Tower Limited Renounceable Rights Offer

This is an important document. You should read the whole document before deciding whether
to subscribe for New Shares. If you have any doubts about what to do, please consult your
broker, financial, investment or other professional advisor.
If you do not take any action, your Rights will lapse and you will not be able to subscribe for
any New Shares or realise any other value for your Rights. The Tower Board encourages you
to either take up your Rights in full or sell your Rights on market.
Tower Limited
Renounceable Rights Offer
24 September 2019

Important Information
General Information
This Offer Document has been prepared by Tower Limited in
connection with a pro rata 1 for 4 renounceable rights offer of
ordinary Shares. The Offer is made to Eligible Shareholders in
New Zealand under the exclusion in clause 19 of Schedule 1 of
the Financial Markets Conduct Act 2013 and to Eligible
Australian Shareholders pursuant to the provisions of section
708AA of the Corporations Act (as modified by ASIC
Corporations (Non-Traditional Rights Issue) Instrument 2016/84
and ASIC Instrument 16-0218) and to Selected Institutional
Shareholders.
This Offer Document is not a product disclosure statement or
prospectus for the purposes of the FMCA or the Corporations
Act or any other law and does not contain all of the information
that an investor would find in such a document or which may
be required in order to make an informed investment decision
about the Offer or Tower.
Additional information available under
continuous disclosure obligations
This Offer Document is intended for use only in connection
with the Offer to Eligible Shareholders. Tower is subject to
continuous disclosure obligations under the NZX Listing Rules.
The ASX Listing Rules also require that Tower immediately
provide to ASX all the information which it provides to NZX that
is, or is to be, made public. Market releases by Tower and the
Investor Presentation are available at www.nzx.com and www.
asx.com.au under the code TWR.
Tower may, during the Offer, make additional releases to NZX
and ASX. No release by Tower to NZX or ASX will permit an
applicant to withdraw any previously submitted acceptance
without Tower’s prior consent whether or not there has been
any permissible variation of the Offer.
The market price of Shares may increase or decrease between
the date of this Offer Document and the date of allotment of
New Shares. Any changes in the market price of Shares will not
affect the Issue Price, and the market price of New Shares
following allotment may be higher or lower than the Issue Price.
Offering Restrictions
No action has been taken to permit a public offering of the
New Shares in any jurisdiction outside New Zealand or
Australia. The distribution of this document (including an
electronic copy) in a jurisdiction outside New Zealand or
Australia may be restricted by law and persons who come
into possession of it (including nominees, trustees or
custodians) should seek advice on and observe any such
restrictions.
This Offer Document does not constitute an offer or invitation
in any place in which, or to any person to whom, it would not
be lawful to make such an offer or invitation.
No person may subscribe for, purchase, offer, sell, distribute
or deliver New Shares, or be in possession of, or distribute
(including electronically) to any other person, any offering
material or any documents in connection with the New Shares,
in any jurisdiction other than in compliance with all applicable
laws and regulations. Without limitation, this document may
not be sent into or distributed in the United States.
No Guarantee
No person named in this document (nor any other person)
guarantees the New Shares to be issued pursuant to the
Offer or warrants the future performance of Tower or any
return on any investment made pursuant to this document.
Decision to participate in the Offer
The information in this Offer Document does not constitute a
recommendation to acquire New Shares nor does it amount
to financial product advice. This Offer Document has been
prepared without taking into account the particular needs or
circumstances of any applicant or investor, including their
investment objectives, financial and/or tax position.
The Offer Document does not constitute an offer or invitation
in any place in which, or to any person to whom, it would not
be lawful to make such an offer or invitation.
Privacy
Any personal information provided by Eligible Shareholders
online or on the Acceptance Form will be held by Tower
and/or the Registrar at the addresses set out in the Directory.
This information will be used for the purposes of
administering your investment in Tower. This information
will only be disclosed to third parties with your consent or if
otherwise required by law. Under the Privacy Act 1993, you
have the right to access and correct any personal information
held about you.
Enquiries
Enquiries about the Offer can be directed to an NZX Firm,
ASX Broker or your solicitor, accountant or other professional
adviser. If you have any questions about the number of New
Shares shown on the Acceptance Form that accompanies this
document, or how to apply online or to complete the
Acceptance Form, please contact the Registrar.
Defined terms
Capitalised terms used in this document have the specific
meanings set out in the Glossary at the end of this document.

