertakeacapitalraisingprocesscommencing14November2017.The

capitalraisewillbebywayofafullyunderwritten,renounceablerightsissue.Anamountof$70.8milliongrossoffees

willberaised,withrightsofferedataratioof1forevery1ordinarysharesheldontherecorddateof22November

2017.ItisexpectednewshareswillbeallottedandquotedonNZXandASXinDecember2017.Capitalwillbeutilised

to repay the BNZ banking facility partially drawn in May 2017 and to allow accelerated growth in Tower’s strategy.

55

Pricew aterh ouseCoop ers, 18 8 Q uay Street, Private Bag 9 2162, Auckland 1142, N ew Z ea land
T:+ 64 9 355 8 000, F:+ 64 9 355 8 001, pw c.co.nz

Independentauditor’sreport

To th e sh areh old ersofTow er Lim ited

Th e financialstatem entscom p rise:

th e consolid ated balance sh eetasat30 Sep tem ber 2017;

th e consolid ated incom e statem entfor th e year th en end ed ;

th e consolid ated statem entofcom p reh ensive incom e for th e year th en end ed ;

th e consolid ated statem entofch ang esin equity for th e year th en end ed ;

th e consolid ated statem entofcash flow sfor th e year th en end ed ;and

th e notesto th e financialstatem ents, w h ich includ e a sum m ary ofg eneralaccounting p olicies.

Our opinion

In our op inion, th e financialstatem entsofTow er Lim ited (th e Com p any), includ ing itssubsid iaries

(th e G roup ), p resentfairly, in allm aterialresp ects, th e financialp osition ofth e G roup asat30

Sep tem ber 2017, itsfinancialp erform ance and itscash flow sfor th e year th en end ed in accord ance

w ith N ew Z ealand Equivalentsto InternationalFinancialRep orting Stand ard s(N Z IFRS)and

InternationalFinancialRep orting Stand ard s(IFRS).

Basisfor opinion

W e cond ucted our aud itin accord ance w ith InternationalStand ard son Aud iting (N ew Z ealand )(ISAs

N Z )and InternationalStand ard son Aud iting (ISAs).Our resp onsibilitiesund er th ose stand ard sare

furth er d escribed in th eAud itor’sresponsibilitiesfor th e a ud itofth e fina ncia lstatem entssection of

our rep ort.

W e believe th atth e aud itevid ence w e h ave obtained issufficientand ap p rop riate to p rovid e a basisfor

our op inion.

W e are ind ep end entofth e G roup in accord ance w ith Professionaland Eth icalStand ard 1(Revised )

Cod e ofEth icsfor Assura nce Pra ctitioners(PES1)issued by th e N ew Z ealand Aud iting and Assurance

Stand ard sBoard and th e InternationalEth icsStand ard sBoard for Accountants’Cod e ofEth icsfor

Professiona lAccounta nts(IESBA Cod e), and w e h ave fulfilled our oth er eth icalresp onsibilitiesin

accord ance w ith th ese requirem ents.

Our firm carriesoutoth er servicesfor th e G roup in th e areasofsolvency return assurance and ag reed

up on p roced ures.Th e p rovision ofth ese oth er servicesh asnotim p aired our ind ep end ence asaud itor

ofth e G roup .In ad d ition, certain p artnersand em p loyeesofour firm m ay d ealw ith Tow er Lim ited

and th e G roup on norm alterm sw ith in th e ord inary course oftrad ing activitiesofTow er Lim ited and

th e G roup .Th ese m attersh ave notim p aired our ind ep end ence.W e h ave no oth er interestsin Tow er

Lim ited or th e G roup .

3
Our aud itapproach

Overview

An aud itisd esig ned to obtain reasonable assurance w h eth er th e financial

statem entsare free from m aterialm isstatem ent.

Overallg roup m ateriality:$3,068 th ousand , w h ich rep resentsap p roxim ately

1% ofp rem ium revenue.

W e ch ose p rem ium revenue asth e bench m arkbecause, in our view , itisa key

financialstatem entm etric used in assessing th e p erform ance ofth e G roup and

isnotasvolatile asoth er p rofitand lossm easures, and isa g enerally accep ted

bench m ark.Th e 1% isbased on our p rofessionaljud g em ent, noting th atitis

also w ith in th e rang e ofcom m only accep ted revenue related th resh old s.

Th e follow ing h ave been d eterm ined askey aud itm atters:

Outstand ing claim sand related reinsurance and oth er recoveries

Recoverability ofth e d eferred tax asset

M ateriality

Th e scop e ofour aud itw asinfluenced by our ap p lication ofm ateriality.

Based on our p rofessionaljud g em ent, w e d eterm ined certain quantitative th resh old sfor m ateriality,

includ ing th e overallG roup m ateriality for th e financialstatem entsasa w h ole assetoutabove.Th ese,

tog eth er w ith qualitative consid erations, h elp ed usto d eterm ine th e scop e ofour aud it, th e nature,

tim ing and extentofour aud itp roced uresand to evaluate th e effectofm isstatem ents, both

ind ivid ually and in ag g reg ate on th e financialstatem entsasa w h ole.

Aud itscop e

W e d esig ned our aud itby assessing th e risksofm aterialm isstatem entin th e financialstatem entsand

our ap p lication ofm ateriality.Asin allofour aud its, w e also ad d ressed th e riskofm anag em ent

overrid e ofinternalcontrolsinclud ing am ong oth er m atters, consid eration ofw h eth er th ere w as

evid ence ofbiasth atrep resented a riskofm aterialm isstatem entd ue to fraud .

W e tailored th e scop e ofour aud itin ord er to p erform sufficientw orkto enable usto p rovid e an

op inion on th e financialstatem entsasa w h ole, taking into accountth e structure ofth e G roup , th e

accounting p rocessesand controls, and th e ind ustry in w h ich th e G roup op erates.

Our G roup aud itscop e focused on th e m ostfinancially sig nificantsubsid iary, w h ich contributes8 0%

ofth e G roup ’sp rem ium revenue.W e p erform ed furth er aud itp roced uresover th e balancesand

transactionsofth e non-sig nificantsubsid iariesand th e consolid ation ofth e G roup ’ssubsid iaries.

4
Key aud itm atters

Key aud itm attersare th ose m attersth at, in our p rofessionaljud g m ent, w ere ofm ostsig nificance in our aud it

ofth e financialstatem entsofth e currentyear.Th ese m attersw ere ad d ressed in th e contextofour aud itof

th e financialstatem entsasa w h ole, and in form ing our op inion th ereon, and w e d o notp rovid e a sep arate

op inion on th ese m atters.

Key audit matterHow our audit addressed the key audit matter

1) Outstanding claims and related reinsurance and other recoveries from the Earthquake

Commission (EQC) and Peak Re

Th isisa key aud itm atter because ofth e com p lexity involved in th e estim ation p rocessand th e sig nificant

jud g em entsth atm anag em entm ake in d eterm ining th e balances.

N otes8 , 20 and 27 to th e financialstatem entsd escribe th e elem entsofth e outstand ing claim s, related

reinsurance and oth er recoveriesand assum p tionsused in th e calculation.

(a)Outstandingclaims($181,156thousand)

Centralestimateofexpectedpresentvalue

offuturepaymentsforclaimsincurred

Th e valuation ofoutstand ing claim sinvolves

sig nificantjud g em entg iven th e inh erent

uncertainty in th e calculation ofth e centralestim ate

ofth e exp ected p resentvalue offuture p aym entsfor

claim sincurred (centralestim ate).

In p articular, jud g em entarisesover th e estim ation

ofp aym entsfor claim sth ath ave been incurred at

th e rep orting d ate buth ave notyetbeen rep orted to

th e G roup , or claim sth ath ave been rep orted but

th ere isuncertainty over th e am ountw h ich w illbe

settled .

Th isestim ate relieson th e quality ofund erlying

d ata, includ ing h istoricalclaim sd ata, and th e

ap p lication ofcom p lex and subjective actuarial

m od elsand m eth od olog ies, jud g em entsand

assum p tionsaboutfuture events.

Our aud itp roced uresinclud ed th e follow ing :

Re-p erform ing key actuariald ata reconciliations

by ag reeing claim sd ata to th e g eneralled g er.

Insp ecting a sam p le ofclaim sp aid d uring th e year

to ch eckth atth ey w ere sup p orted by ap p rop riate

d ocum entation and ap p roved w ith in d eleg ated

auth ority lim its.

Testing th e h istoricalclaim sd ata by:

oevaluating th e d esig n and effectivenessof

controlsover th e p rocessing ofclaim s,

ofor a sam p le ofclaim soutstand ing atyear

end , ag reeing to sup p orting d ocum ents.