1
Chairman’s Letter
24 September 2019
Dear Tower shareholder
Pro rata renounceable rights offer
On behalf of the directors of Tower, I am pleased to present you with
the opportunity to participate in this renounceable rights issue to raise
approximately NZ$47.2 million to fund the purchase of the Youi NZ portfolio
and associated capital requirements for new policies, and strengthen Tower
Insurance Limited’s capital position.
The capital raising is in the form of an underwritten pro rata renounceable
rights offer to Eligible Shareholders. Under the Offer, Eligible Shareholders may
subscribe for 1 New Share for every 4 existing Shares held as at 7.00 p.m. (NZ time)
on 2 October 2019, at a price of NZ$0.56 per New Share (or A$0.54 per
New Share for Eligible Australian Shareholders). This price represents an
~23% discount to the TERP
1
.
Your Rights to subscribe for New Shares under the Offer are renounceable.
This means that if you are an Eligible Shareholder you may take the following actions:
• take up all or some of your Rights; OR
• sell all or some of your Rights; OR
• take up some of your Rights and sell all or some of the balance; OR
• do nothing with all or some of your Rights.
I am able to confirm that Tower directors intend to take up their full entitlements
in support of the Offer.
This document sets out important information about the Offer. Before making
your investment decision, I encourage you to read this document in full and
also to consider the information disclosed by Tower to NZX and ASX
(in particular the Investor Presentation) and other information available at
www.nzx.com and www.asx.com.au under the ticker code “TWR”.
If you are in doubt as to what you should do, you should consult your
financial/professional adviser, an NZX Primary Market Participant or ASX Broker.
Thank you for your continued support.
Yours sincerely
Michael Stiassny
Chairman
Tower Limited
1
TERP is the theoretical ex rights price of NZ$0.73 which is equal to the average price of 1 New Share at the Issue Price of NZ$0.56 and
4 Existing Shares at NZ$0.77 being the last traded price as at 23 September 2019.

2
Important elements
of the Offer
Issuer
Tower Limited
The Offer
An underwritten pro rata renounceable rights offer of 1 New
Share for every 4 existing Shares.
Eligible Shareholder
A Shareholder, as at 7.00 p.m. (NZ time) on the Record Date
(2 October 2019), with a registered address in New Zealand or
Australia or who is a Selected Institutional Shareholder, who
is not in the United States and not acting for the account or
benefit of a person in the United States. Fractional
entitlements will be rounded down.
Rights
The right to subscribe for New Shares under the Offer.
Eligible Shareholders have an entitlement to subscribe for
1 New Share for every 4 existing Shares held on the
Record Date (7.00 p.m. (NZ time), 2 October 2019). Eligible
Shareholders do not pay for the Rights themselves.
Eligible Shareholders will pay only for the New Shares issued
to them if they choose to take up some or all of their Rights.
Eligible Shareholders may take up all or some or none of
their Rights. Alternatively, Eligible Shareholders may sell
some or all of their Rights on the NZX Main Board between
1 October 2019 and 9 October 2019. Rights will not be
quoted on ASX and cannot be traded on ASX.
Your Rights may have value. If you do nothing, your Rights
will lapse and you will not be able to subscribe for any New
Shares and may not realise any value for your Rights.
The Offer is a pro rata offer. If you take up all of your Rights
your percentage holding in Tower will not reduce. However,
if you do not take up all your Rights, your percentage holding
in Tower will reduce following completion of the Offer.
Issue Price
NZ$0.56 per New Share, or A$0.54 per New Share for
Eligible Australian Shareholders.
Offer size
The amount to be raised under the Offer is approximately
NZ$47.2 million.