W e utilised our actuarialsp ecialiststo assistus

w ith :

oevaluating th e actuarialm od elsand

m eth od olog iesby com p aring w ith g enerally

accep ted m od elsand m eth od olog iesap p lied

in th e sector and w ith th e p rior year,

oassessing key actuarialjud g em entsand

assum p tionsby com p aring w ith our

exp ectationsbased on th e G roup ’s

exp erience, our ow n sector know led g e and

ind ep end ently observable trend s, and

oconsid ering th e w orkand find ing softh e

externalind ep end entactuarieseng ag ed by

th e G roup .

5
Riskmargin

Outstand ing claim sinclud e a riskm arg in th at

allow sfor th e inh erentuncertainty in th e central

estim ate ofth e future claim p aym ents.In

d eterm ining th e riskm arg in, th e G roup m akes

jud g em entsaboutth e volatility ofeach classof

businessw ritten and th e correlation betw een each

d ivision and betw een d ifferentg eog rap h ical

locations.

W ith th e assistance ofour actuarialsp ecialistsw e

assessed th e G roup ’sap p roach to d eterm ining th e risk

m arg in by com p aring to know n ind ustry p racticesand

th e ActuariesInstitute recom m end ed fram ew ork.In

p articular w e focused on th e assessed levelof

uncertainty in th e centralestim ate.

W e h ave no m attersto rep ortfrom th e p roced ures

p erform ed .

(b)Reinsuranceandotherrecoveriesfrom

EQC($65,100thousand)andPeakRe

($43,750thousand)

Sig nificantm anag em entjud g em entisrequired to

value:

exp ected recoveriesfrom EQ C in resp ectofland

d am ag e and build ing costs, asth ese recoveries

are subjectto ag reem entw ith EQ C, and

reinsurance recoveriesfrom PeakRe, asth ese

are d ep end entup on th e outcom e ofa leg al

arbitration p rocess.

Th e exp ected recoveriesfrom EQ C are related to th e

Canterbury earth quakes, and require jud g em ent

and actuarialexp ertise to evaluate th e attribution of

claim scostbetw een th e m ajor earth quake events, in

p articular th e Sep tem ber 2010 and February 2011

events.

W e assessed m anag em ent’sap p roach to estim ate th e

recoveriesfrom EQ C.W e review ed corresp ond ence

w ith EQ C and h eld d iscussionsw ith m anag em ent,

law yersand externalind ep end entactuariesto

und erstand assum p tions, includ ing th e attribution of

lossesto th e d ifferentCanterbury earth quake events,

used to establish th e rig h tto recovery.W e com p ared

th ese assum p tionsw ith sector p eersand soug h t

evid ence for any sig nificantvariances.

For reinsurance recoveries from PeakRe, w e d iscussed

w ith m anag em entth e statusofth e arbitration p rocess.

W e review ed th e leg alcorresp ond ence betw een th e

G roup and PeakRe law yersand h eld d iscussionsw ith

th e law yersad vising th e G roup .

W e h ave no m attersto rep ortfrom th e p roced ures

p erform ed .

2)Recoverabilityofthedeferredtaxasset

Th e G roup h asa d eferred tax assetbalance of

$32,745 th ousand , ofw h ich $26,9 58 th ousand

relatesto d eferred tax assetsarising from p asttax

losses.W e focused on th e d eferred tax assetfrom

tax lossesasitsrecoverability issensitive to th e

G roup ’sexp ected future p rofitability and its

entitlem entto offsetth ese lossesag ainstfuture

p rofits.Sig nificantm anag em entjud g em entis

involved in forecasting future taxable p rofitsw h ich

are inh erently uncertain.

Refer to note 10 to th e financialstatem ents.

W e evaluated th e p rog ressm ad e by m anag em entin

im p roving th e p rofitability ofth e businessin recent

p eriod s, w h ich includ esth e rem ed iation ofth e causes

ofp astlossesth roug h , am ong stoth er th ing s,

assessm entofth e Canterbury earth quakesclaim sand

related reinsurance and oth er recoveries(assessm ent

ofth e recoverability ofth e receivablesfrom EQ C and

PeakRe)and oth er exp ense red uction and incom e

initiatives.W e noted th atp rog ressh asbeen m ad e in

relation to each ofth ese m atters.

W e assessed th e op erationalp lan used in th e d eferred

tax assetrecoverability assessm entby com p aring

p reviousbusinessp lansw ith actualresultsand

6
assessed th eap p rop riatenessofth eassum p tionsused

in th e op erationalp lan.

W e used our tax sp ecialistto assessw h eth er th e G roup

isentitled to offsetth e tax lossesag ainstfuture p rofits.

W e h ave no m attersto rep ortfrom th e p roced ures

p erform ed .

Inform ation oth er th an th e financialstatem entsand aud itor’sreport

Th e D irectorsare resp onsible for th e annualrep ort.Our op inion on th e financialstatem entsd oesnot

cover th e oth er inform ation includ ed in th e annualrep ortand w e d o notexp ressany form ofassurance

conclusion on th e oth er inform ation.

In connection w ith our aud itofth e financialstatem ents, our resp onsibility isto read th e oth er

inform ation and , in d oing so, consid er w h eth er th e oth er inform ation ism aterially inconsistentw ith

th e financialstatem entsor our know led g e obtained in th e aud it, or oth erw ise ap p earsto be m aterially

m isstated .If, based on th e w orkw e h ave p erform ed on th e oth er inform ation th atw e obtained p rior to

th e d ate ofth isaud itor’srep ort, w e conclud e th atth ere isa m aterialm isstatem entofth isoth er

inform ation, w e are required to rep ortth atfact.W e h ave noth ing to rep ortin th isreg ard .

Responsibilitiesofth e D irectorsfor th e financialstatem ents

Th e D irectorsare resp onsible, on beh alfofth e Com p any, for th e p rep aration and fair p resentation of

th e financialstatem entsin accord ance w ith N Z IFRSand IFRS, and for such internalcontrolasth e

D irectorsd eterm ine isnecessary to enable th e p rep aration offinancialstatem entsth atare free from

m aterialm isstatem ent, w h eth er d ue to fraud or error.

In p rep aring th e financialstatem ents, th e D irectorsare resp onsible for assessing th e G roup ’sability to

continue asa g oing concern, d isclosing , asap p licable, m attersrelated to g oing concern and using th e

g oing concern basisofaccounting unlessth e D irectorseith er intend to liquid ate th e G roup or to cease

op erations, or h ave no realistic alternative butto d o so.

Aud itor’sresponsibilitiesfor th e aud itofth e financialstatem ents

Our objectivesare to obtain reasonable assurance aboutw h eth er th e financialstatem ents, asa w h ole,

are free from m aterialm isstatem ent, w h eth er d ue to fraud or error, and to issue an aud itor’srep ort

th atinclud esour op inion.Reasonable assurance isa h ig h levelofassurance, butisnota g uarantee

th atan aud itcond ucted in accord ance w ith ISAsN Z and ISAsw illalw aysd etecta m aterial

m isstatem entw h en itexists.M isstatem entscan arise from fraud or error and are consid ered m aterial

if, ind ivid ually or in th e ag g reg ate, th ey could reasonably be exp ected to influence th e econom ic

d ecisionsofuserstaken on th e basisofth ese financialstatem ents.

A furth er d escrip tion ofour resp onsibilitiesfor th e aud itofth e financialstatem entsislocated atth e

ExternalRep orting Board ’sw ebsite at:

h ttp s://w w w .xrb.g ovt.nz/stand ard s-for-assurance-p ractitioners/aud itors-resp onsibilities/aud it-rep ort-1/

Th isd escrip tion form sp artofour aud itor’srep ort.

7
W h o w e reportto

Th isrep ortism ad e solely to th e Com p any’ssh areh old ers, asa bod y. Our aud itw orkh asbeen

und ertaken so th atw e m ig h tstate th ose m attersw h ich w e are required to state to th em in an aud itor’s

rep ortand for no oth er p urp ose. To th e fullestextentp erm itted by law , w e d o notaccep tor assum e

resp onsibility to anyone oth er th an th e Com p any and th e Com p any’ssh areh old ers, asa bod y, for our

aud itw ork, for th isrep ortor for th e op inionsw e h ave form ed .

Th e eng ag em entp artner on th e aud itresulting in th isind ep end entaud itor’srep ortisKarlD eutsch le.

For and on beh alfof:

Ch artered AccountantsAuckland

14 N ovem ber 2017

2017 full year results and announcement of entitlement offer
Tower Limited investor presentation14 November 2017

Disclaimer
2

DisclaimerThis presentation has been prepared by To

wer Limited (the “Company”). This presentation

has been prepared to provide information

on Tower’s business and in

relation to the proposed rights offer of fu

lly paid ordinary shares (the “New Shares”)

in the Company to eligible shareholders

under clause 19 of Schedule 1 of the

Financial Markets Conduct Act 2013 and

ASIC Instrument 16-0218 (the “Offer”).

InformationThis presentation contains summary information about the Company an

d its activities which is current

as at the date of this pre

sentation. The information in this

presentation is of a general nature and do

es not purport to be complete nor does it

contain all the information which a prospec

tive investor may require in

evaluating a possible investment in the Company or that would be

required in a product disclosure statement for the purposes of

the Financial Markets Conduct

Act 2013. The historical information in this

presentation is, or is based upon, inform

ation that has been released to NZX Limit

ed (“NZX”). This presentation should be

read in conjunction with the Company's other periodic and contin

uous disclosure announcements,

which are available at www.nzx.c

om.

NZX and ASXThe new Shares have been accepted for quotation by NZX and will be

quoted on the NZX Main Board

upon completion of allotment pr

ocedures. The NZX Main

Board is a licensed market under the Financ

ial Markets Conduct Act 2013. However, NZX accepts no responsibility for any stateme

nt in this presentation.

Application will be made to quote the new shares on ASX and Towe

r expects the new Shares will be

quoted upon completion of allo

tment procedures. However,

ASX accepts no responsibility for an

y statement in this presentation.

Not financial product adviceThis presentation is for information purposes only and is not fi

nancial or investment advice or a recommendation to acquire the

Company’s securities, and has been

prepared without taking into account the ob

jectives, financial situation or needs of in

dividuals. Before making an investment de

cision, prospective investors should

consider the appropriateness of the inform

ation having regard to their own objectiv

es, financial situation and needs and consul

t an NZX Participant, or solicitor,

accountant or other professi

onal adviser if necessary.

Past performanceAny past performance information given in this presentation is gi

ven for illustrative purposes on

ly and should not be relied up

on as (and is not) an indication of

future performance.Future performanceThis presentation may contain certain "forwa

rd-looking statements" such as indications of, and guidance on, future earnings and

financial position and performance.

Forward-looking information is inherently un

certain and no assurance can be given that

actual outcomes will not materially diff

er from the forward looking

statements.Disclaimer: To the maximum extent permitted

by law, the Company and its officers, advi

sers and affiliates will not be liable (w

hether in tort (including negligence) or

otherwise) to you or any other person

in relation to this presentation.

Executive summaryMichael StiassnyChairman

Executive summary
4

Vero strategic discussions•

After considering various structural options

in late 2016, Tower received two unsolici

ted offers for 100% of the company’s shar

es


Tower’s Board accepted Vero’s offer, howeve

r, the Commerce Commissi

on declined approval


The Scheme Implementation Agreement (S

IA) has passed its end date and was term

inated by Tower on 6 November 2017


Vero and Tower have since withdraw

n their Commerce Commission appeals

Validated balance sheet and capital structure•

An extensive, independent review of To

wer’s solvency capital has been conducted


Tower’s Board has determined that an additional $70.8 million

capital is required to enable

investment in the business and

manage inherent balance sheet risks


Tower’s Board has elected to create an additional risk

margin for Canterbury claims of $10m

over and above the provision of the

Appointed Actuary. This is currently equivalent to a probabilit

y of sufficiency between the 80-8

5th percentile and will be rele

ased

as Canterbury outstanding claims run off

Equity raise•

$70.8 million capital to be raised via

pro-rata renounceable entitlement offer


Issue price of NZ$0.42 repres

enting a 29% discount to th

e theoretical ex-rights price


Ratio of 1 New share for every 1 Existing share held


Vero has committed to take up its

full entitlement under the Offer

Momentum picks up pace in FY17•
Significant improvements achieved in core metrics, includ

ing policy and premium growth, claims control and expense

reduction, however, an unprecedented number of la

rge natural events have a

ffected underlying result


Tower has reported a full year loss of $8

m, a $13.5m improvement on the prior year

Solid progress in finalising Canterbury earthquake claims•

The number of open Canterbury Earthq

uake claims reduced by 241 in FY17


Tower’s Board has elected to create an additional

risk margin for Canterbury claims of $10m.

Positive short-term and medium-term outlook•

Investment in digital and IT re

quired to accelerate the solid

progress made in transforming

into a challenger brand

Committed to efficient

capital management and payment of dividend


Tower’s Board and management team

are strongly committed to paying dividends

and to the efficient management of

capital


Tower’s Board will review the dividend policy

and look to recommence dividends in FY18

Positive trends continue in FY17

5

Overview of To w e r
Overview of TowerRichard HardingChief Executive Officer

New Zealand 63%
2

Pacific Islands 37%

2

New Zealand 86%Pacific Islands 14%

1

UNDERLYING

NPAT

Notes:1.

Excludes impact of the Canterbury and Kaikoura

earthquakes, foreign tax cr

edits lost and corporate

transaction costs

2. Represents percentage of General Insura

nce underlying profit, excluding Corporate

A New Zealand and Pacific general insurer

7

$

312.4

m

GWP

New Zealand 81%Pacific Islands 19%

$

18

m

479kINFORCE POLICIES

Personal lines

GWP breakdown

House 38%Contents 16%Motor 31%Other 15%

Powerful platform for future growth as

the #3 general insurer in New Zealand and

one of the leading insurers in the Pacific

Clear strategic plan to grow Tower as the leading digital challenger brand
8

To achieve high performanc

e, investment is required

Challenger culture, capability,

and leadership

Personalised price,

cover, and service

Power to choose when and

how to pay

Innovative leadership (i.e.

instant claims)

Community of loyalists

and vocal advocates

Challengerbrand

Product and price

transparency

Claims process

efficiency

Underwriting refinement and

capability build

Simplification of

policies and processes

IT refresh, security, and

regulatory requirements

Traditionalinsurance

Digitaldistribution

Customerexperience

Sophisticated pricing and risk

understanding

Simple and easy underwriting

and claims experiences

Automation and technology

to accelerate claims

Predictive modelling and data

analytics

Setting it right at the moment

of truth

Digital self-service and

engagement tools

Partnerships through extended

ecosystem

Data-driven insights for risk

and decision-making

Product and underwriting

experimentation

Pacific operating

model & growth plan

Solid foundations in place

Transformation will deliver step change in results
9


Simple, customer focussed products


Easy product experimentation and development


Granular, automated pricing and underwriting


Improved access and use of internal and external data


Improved claims management


Significant operational effi

ciencies and reduced costs


Highly engaged employee group

SIGNIFICANT BENEFITS

Challenger brand delivering:•

GWP growth of 4 – 6%


Expense ratio <35%


ROE of 12 – 14% through the cycle

MEDIUM TERM TARGETS

Improving business performance
10

Positive momentum in GWP growth with effective claims management and ongoing expense reduction

Key metrics

FY17

FY16

To t a l G W P

$312.4m

$303.2m

GWP growth in core NZ portfolio

1

5.8%

1.9%

Growth in policies in core NZ portfolio

1

12,441

2,509

Claims expenses

$131.6m

$127.7m

Management and sales expenses

$102.4m

$106.3m

Underlying profit

2

$18m

$20.1m

Reported loss after tax

3

$8m

$21.5m

Open Canterbury earthquake claims

323

564

1.

Core portfolio is the NZ business and excludes ANZ legacy portfolio

2.

“Underlying profit” does not have a standardised meaning prescr

ibed by Generally Accepted Acco

unting Practice (GAAP) and may

not be comparable to similar measures presented by other entities. While

Tower has applied a consistent approach to measuring underlying profit in the current and comparative periods, it is not subjec

t to audit or independent review. Tower

uses underlying profit as an internal

reporting measure as management believes it provides a better me

asure of Tower’s underlying perfor

mance than reported profit, a

s it excludes large or non-recurring it

ems that may obscure trends in the

underlying performance of the Tower group. Tower considers that

underlying profit is useful to investors as it makes it easier

to compare the underlying financial performance of Tower between periods.

3.

“Reported loss after tax” is calculated and presented in accord

ance with GAAP and is taken fr

om Tower Limited’s audited finan

cial statements for the year

ended 30 September 2017.

ACHIEVEMENTS

GWP growth of 5.8% achieved in core NZ portfolio


Maintained claims discipline despite challenging environment


$3.9m improvement in management expenses


Solid progress being made in Canterbury with a further reduction of 241 open claims

-4,077
1,285

1,224

4,949

7,492

H2 15

H1 16

H2 16

H1 17

H2 17

Core Policy Movement

ACHIEVEMENTS

New digital program supporting core GWP growth in second half of 8.7% on prior year


Tower Direct retention improved

2.0% points on prior year

2


New, simple and easy products improving lead conversion – currently 4% points above target

INVESTMENT WILL ACCELERATE TRAJECTORY•

Unique customer experience


Leverage new and existing partnerships to drive retention


Innovative new offerings delivered through partners

Focus on customers delivers growth

Core book growing as a result of digital growth and strong retention

CORE

1

NEW

 

ZEALAND

 

GWP

 

GROWTH

11

1.

Core portfolio is the NZ business and excludes ANZ legacy portfolio

2.