No Oversubscriptions
There is no oversubscription facility for this Offer.
New Shares
Shares of the same class as, and that rank equally with,
Existing Shares on the Issue Date. The Shares will not have
an entitlement to dividends prior to the Issue Date.
Existing Shares currently on issue
337,324,300 Existing Shares quoted on the NZX Main Board
and ASX.
Maximum number of New Shares
being offered
84,331,075 New Shares.
How to apply
Applications to take up any of your Rights must be made
online at www.shareoffer.co.nz/tower or by completing the
enclosed Acceptance Form and returning it to the Registrar
together with payment in New Zealand dollars (or Australian
dollars for Eligible Australian Shareholders) by 7.00 p.m.
(NZ time) on 15 October 2019. If a postal application is made
please allow plenty of time for it to be received by the Registrar.
If, before the Closing Date of the Offer, Tower receives both
an Acceptance Form and a renunciation in respect of the
same Rights, Tower will give priority to the renunciation and
the Acceptance Form will not be accepted in respect of
those Rights.
Offer underwritten
The Offer is underwritten by Goldman Sachs New Zealand
Limited, subject to the terms and conditions of the
Underwriting Agreement.
New Shares attributable to unexercised Rights will be taken
up by the Underwriter.

3
Important dates
(NZ time)
Announcement of the Offer24 September 2019
Rights trading commences on the NZX Main Board1 October 2019
Record Date for determining Entitlements7.00 p.m., 2 October 2019
Offer Document, Acceptance Forms sent to Eligible Shareholders and
Offer opens for acceptance
12.00 p.m., 3 October 2019
Rights trading ends on the NZX Main Board7.00 p.m., 9 October 2019
Closing Date of the Offer (last day for online applications, or for receipt of
the Acceptance Form, with payment)
7.00 p.m., 15 October 2019
Allotment of New Shares under the Offer (Issue Date)23 October 2019
Expected date for quotation of New Shares issued under the Offer and
commencement of trading of New Shares
23 October 2019
Mailing of holding statements29 October 2019
These dates are subject to change and are indicative only. Tower reserves the right to amend this timetable (including by
extending the Closing Date of the Offer) subject to applicable laws, the NZX Listing Rules and the ASX Listing Rules.
Tower reserves the right to withdraw the Offer and the issue of New Shares at any time before the Issue Date at its absolute
discretion.
Dividend Policy
Given the acquisition of the Youi NZ insurance portfolio, and this Offer, no dividend will be paid in 2019.
Tower’s intention is to resume dividends at 50-70% of underlying net profit after tax, where prudent to do so.

4
The Offer
The Offer is for New Shares in Tower to Eligible Shareholders
in a pro rata renounceable rights offer. Under the Offer,
Eligible Shareholders can subscribe for 1 New Share for
every 4 existing Shares held on the Record Date.
The New Shares will be of the same class as, and will rank
equally with, the Existing Shares quoted on the NZX Main
Board and the ASX. It is a term of the Offer that Tower will
take any necessary steps to ensure that the New Shares are,
immediately after the issue, quoted on the NZX Main Board
and ASX.
The maximum number of New Shares under the Offer is
84,331,075. The Rights will be quoted on the NZX Main
Board and can be traded. The Rights will not be quoted on
ASX and cannot be traded on ASX. Applications once made
cannot be withdrawn.
Issue Price
The Issue Price is NZ$0.56 per New Share (or A$0.54 per
New Share for Eligible Australian Shareholders) and must be
paid in full in New Zealand dollars (or Australian dollars for
Eligible Australian Shareholders) on application online or with
a completed Acceptance Form, which must be delivered to
the Registrar in accordance with the instructions set out in
the Acceptance Form.
The Underwriter may choose to accept late applications and
application payments but has no obligation to do so. Where
any Acceptance Form or online application is not completed
correctly, Tower must provide reasonable assistance to the
Registrar to correct any errors or omissions so that the online
application or Acceptance Form is valid.
Application monies will be held in a trust account with the
Registrar until the New Shares are allotted or the application
monies are refunded. Interest earned on the application
monies will be retained by Tower whether or not the issue
and allotment of New Shares takes place.
Any refunds of application monies will be made within five
Business Days of allotment or of any decision not to proceed
with the Offer.
Eligibility
The Offer is only open to Eligible Shareholders and persons
that Tower is satisfied can otherwise participate in compliance
with all applicable laws.
Tower considers that offering it wider would be unreasonable
and too onerous given the costs of complying with the legal
requirements in other jurisdictions and the small number of
Shareholders the Offer would likely attract in those jurisdictions.
The distribution of this Offer Document (including an
electronic copy) outside New Zealand or Australia may be
restricted by law. Any failure to comply with such restrictions
may contravene applicable securities law. Tower disclaims all
liability to such persons.
The Rights of all Ineligible Shareholders will be transferred
to a nominee who will endeavour to sell those Rights. Any
proceeds, less transaction costs of 0.5%, will be paid to those
Ineligible Shareholders on a pro rata basis.
Opening and Closing Dates
The Offer will open for acceptances from 12.00 p.m. (NZ time)
on 3 October 2019 and close (for both acceptances made
online, or by the Acceptance Form) at 7.00 p.m. (NZ time)
on 15 October 2019, subject to Tower varying those dates in
accordance with the NZX Listing Rules.
No oversubscription facility
There is no oversubscription facility. Shareholders who wish
to acquire more New Shares than their Entitlement may do
so by acquiring Rights on NZX from Shareholders who have
renounced such Rights.
Effect of the Offer
The Offer is not expected to have a material impact on the
control of Tower. Specifically, Tower does not expect any
shareholder to hold more than 20% of Tower Shares after
completion of the Offer.
Details of the Offer