During 2017, Tower has changed its methodolog

y for calculating retention rates. Using the

previous methodology, retention for Tower Direct

would be 81.7%, up 1.0% point on prior year.

POLICY

 

GROWTH

 

IN

 

CORE

1

NEW

 

ZEALAND

 

PORTFOLIO

93.9

107.2

96.2

116.6

1.6%

2.1%

2.4%

8.7%

H1 16

H2 16

H1 17

H2 17

60.070.080.090.0100.0110.0120.0130.0140.0

-50.0%

-40.0%

-30.0%-20.0%

-10.0%

0.0%

10.0%

20.0%

NZ GWP excluding ANZ ($m)

GWP growth % on same period last year

ACHIEVEMENTS
Online sales increased from 9%

of new business transactions

in March 2016, to 30% in September 2017


Relaunch of new Trade Me Insurance platform, more than tripling net earned premium on prior year


Tailored, targeted insurance o

ffers available for customers

using digital channels

INVESTMENT WILL ACCELERATE TRAJECTORY•

Online conversion rate op

timisation and improvement


Digital self-service, policy management and claims lodgement

$1.1m

$1.7m

$2.1m

$2.9m

$3.3m

Jul-Sep16

Oct-Dec16

Jan-Mar17

Apr-Jun17

Jul-Sep17

Trade Me Insurance

Tower Digital

Digital continues to deliver

Continued focus on digital capability and partnership delivers more customers

12

QUARTERLY NEW BUSINESS GWP ACROSS

DIGITAL CHANNELS

New Tower direct

digital platform

launched

Claims and underwriting updateImprovements in pricing, underwriting controlling claims costs despite industry wide inflation
13

ACHIEVEMENTS

Over 30 product updates, pricin

g reviews and targeted rate

changes across all New Zealand portfolios


Supply chain and preferred supplier

initiatives delivered material

savings


New vehicle risk ratings further reducing claims frequency


Excess changes significantly im

proved average claims costs

INVESTMENT WILL ACCELERATE TRAJECTORY•

Sophisticated pricing and underwriti

ng to offset claims inflation

and improve long-term profitability


Advanced rating algorithms and address based pricing


Improved supply chain management and focus on fraud and claims leakage

TOWER CLAIMS EXPENSES ($m)

Note: Claims costs includes BAU and large storm events, but excludes Christchurch and Kaikoura movements

115.6

123.9

124.2

4.9

3.8

7.4

120.5

127.7

131.6

FY15

FY16

FY17

BAU Claims

Large Events

Kaikoura earthquake and storm eventsHighest number of natural event losses in over 25 years for Tower, excluding the Canterbury quakes
IMPROVEMENTS IN FINANCIAL OUTCOMES

Aggregate reinsurance cover helping to absorb large storm volatility


$3.1m reduction of after tax impact of Kaikoura earthquakesfrom H1, from $7.2m to $4.1m


$1.5m reduction of after tax impact of Ex-Cyclone Debbie and associated flooding in Edgecumbe since April 2017, from $3.6m to $2.1m

KAIKOURA EARTHQUAKE

100% of Tower motor claims, 97% of contents and 79% of over-cap and other house claims finalised


99% of EQC contents claims and 82% of EQC home claims that relate to Tower’s Kaikoura customers closed

Tower has experienced five large loss events during the year and has set up dedicated teams to

help affected customers

Notes:1.

All claims have had settlement offers presented to customers

2.

There are 15 open claims in Edgecu

mbe. Whakatane Council is

aiming for 90% of all people to be back in

their properties by Christmas, and To

wer is well on track to achieve this.

14

Event

Date

Incurred to

Date

Ultimate

Estimate +

Risk Margin

Net of

Reinsurance

(before tax)

# of claims

Percentage

finalised

Port Hills fire

1

Feb-17

$1.0m

$1.2m

$1.2m

19

89%

Tasman Tempest Mar-17

$3.9m

$4.2m

$3.8m

721

88%

Ex-Cyclone Debbie

2

Apr-17

$5.7m

$7.4m

$2.4m

412

78%

Winter storm

Jul-17

$1.3m

$1.6m

-

232

49%

Total storms and other

$11.9m

$14.4m

$7.4m

1,384

Kaikoura earthquake

Nov-16

$3.1m

$5.7m

$5.7m

347

81%

Focus on costsCost saving initiatives continue to
deliver a reduction in expense base

15

ACHIEVEMENTS

Increased focus on efficiency and productivity


Significant saving thro

ugh in-housing IT service desk and other

key support functions


Whole of business procurement review and close management of contract negotiations


Some costs deferred as a result

of acquisition and separation

activity

INVESTMENT WILL ACCELERATE TRAJECTORY•

IT simplification will deliver s

ignificant productivity gains and

step-change in expense reduction


Savings expected in FY18 to be

reinvested in stabilising legacy

systems and meeting compliance requirements

MANAGEMENT EXPENSES

Note: Management expenses include

commission cost, depreciation and

amortisation and excludes corporate transaction costs.

53.6

52.8

51.8

50.6

H1 16

H2 16

H1 17

H2 17

IT simplificationFollowing the pause due to ownership, focus is now on delivery of IT simplification to drive growth and productivity
16

ACHIEVEMENTS

Delivery of Tower digital solution


Enhanced Trade Me Insurance platform


Legacy IT systems stabilised

INVESTMENT WILL ACCELERATE TRAJECTORY•

Full digital and self

service functionality


Flexibility to update products

and enable targeted, granular

pricing


Improved access and use of internal and external data


Improved claims management

and operational efficiencies

NEXT STEPS


Selection of EIS to comp

lete formal scoping and

costing following comprehensive tender process


Staged execution planned to enable Board to protect shareholder value


EIS offer a modern insurance system that will improve productivity and customer experience


Scoping and costing

phase has commenced


Board approval for appointment of EIS to undertake project will be sought once costs and timeline confirmed

Financial performanceJeff WrightChief Financial Officer

FY17 Financial updateBusiness performance remains in line with
expectations. Results impacted by larger

than usual number of natural events

GROUP PROFIT SUMMARY

(NZ$m)

18


Reported loss after tax reflects:


$11.4m impact from movement in Canterbury provisions


$9.8m increase in March


$1.6m increase in September


$7.2m impact from additional risk margin for Canterbury


$4.1m impact from Kaikoura earthquake


$3.1m impact from corporate transaction activity


Underlying profit after tax of $18m affected by storm activity vs FY16 underlying profit after tax of $20.1m


$0.9m impact from Port Hills Fires


$2.7m impact from Tasman Tempest


$1.8m impact from Ex-Cyclone Debbie


Pacific NPAT stable and in line with

prior periods, excluding impact of

Cyclone Winston in FY16


Reported profit in Pacific of $7.2m, compared to $5.5m for the prior year


2018 reinsurance program has been

finalised on favourable premium

terms, with limit of $790m and aggregate excess increased from $5m to $7m

$ million

FY17

FY16

Gross written premium

312.4

303.2

Gross earned premium

306.8

302.9

Reinsurance costs

(49.8)

(49.1)

Net earned premium

256.9

253.8

Net claims expense

(131.6)

(127.7)

Management and sales expenses

(102.4)

(106.3)

Underwriting profit

22.9

19.8

Investment revenue and other revenue

6.1

8.5

Financing costs

(0.8)

-

Underlying profit before tax

28.2

28.3

Income tax expense

(10.2)

(8.2)

Underlying profit after tax

18.0

20.1

Canterbury impact - Increase in outstanding claims

(11.4)

(25.3)

- Additional risk margin

(7.2)

-

Kaikoura impact

(4.1)

-

Impairment of intangibles

-(14.1)

Business in runoff

1.7

-

Corporate transaction costs

(3.1)

-

Foreign tax credits written off

(1.9)

(2.2)

Reported loss after tax

(8.0)

(21.5)

Key ratiosLoss ratio

51.2%

50.3%

Expense ratio

39.9%

41.9%

Combined ratio

91.1%

92.2%


Net earned premium higher due to growth in core book and improved retention


Focus on costs has reduced management expenses


Net incurred claims were flat, as initiatives to manage cost inflation have largely offset increasing claims frequency


More large events this year compared to last year resulting in higher large events claims expense


Reduced balances and lower interest rate environment has reduced investment income

Movement in underlying profitGrowth in premiums and lower management expenses offset by large events and lower investment income

19

MOVEMENT IN UNDERLYING PROFIT BEFORE TAX

(NZ$m)

28.3

28.2

3.1

3.9

0.3

3.6

2.4

0.8

FY16

Underlying

profit before tax

Net earned

premium

Management

expenses

Net incurred

claims

Large event

claims

Investment

income and

other revenue

Financing costs FY17 Underlying

profit before tax

Pacific business remains steadyThe Pacific offers a solid platform
with significant potential for Tower

PACIFIC PROFIT SUMMARY

(NZ$m)

20


YTD NPAT stable and in line with prior periods, excluding impact of Cyclone Winston in FY16


Growth in Fiji, Vanuatu and Samoa offset by softening market and tightened approach to risk in Papua New Guinea


Repricing of portfolios underway and enhanced underwriting capability in local teams

$ million

FY17

FY16

Gross written premium

58.2

59.3

Gross earned premium

57.6

58.6

Reinsurance costs

(15.5)

(15.6)

Net earned premium

42.1

43.1

Net claims expense

(15.3)

(20.1)

Management and sales expenses

(15.6)

(15.0)

Underwriting profit

11.3

8.0

Investment revenue

and other revenue

0.9

1.2

Underlying profit before tax

12.2

9.2

Income tax expense

(5.0)

(3.7)

Underlying profit after tax

7.2

5.5

Canterbury updateOpen claims and numbers of new ov
er-cap claims are reducing, but

uncertainty still remains

21


Challenging environment remains, with New Zealand insurers continuing to face ongoing risks as a result

of Canterbury earthquakes


Appointed Actuary recommended a further $1.6m after-tax strengthening in second half, bringing the full after tax impact to $11.4 million for the year


Since March, case estimates have fallen as a result of closing claims. IBNR/IBNER/risk margin have also re

duced as we obtain more certainty

about outstanding claims

Notes:1.

IBNR / IBNER includes claims handling expenses

2.

Ratio of IBNR / IBNER plus risk margin to case estimates

3.

Protocol 1 claims are where EQC are managing

repairs yet the total cost

is over the EQC cap.

MOVEMENT IN PROPERTIES (since Sep 2016)


Reduction in new and reopened claims


56 claims currently under litigation


56 “Protocol 1” claims

3


211 claims moving towards settlement


Additional claims continue to be received due to:


New EQC over-cap claims


Additional DFPP and accommodation claims as EQC finalise under-cap properties


Reopened claims for additional payments and litigation

RESERVING UPDATE

564

323

403

106

56

Open properties 30

September 2016

New properties

Reopened

Closed

Open properties 30

September 2017

(NZ$m)

Sep


17

%

 

of

 

case

 

estimates

2

Mar


17

%

 

of

 

case

 

estimates

2

Sep


16

%

 

of

 

case

 

estimates

2

Case

 

estimates

58.9

73.9

93.2

IBNR/IBNER

1

34.4

47.4

44.0

Risk

 

margin

13.9

18.2

11.9

Additional

 

risk

 

margin

10.0

‐‐

Combined

 

IBNR/IBNER/risk

 

margin

58.3 99%

65.6 89%

55.9 60%

Gross

 

outstanding

 

claims

117.2

139.5

149.1


Tower in consultation with its reinsurers is progressing its recoveryprogram against the Earthquake Commission (EQC) in relation to thecostsincurredduetobuildingandlandworkfollowingthe2010and2011 Canterbury earthquakes.


Tower estimates the gross amount receivable due from EQC issignificantly higher than $65.1 million ($13.5m for land and $51.6m forbuildings), but has adopted this amount, which is the actuarial valuationof the Appointed Actuary. The method by which the actuarial valuation iscompleted recognises the inherent risk and uncertainty with recovery ofthe full gross amount. If the amount of $65.1m is received from EQC, anamount of $17.7 million (2016: $20.7 million) will be payable to reinsurers.


To date, Tower along with IAG, have issued proceedings against theEQC seeking compensation for remediation of land damage with a courthearing expected in late 2018. Further litigation in regards to land isexpected. Tower is also applying significant resources to the EQCbuilding recovery program. Based on legal advice to date Tower isconfident in its position in regards to its recovery program.


Due to the nature of the claims and the potential for litigation or analternate dispute resolution process, the actual recoveries may behigher or lower than anticipated.


Tower is party to an arbitration process with Peak Re regarding an adverse development cover policy entered into in 2015 valued at $43.75m.


Currently Tower anticipates the arbitration will take place in March 2018 with a decision by mid-2018.


Tower remains confident that it will be successful but both the process and the hearing hold risk and collection of the owed amount is not certain. An adve

rse outcome could lead to a nil

recovery due to the binary nature of the process.

Update on Peak Re and EQCTower remains confident of recovery from Peak Re and EQC

22

PEAK RE DISPUTE

EQC RECOVERIES

Capital requirement reviewEntitlement offer will strengthen solvency position to a long-term sustainable level
23

TOWER INSURANCE LIMITED SOLVENCY POSITION

($m)

Note: Solvency capital calculation based on $70.8m entitlement offer less offer costs

MEDIUM-TERM CAPITAL REQUIREMENT•

Tower’s Board and management have conf

idently determined to invest in a

sustainable future while recognising th

e inherent uncertainty faced by the

industry relating to the Canterbury earthquakes


Tower has undertaken a detailed review to determine the amount of capital required to strengthen its solvency capi

tal position and enable investment for

the future


Tower has determined that additional capital of $70.8m is required, to address the inherent uncertainty faced by the business and to permit the signaled and ongoing reinvestment in

Tower’s NZ business


In reaching this conclusion, the Board has engaged with Tower’s Appointed Actuary, and independent, external advisers

LONG-TERM CAPITAL VIEW•

Historically, Tower has paid consistent

dividends, reflecting the strength of

Tower’s underlying business and it

s inherently strong cash flow


Tower’s Board recognise the need for capital in the medium-term

− Tower’s Board and management team are strongly committed to paying

dividends and to the efficient management of capital

− Tower’s Board will review the dividend policy and look to recommence

dividends in FY18

61.4

61.7

50.0

50.0

37.9

73.4

70.8

less offer

costs

(30.0)

Current

solvency

capital

position

Entitlements

offer

Repayment of

BNZ facility

Solvency

capital

position post

Entitlements

offer

Surplus marginRBNZ marginMSC

FY18 outlook
FY18 outlookRichard HardingChief Executive Officer

Tower outlook for FY18
25

Expect continuing gross written premium growth in NZ core book


Improving retention rates and

current marketing campaign resu

lting in strong lead enquiry


Positive momentum in digital distribution channel


Continued pricing and product refinement to offs

et claims inflation and improve profitability

Pacific offers significant potential


New operating model to improve risk management an

d underwriting discipline in key Pacific markets


Repricing of portfolios to improve profitability

Management expenses maintained


Maintain current expense level, with all savings expect

ed in FY18 to be reinvested in stabilising legacy

systems and meeting compliance requirements


Step-change in expense reduction and productivity ga

ins to be realised following implementation of new

technology systems which is expected to yield benefits from FY19

Claims management improvements expected


Industry wide claims inflation expected to be offset

by product updates, targeted rate/pricing changes and

supply chain initiatives

Investment in simplification will accelerate improvements in FY19 and beyond


Significant management focus will go into IT

simplification and EIS implementation in FY18


Expected to yield benefits from FY19

Intention to review dividend policy following capital raise


Tower’s Board and management team are strongly co

mmitted to paying dividends and to the efficient

management of capital


Tower’s Board will review the dividend policy and look to recommence dividends in FY18

Enhanced capital position


Completion of capital raise, along with continuing reso

lution of other legacy issues (Peak arbitration, EQC

receivable and finalisation of Canterbury earthquake cl

aims), will enable management to focus on execution

of business plan

Entitlement offerRichard HardingChief Executive Officer

Equity raising terms and shareholder options
27

Entitlement ratio


1 New Share for every 1 Existing Share held

Offer size


$70.8m

Maximum New Shares to be issued


168,662,150

Issue price


NZ$0.42

Offer discount


29% to TERP¹

Eligibility


Available to persons recorded on Tower’s share register at 7:00pm on 22 November 2017, wi

th a registered address in

New Zealand or Australia

Ranking


New shares issued on completi

on of the Rights Offer will

rank equally with Existing shar

es and will be quoted on the

NZX and ASX

Structure


Pro rata renounceable Rights Offer provides all Eligible Shareholders with the opportunity to participate

Underwriting


The Offer is underwritten by Goldman Sachs New Zealand Limited

Notes:1.

TERP is the theoretical ex rights pric

e of $0.59 which is equal to the average pr

ice of 1 New Share at

the Issue Price of $0.

42 and 1 Existing Share at $0.76 being the la

st traded price as at 13 November 2017.

Equity raising terms

Shareholder options

Take up all or some Rights


You will be able to acquire Shares at the Issue Price of NZ$0.42 which is at a discount to the market price immediately prior to the a

nnouncement of the Rights

Offer.


If you take up all your ri

ghts you will maintain your

proportional ownership of To

wer after the Rights Offer

Sell all or some Rights


If you wish to sell your Rights, you should contact an NZX Broker


You will receive value for an

y Rights sold on-market


You may be required to pay brokerage on the sale of your Rights

Let Rights lapse


If you do nothing, your Righ

ts will lapse and you will not

be able to subscribe for any New Shares

If you do nothing, your Rights will lapse and you will not be able to subscribe for any New Shares or real

ise any other value for your Rights.