5
Underwriting Agreement
The Underwriter has underwritten the Offer. This means
that the Underwriter will subscribe at the NZ$ Issue Price
for those New Shares which are not taken up by Eligible
Shareholders in accordance with the terms of the
Underwriting Agreement on customary terms.
The principal terms of the Underwriting Agreement are as
follows:
• The Underwriter will be paid an agreed fee for its
services in connection with the Offer.
• The Underwriter may terminate its obligations under the
Underwriting Agreement on the occurrence of a
number of events, those events being usual for an offer
of renounceable rights.
• Tower has agreed to indemnify the Underwriter and its
affiliates against certain losses.
• Tower is restricted from offering further Shares or
securities (subject to the consent of the Underwriter and
other usual exclusions) for 180 days after the Issue
Date, or otherwise enter into any agreement whereby
any person may be entitled to the allotment and issue
of any Shares or other equity securities by Tower, or
make any announcement of an intention to do any of
the foregoing, other than pursuant to the Offer.
Allotment and Issue of New Shares
New Shares issued pursuant to the exercise of Rights are
expected to be allotted and issued on 23 October 2019.
Holding statements confirming the allotment of your New
Shares will be issued and mailed in accordance with the
NZX Listing Rules and the ASX Listing Rules.
Terms and Ranking of New Shares
New Shares will be the same class as, and rank equally in all
respects with, Existing Shares on the NZX Main Board and
the ASX on the Issue Date. They will give the holder the right
to one vote on a resolution at a meeting of Shareholders
(subject to any restrictions in Tower’s constitution, the
NZX Listing Rules or the ASX Listing Rules), the rights to
dividends authorised by the Tower board and the right to a
proportionate share in any distribution of surplus assets of
Tower on any liquidation.
Rights
If you are an Eligible Shareholder you may subscribe for all
or some of your New Shares, sell some or all of your
Entitlement or allow your Entitlement to lapse.
Eligible Shareholders who sell some or all of their
Entitlement prior to receiving confirmation of their
Entitlement do so at their own risk. None of Tower, the
Underwriter or its affiliates, the Registrar nor any of their
respective directors, officers, employees, agents or advisers
accepts any liability or responsibility should any person
attempt to sell or otherwise deal with their Entitlement
before receiving confirmation of their Entitlement.
Minimum Amount to be Raised
There is no minimum amount that must be raised for the
Offer to proceed.
NZX Main Board Quotation
Application has been made for permission to quote the
Rights on the NZX Main Board and all NZX requirements
have been duly complied with. However, NZX accepts no
responsibility for any statement in this Offer Document.
The New Shares have been accepted for quotation by
NZX and will be quoted upon completion of allotment
procedures. The NZX Main Board is a financial product
market operated by NZX, a licensed market operator under
the FMCA.
ASX Quotation
An application will be made to ASX for quotation of the New
Shares issued under the Offer and Tower expects that the
New Shares will be quoted upon completion of allotment
procedures. It is expected that trading on ASX of the
New Shares issued under the Offer will commence on
23 October 2019 on a normal settlement basis.
ASX accepts no responsibility for any statement in this Offer
Document. The fact that ASX may approve the New Shares
for quotation is not to be taken in any way as an indication of
the merits of Tower or an investment in Tower.
Details of the Offer
CONTINUED