The Tower Board encourages you to eith

er take up your Rights in full or

sell your Rights on market

Key risks to Tower
28


Tower is subject to risk factors that are specific to its busi

ness activities and those of a more general nature. Any, or a com

bination, of these risk factors may have a

material impact on Tower’s business, operat

ing and financial performance. These impacts

can be negative or positive. This page

describes some of the potential risks

associated with Tower’s business and an investment in its Shares.

It does not purport to list every risk that may be associated

with an investment in Shares now or in the

future, and the occurrence of consequences of some of the risks

described on this page are part

ially or completely outside the

control of Tower, its Directors and

management team.


The selection of risks has been based on an assessment of a comb

ination of the probability of the risk occurring and impact of

the risk if it did occur. The assessment is

based on the knowledge of the Directors as at the date of this

document, but there is no guarantee or assurance that the import

ance of different risks will not change or

other risks will not emerge.


Before applying for Shares, you should satisfy yourself that yo

u have a sufficient understanding of these matters and should co

nsider whether Shares are a suitable

investment for you, having regard to your

own investment objectives, financial situat

ion and particular needs (including financ

ial and taxation issues). If you do not

understand any part of this presentation or

are in any doubt as to whether to invest in Shares, it is recommended that you seek

professional guidance from your

accountant, share broker, financial adviser

, lawyer or other professional adviser

before deciding whether to invest.

Risk

Description

Tower businessperformance


The insurance industry that Tower operates within involves the a

ssumption of risk. Changes in frequency and severity of custome

r claims, which may result from

inflation, natural disasters or other even

ts, can affect Tower’s capital position, co

nsistency of earnings and the achievement

of targets.


The insurance industry is competitive, which may impact Tower’s ab

ility to acquire and retain business. Concentrations of risk

occur due to relationships with

partners, who may choose to put their busi

ness with other insurers. Kiwibank domestic

general insurance business will transition

into runoff in April 2018. ASB

conducted a tender process for their credit card and retail trav

el insurance portfolios that Towe

r were not successful in retai

ning, this relationship will cease in

April 2018. Tower is currently participating in a competitive RFI

process with TSB to retain thei

r domestic general insurance bu

siness and secure their retail travel

insurance program.


Risks exist around the implementation of Tower’s IT simplificati

on plan which, if not successful, may result in failure to achi

eve desired operational performance

improvements and medium term financial targets.

Canterburyearthquake claims


The scale and impact of the Canterbury Eart

hquakes is unprecedented for all affected

general insurers in New Zealand and has le

d to Tower alone receiving

over 16,000 claims.


Tower has increased its ultimate incurred clai

ms liabilities in respect of the four ma

in Canterbury earthquakes that occurred on

4 September 2010; 22 February

2011; 13 June 2011 and 23 December 2011 from $792.0 million

in September 2015 to $897.4 million in September 2017.


Whilst Tower and its appointed actuary have conducted a comprehe

nsive review in order to assess its Canterbury claims liabiliti

es as accurately as possible, to

a conservative statistical standard, the impact of further Canter

bury claims, and the cost to close existing claims or re-openi

ng of claims, remain a risk for the

Tower business.


Reinsurance relating to September 2010 and February 2011 Canterbu

ry earthquakes has been exhauste

d, meaning Tower could be dire

ctly exposed to further

developments. Reinsurance for the June 2011 and Decemb

er 2011 events is unlikely to be fully utilised.


Continued on next page

Key risks to Tower
29


Continued from prior page

Risk

Description

PeakRearbitration outcome


Tower is party to an arbitration process with Peak Re regarding

an adverse development cover policy entered into in 2015 valued

at $43.75m.


Currently Tower anticipates the arbitration will take place in Ma

rch 2018 with a decision by mid-2018. Tower remains confident

that it will be successful but

both the process and the hearing hold risk

and collection of the owed amount is not

certain. An adverse outcome could lead to a

nil recovery due to the binary

nature of the process.

EQC Recoveries Program


Tower in consultation with its reinsurers

is progressing its recovery program agains

t the Earthquake Commission (EQC) in relati

on to the costs incurred due to

building and land work following the 2010 and 2011 Canterbury

earthquakes. Tower estimates the

gross amount receivable due from

EQC is significantly higher

than $65.1 million ($13.5m for land and $51.6m for buildings),

but has adopted this amount, which is the actuarial valuation of

the Appointed Actuary. The

method by which the actuarial valuation is completed recognises

the inherent risk and uncertainty with recovery of the full gro

ss amount. If the amount of

$65.1m is received from EQC, an amount of $17.7 milli

on (2016: $20.7 million) will be payable to reinsurers.


To date, Tower along with IAG, have issued proceedings against

the EQC seeking compensation for remediation of land damage wit

h a court hearing expected

in late 2018. Further litigation in regards to land is expected

. Tower is also applying significant resources to the EQC buildi

ng recovery program. Based on legal

advice to date Tower is confident in its position in regards to

its recovery program. Due to the nature of the claims and the po

tential for litigation or an alternate

dispute resolution process, the actual recoveri

es may be higher or lower than anticipated.

Potentialstrategic discussions


Tower and Vero Insurance New Zealand Limited entered into a scheme

implementation agreement in June 2017 for the purchase by Ve

ro of all Tower shares it

did not already hold. In July 2017, the Commerce Commission declin

ed Vero’s clearance application.

Vero and Tower each separate

ly appealed that decision.

Vero and Tower have since withdraw

n their Commerce Commission appeals


In addition, the Commerce Commission has made

public comments in relation to its potential investigation under Section 47 of th

e New Zealand Commerce

Act to review potential competition issues caused

by Vero’s acquisition of a 19.9% stake in Tower.


The scheme implementation agreement (SIA) has passed its en

d date and was terminated by Tower on 6 November 2017.


Shareholders should be aware that Tower may remain as a standalone

listed NZ insurer or that Tower may be acquired by a third pa

rty.


Vero has committed to take up its full entitlement under the Offer.

In the event Vero sells its shares, it has agreed to procur

e any person acquiring its

shareholding to take up its rights issue participation commitment

Offer timetable
Key dates

1

for the rights offer are outlined below

30

Notes:1.

These dates are subject to change. Tower reserves the right

to amend the dates and times with

out prior notice, subject to ap

plicable legal and regulatory requirements.

Shares quoted “ex-rights” and Rights Tr

ading commences on the NZX Main Board

Tuesday 21 November

Record date

Wednesday 22 November

Offer documents sent by

Monday 27 November

Right trading ceases

Thursday 7 December

Rights offer closes (and last

date for receipt of renunciations)

Wednesday 13 December

New Shares allotted and commence trading

Wednesday 20 December

Appendices
Appendices

New Zealand business improvingImprovements in key focus areas offset by storm activity and large events
NEW ZEALAND PROFIT SUMMARY

(NZ$m)


Improvements in underlying business offset by natural events


Increase in GWP on back of better growth in digital and retention initiatives


Claims costs remain flat despite industry wide inflation


Savings in management expenses

32

$ million

FY17

FY16

Gross written premium

254.2

243.9

Gross earned premium

249.1

244.3

Reinsurance costs

(34.3)

(33.6)

Net earned premium

214.8

210.8

Net claims expense

(116.3)

(107.6)

Management and sales expenses

(85.2)

(88.5)

Underwriting profit

13.2

14.7

Investment revenue

and other revenue

4.6

5.7

Underlying profit before tax

17.8

20.4

Income tax expense

(5.7)

(4.9)

Underlying profit after tax

12.1

15.6

Balance sheetTo w e r G r o u p
33

$ million

30

September

17

30

September

16

Movement

$

Movement

%

Cash & call deposits

102.9

92.2

10.6

11.5%

Investment assets

167.9

188.6

(20.6)

(10.9%)

Deferred acquisition costs

21.0

20.0

1.0

4.9%

Intangible assets

31.3

32.0

(0.6)

(2.0%)

Other operational assets

316.4

307.5

8.8

2.9%

Total assets

639.5

640.3

(0.8)

(0.1%)

Policy liabilities & insurance provisions

(336.0)

(361.0)

25.0

(6.9%)

External debt

(29.9)

0.0

(29.9)

100.0%

Other operational liabilities

(57.8)

(55.3)

(2.5)

4.5%

Total liabilities

(423.7)

(416.3)

(7.4)

1.8%

Total equity

215.7

224.0

(8.2)

(3.7%)

Reconciliation between underlying profit after tax and net profit after tax
34

$ million

FY17

underlying

profit

Non-

underlying

items

(1)

Claims

handling

expenses (2)

Other items (3)

FY17 reported

profit

Gross written premium

312.4

312.4

Gross earned premium

306.8

306.8

Reinsurance costs

(49.8)

(49.8)

Net earned premium

256.9

0.0

0.0

0.0

256.9

Net claims expense

(131.6)

(30.0)

(26.0)

(187.6)

Management and sales expenses

(102.4)

(4.3)

26.0

(4.5)

(85.2)

Underwriting profit

22.9

(34.2)

0.0

(4.5)

(15.8)

Investment revenue and other revenue

6.1

4.5

10.7

Financing costs

(0.8)

(0.8)

Underlying profit before tax

28.2

(34.2)

0.0

0.0

(6.0)

Income tax expense

(10.2)

8.2

(2.0)

Underlying profit after tax

18.0

(26.0)

0.0

0.0

Canterbury impact - Increase in outstanding claims

(11.4)

11.4

- Additional risk margin

(7.2)

7.2

Kaikoura impact

(4.1)

4.1

Business in runoff

1.7

(1.7)

Corporate transaction costs

(3.1)

3.1

Foreign tax credits written off

(1.9)

1.9

Reported loss after tax

(8.0)

0.0

0.0

0.0

(8.0)

1.

Non-underlying items are shown separately

in Tower’s management report

ing, yet included within ‘n

et claims expense’, ‘managem

ent and sales expenses’ and ‘tax expense’

(depending on the nature of the item) in

the financial statements.

2.

In Tower’s management reportin

g, claims handling expenses are reported within

‘management and sales expenses’. In the financia

l statements, claims handling expenses ar

e reclassified to ‘net claims expense’.

3.

Certain items of revenue are netted off ‘management and sales expe

nses’ in Tower’s management reporting, and are reclassified

to ‘other revenue’ in the financial statem

ents. This primarily re

lates to commission

received by Tower.

4
3

1

5

22

2

1

4

44

7

2

3

4

Event 1

Event 2

Event 3

Event 4

Event 5

Event 6

Contribute to excess (Tower cost)

Covered by aggregate

Above coverage (Tower cost)

Reinsurance structure overview

STRUCTURE OVERVIEW (per event)

AGGREGATE COVER OVERVIEW FOR FY18

Aggregate –

$5m per

event (non

earthquake)

Event Size

Catastrophe

Cover

(including

earthquakes)

$10m excess

$790m limit

$10m

$790m


Minimum event size of $1m to qualify, max of $5m per event coverage


$10m cover once $7m excess filled


No coverage for earthquake in New Zealand

Excess of $7m -

Tower cost

Max coverage of

$5m per event

$10m coverage

exceeded

$5m

The excess on the aggregate cover has increased to $7m and the limit on catastrophe cover increased to $790m

35

8. WGNDOC01-#3272262-v2-Creed_-_Appendix_7
APPENDIX 7 – NZSX Listing Rules

Number of pages including this one

(Please provide any other relevant

NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10. details on additional pages)

For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.

Full name

of Issuer

Name of officer authorised to

Authority for event,

make this notice

e.g. Directors' resolution

Contact phone

Contact fax

numbernumber

Date

Nature of event

BonusIf ticked,

Rights Issue

Tick as appropriate

Issue

state whether:Taxable

/ Non TaxableConversionInterestRenouncable


Rights IssueCapitalCallDividend

If ticked, stateFull

non-renouncable

change

whether:

InterimYearSpecialDRP Applies

EXISTING securities affected by this

If more than one security is affected by the event, use a separate form.

Description of theISIN

class of securities

If unknown, contact NZX

Details of securities issued pursuant to this eventIf more than one class of security is to be issued, use a separate form for each class.

Description of theISIN

class of securities

If unknown, contact NZX

Number of Securities toMinimum

Ratio, e.g

be issued following eventEntitlement

1 for 2 for

Conversion, Maturity, Call

Treatment of Fractions

Payable or Exercise Date

Tick if

provide an

pari passu

ORexplanation

Strike price per security for any issue in lieu or date

of the

Strike Price available.

ranking

Monies Associated with Event

Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.

Source of

Amount per security

Payment

(does not include any excluded income)

Excluded income per security

(only applicable to listed PIEs)

Supplementary

Amount per security

Currencydividendin dollars and cents

details -

NZSX Listing Rule 7.12.7

Total monies

TaxationAmount per Security in Dollars and cents to six decimal places

In the case of a taxable bonusResident

Imputation Credits

issue state strike priceWithholding Tax(Give details)

Foreign

FDP Credits

Withholding Tax(Give details)

Timing

(Refer Appendix 8 in the NZSX Listing Rules)

Record Date 7pmApplication Date

For calculation of entitlements -Also, Call Payable, Dividend /

Interest Payable, Exercise Date,

Conversion Date.

Notice DateAllotment Date

Entitlement letters, call notices,For the issue of new securities.

conversion notices mailedMust be within 5 business days

of application closing date.

OFFICE USE ONLY

Ex Date:

Commence Quoting Rights:Security Code:

Cease Quoting Rights 5pm:

Commence Quoting New Securities:Security Code:

Cease Quoting Old Security 5pm:

22 November 201713 December 2017

By 27 November 201720 December 2017

N/AN/AN/A

N/AN/A

NZDN/A

$70.8 million

Date Payable

N/A

N/AN/A

Enter N/A if not

applicable


N/A

NZTWRE0011S2

Ordinary sharesNZTWRE0011S2

In dollars and cents

N/A

$0.420

09 369 2235N/A14112017

168,662,150N/A11

Ordinary shares

EMAIL: announce@nzx.com

Notice of event affecting securities

1

Tower Limited

Directors' resolutionDavid Callanan

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 1

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B


New issue announcement,

application for quotation of additional securities

and agreement


Information or documents not available now must be given to ASX as soon as available. Information and

documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12,

04/03/13



Name of entity

Tower Limited (Tower)


ARBN

088 481 234


We (the entity) give ASX the following information.



Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).


1

+

Class of

+

securities issued or to

be issued


Fully paid ordinary shares (New Shares).



2 Number of

+

securities issued or

to be issued (if known) or

maximum number which may

be issued


168,662,150 New Shares, to be issued

pursuant to the terms of an underwritten

renounceable pro rata entitlement offer

(Entitlement Offer) announced on ASX on

14 November 2017.



3 Principal terms of the

+

securities (e.g. if options,

exercise price and expiry date; if

partly paid

+

securities, the

amount outstanding and due

dates for payment; if

+

convertible securities, the

conversion price and dates for

conversion)

The New Shares will have the same terms as

the existing quoted fully paid ordinary

shares in Tower.






Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 2 04/03/2013



4 Do the

+

securities rank equally

in all respects from the

+

issue

date with an existing

+

class of

quoted

+

securities?


If the additional

+

securities do

not rank equally, please state:

 the date from which they do

 the extent to which they

participate for the next

dividend, (in the case of a

trust, distribution) or

interest payment

 the extent to which they do

not rank equally, other than

in relation to the next

dividend, distribution or

interest payment

Yes. The New Shares will rank equally with

existing ordinary shares from the date of

issue of the New Shares.



5 Issue price or consideration


NZ$0.42 per New Share for eligible New

Zealand shareholders, and A$0.39 per New

Share for eligible Australian shareholders.



6 Purpose of the issue

(If issued as consideration for

the acquisition of assets, clearly

identify those assets)







To provide further capital for Tower's

subsidiary, Tower Insurance Limited, and

for general corporate purposes.



6a Is the entity an

+

eligible entity

that has obtained security

holder approval under rule 7.1A?


If Yes, complete sections 6b – 6h

in relation to the

+

securities the

subject of this Appendix 3B, and

comply with section 6i

N/A



6b The date the security holder

resolution under rule 7.1A was

passed

N/A



6c Number of

+

securities issued

without security holder approval

under rule 7.1

N/A


Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 3

6d Number of

+

securities issued

with security holder approval

under rule 7.1A

N/A



6e Number of

+

securities issued

with security holder approval

under rule 7.3, or another

specific security holder approval

(specify date of meeting)


N/A



6f Number of

+

securities issued

under an exception in rule 7.2

N/A



6g If

+

securities issued under rule

7.1A, was issue price at least 75%

of 15 day VWAP as calculated

under rule 7.1A.3? Include the

+

issue date and both values.

Include the source of the VWAP

calculation.

N/A



6h If

+

securities were issued under

rule 7.1A for non-cash

consideration, state date on

which valuation of

consideration was released to

ASX Market Announcements

N/A



6i Calculate the entity’s remaining

issue capacity under rule 7.1 and

rule 7.1A – complete Annexure 1

and release to ASX Market

Announcements

N/A



7

+

Issue dates

Note: The issue date may be prescribed by

ASX (refer to the definition of issue date in

rule 19.12). For example, the issue date for a

pro rata entitlement issue must comply with

the applicable timetable in Appendix 7A.

Cross reference: item 33 of Appendix 3B.

20 December 2017




Number

+

Class

8 Number and

+

class of all

+

securities quoted on ASX

(including the

+

securities in

section 2 if applicable)




After completion of

the Entitlement

Offer, there will be

up to 337,324,300

fully paid ordinary

shares quoted on

ASX.

Fully paid ordinary

shares


Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 4 04/03/2013



Number

+

Class

9 Number and

+

class of all

+

securities not quoted on ASX

(including the

+

securities in

section 2 if applicable)




N/A



N/A



10 Dividend policy (in the case of a

trust, distribution policy) on the

increased capital (interests)

Tower has presently suspended dividend

payments. Tower’s Board and management

team are strongly committed to paying

dividends and to the efficient management

of capital. Tower’s Board will review the

dividend policy and look to recommence

dividends in FY18.



Part 2 - Pro rata issue


11 Is security holder approval

required?


No.



12 Is the issue renounceable or non-

renounceable?

Renounceable.



13 Ratio in which the

+

securities

will be offered

1 New Share for every 1 fully paid ordinary

share held by each eligible shareholder as

at the record date for the Entitlement

Offer.



14

+

Class of

+

securities to which the

offer relates

Fully paid ordinary shares.



15

+

Record date to determine

entitlements

7:00 PM (New Zealand time) on 22

November 2017.




16 Will holdings on different

registers (or subregisters) be

aggregated for calculating

entitlements?

No.



17 Policy for deciding entitlements

in relation to fractions


N/A


Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 5

18 Names of countries in which the

entity has security holders who

will not be sent new offer

documents

Note: Security holders must be told how their

entitlements are to be dealt with.

Cross reference: rule 7.7.

All countries other than Australia and New

Zealand.



19 Closing date for receipt of

acceptances or renunciations

7.00pm (New Zealand Time) on 13

December 2017







20 Names of any underwriters



Goldman Sachs New Zealand Limited

(Goldman Sachs)



21 Amount of any underwriting fee

or commission

An underwriting fee of 1.9% of the proceeds

of the Entitlement Offer will be paid to

Goldman Sachs.



22 Names of any brokers to the

issue



N/A



23 Fee or commission payable to the

broker to the issue

N/A



24 Amount of any handling fee

payable to brokers who lodge

acceptances or renunciations on

behalf of security holders

N/A



25 If the issue is contingent on

security holders’ approval, the

date of the meeting

N/A



26 Date entitlement and acceptance

form and offer documents will be

sent to persons entitled

No disclosure document is being prepared.

The Offer Booklet will be released to the

market on or around 16 November 2017. An

Offer Booklet and personalised entitlement

and acceptance form will be sent to eligible

shareholders by 27 November 2017.



27 If the entity has issued options,

and the terms entitle option

holders to participate on

exercise, the date on which

notices will be sent to option

holders

N/A



28 Date rights trading will begin (if

21 November 2017 on the NZX Main Board

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 6 04/03/2013

applicable)





29 Date rights trading will end (if

applicable)



7 December 2017



30 How do security holders sell

their entitlements in full through

a broker?

Entitlements will not be quoted on ASX

and cannot be traded on ASX. Eligible

shareholders may sell some or all of their

entitlements on the NZX Main Board in

accordance with the listing rules of the

NZX and in accordance with the details set

out in the Offer Booklet and entitlement

and acceptance form.



31 How do security holders sell part

of their entitlements through a

broker and accept for the

balance?

Entitlements will not be quoted on ASX

and cannot be traded on ASX. Eligible

shareholders may sell some or all of their

rights on the NZX Main Board in

accordance with the rules of the NZX and

in accordance with the details set out in the

Offer Booklet and entitlement and

acceptance form.




32 How do security holders dispose

of their entitlements (except by

sale through a broker)?

Entitlements will not be quoted on ASX

and cannot be traded on ASX. Eligible

shareholders may sell some or all of their

rights on the NZX Main Board in

accordance with the rules of the NZX and

in accordance with the details set out in the

Offer Booklet and entitlement and

acceptance form.




33

+

Issue date



20 December 2017.



Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities


34 Type of

+

securities

(tick one)

Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 7

(a)


+

Securities described in Part 1



(b)


All other

+

securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid,

employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible

securities


Entities that have ticked box 34(a)


Additional securities forming a new class of securities



Tick to indicate you are providing the information or

documents



35


If the

+

securities are

+

equity securities, the names of the 20 largest holders of the

additional

+

securities, and the number and percentage of additional

+

securities

held by those holders



36


If the

+

securities are

+

equity securities, a distribution schedule of the additional

+

securities setting out the number of holders in the categories

1 - 1,000

1,001 - 5,000

5,001 - 10,000

10,001 - 100,000

100,001 and over



37


A copy of any trust deed for the additional

+

securities



Entities that have ticked box 34(b)


38 Number of

+

securities for which

+

quotation is sought






39

+

Class of

+

securities for which

quotation is sought




Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


Appendix 3B Page 8 04/03/2013

40 Do the

+

securities rank equally in

all respects from the

+

issue date

with an existing

+

class of quoted

+

securities?


If the additional

+

securities do not

rank equally, please state:

 the date from which they do

 the extent to which they

participate for the next

dividend, (in the case of a

trust, distribution) or interest

payment

 the extent to which they do

not rank equally, other than in

relation to the next dividend,

distribution or interest

payment




41 Reason for request for quotation

now

Example: In the case of restricted securities, end

of restriction period


(if issued upon conversion of

another

+

security, clearly identify

that other

+

security)






Number

+

Class

42 Number and

+

class of all

+

securities quoted on ASX

(including the

+

securities in clause

38)






Appendix 3B
New issue announcement




+ See chapter 19 for defined terms.


04/03/2013 Appendix 3B Page 9

Quotation agreement


1

+

Quotation of our additional

+

securities is in ASX’s absolute discretion. ASX

may quote the

+

securities on any conditions it decides.


2 We warrant the following to ASX.


 The issue of the

+

securities to be quoted complies with the law and is

not for an illegal purpose.


 There is no reason why those

+

securities should not be granted

+

quotation.


 An offer of the

+

securities for sale within 12 months after their issue

will not require disclosure under section 707(3) or section 1012C(6) of

the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be

able to give this warranty


 Section 724 or section 1016E of the Corporations Act does not apply to

any applications received by us in relation to any

+

securities to be

quoted and that no-one has any right to return any

+

securities to be

quoted under sections 737, 738 or 1016F of the Corporations Act at the

time that we request that the

+

securities be quoted.


 If we are a trust, we warrant that no person has the right to return the

+

securities to be quoted under section 1019B of the Corporations Act at

the time that we request that the

+

securities be quoted.


3 We will indemnify ASX to the fullest extent permitted by law in respect of any

claim, action or expense arising from or connected with any breach of the

warranties in this agreement.


4 We give ASX the information and documents required by this form. If any

information or document is not available now, we will give it to ASX before

+

quotation of the

+

securities begins. We acknowledge that ASX is relying on

the information and documents. We warrant that they are (will be) true and

complete.



Sign here: Date: 14 November 2017

(Company secretary)



Print name: David Callanan


100236090/5845978.5

14 November 2017

NZX Limited

Level 1, NZX Centre

11 Cable Street

Wellington

ASX Limited

20 Bridge Street

Sydney NSW 2000

TOWER RIGHTS ISSUE CLEANSING NOTICE

1 Tower Limited (Tower) has announced that it will undertake a pro rata 1 for 1

renounceable rights offer of fully paid ordinary shares of the same class as already

quoted on the NZX Main Board of NZX Limited and the Australian Securities

Exchange, underwritten by Goldman Sachs New Zealand Limited.

2 Pursuant to clause 20(1)(a) of Schedule 8 to the Financial Markets Conduct

Regulations 2014 (FMC Regulations), and the Financial Markets Conduct Act 2015

(FMCA), Tower states that:

2.1 Tower is making the offer in reliance upon the exclusion in clause 19 of

Schedule 1 to the FMCA and is giving this notice under clause 20(1)(a) of

Schedule 8 to the FMC Regulations.

2.2 As at the date of this notice, Tower is in compliance with the continuous

disclosure obligations that apply to it in relation to ordinary shares in Tower

and there is no information that is “excluded information” as defined in clause

20(5) of Schedule 8 to the FMC Regulations.

2.3 As at the date of this notice, Tower is in compliance with its financial reporting

obligations.

3 This notice is also given in accordance with 708AA of the Corporations Act 2001

(Cth), as modified by Australian Securities and Investments Commission (ASIC)

Instrument 16-0218 and in reliance on ASIC Corporations (Non-Traditional Rights

Issues) Instrument 2016/84.

4 The offer is not expected to have any material effect or consequence on the control

of Tower.


TOWER

Michael Stiassny

Chairman

Tower Limited

ARBN 088 481 234 Incorporated in New Zealand

For media queries, please contact:

Nicholas Meseldzija

Head of Corporate Communications

Mobile: +64 21 531 869

Email: Nicholas.meseldzija@tower.co.nz

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.