6
Holding statements
Holding statements for New Shares allotted under the
Offer will be issued and mailed as soon as practicable after
allotment. Applicants under the Offer should ascertain their
allocation before trading in the New Shares. Applicants can
do so by contacting the Registrar, whose contact details
are set out in the Directory.
Applicants selling New Shares prior to receiving a holding
statement do so at their own risk. None of Tower, the
Underwriter or its affiliates, the Registrar nor any of their
respective directors, officers, employees, agents or
advisers accepts any liability or responsibility should any
person attempt to sell or otherwise deal with New Shares
before the holding statement showing the number of
New Shares allotted to the applicant is received by the
applicant for those New Shares.
Key risks in taking up Entitlements
Tower is subject to risk factors that are specific to its
business activities and those of a more general nature.
Any, or a combination, of these risk factors may have a
material impact on Tower’s business, operating 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. The occurrence of
consequences of some of the risks described on this page
are partially or completely outside the control of Tower, its
Directors and management team.
The selection of risks has been based on an assessment 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 importance of different risks
will not change or other risks will not emerge.
Before applying for Shares, you should satisfy yourself that
you have a sufficient understanding of these matters and
should consider whether Shares are a suitable investment
for you, having regard to your own investment objectives,
financial situation and particular needs (including financial
and taxation issues). If you do not understand any part of
this document 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.
EQC Recoveries
Tower has an on-going dispute with the Earthquake
Commission (EQC) in relation to a net receivable of $53.1m.
While Tower is currently seeking to settle the dispute using
an alternative dispute resolution process, there remains a
prospect of continued (land recoveries) and new (building
recoveries) litigation against the EQC which would take time
and may not result in full recovery of the receivable.
Regulatory environment
The New Zealand insurance industry is operating in an
environment of heightened regulatory scrutiny with potential
changes to the capital regime. The RBNZ has signalled to
the market that New Zealand is in a capital strengthening
environment. There is potential for substantial regulatory
change and an intense focus on good customer outcomes.
This is being addressed through regulatory change projects,
enhancement of governance and compliance processes, as
well as a strategy and culture with a strong focus on good
customer outcomes.
An industry-wide conduct and culture review has been
initiated by the RBNZ and FMA, which includes review of
prior periods.
The additional costs and implications arising from this
environment are difficult to predict.
Canterbury earthquake claims
While the number of Canterbury earthquake claims
continues to reduce steadily, new over-cap claims from the
EQC continue to be a source of upward pressure
on valuation.
Business transformation
Tower is continuing to implement an IT simplification plan
which, if unsuccessful, may result in increased costs, failure
or delay to achieve desired operational performance
improvements and medium term financial targets.
Insurance industry environment
The insurance industry that Tower operates within involves
the assumption of risk. Changes in frequency and severity
of customer claims, which may result from inflation, natural
disasters or other events, can affect Tower’s capital position,
consistency of earnings and the achievement of targets.
Details of the Offer
CONTINUED

7
Glossary
A$ means the lawful currency of Australia.
ASX means ASX Limited or the market it operates as the
context requires.
ASX Broker means any ASX participating organisation.
ASX Listing Rules means the listing rules of the ASX as they
apply to Tower as a foreign exempt listed issuer, as amended
from time to time and for so long as Tower is admitted to the
official list of ASX.
Business Day has the meaning given to that term in the
NZX Listing Rules.
Closing Date of the Offer means 7.00 p.m. (NZ time) on
15 October 2019.
Corporations Act means the Australian Corporations
Act 2001 (Cth).
Eligible Australian Shareholder means an Eligible
Shareholder with a registered address in Australia as at
7.00 p.m. (NZ time) on the Record Date.
Eligible Shareholder means a Shareholder, as at 7.00 p.m.
(NZ time) on the Record Date, with a registered address in
New Zealand or Australia or who is a Selected Institutional
Shareholder, who is not in the United States and not acting
for the account or benefit of a person in the United States.
Fractional entitlements will be rounded down.
Entitlement means the number of Rights to which Eligible
Shareholders are entitled.
Existing Shares means Shares on issue on the Record Date.
FMCA means the Financial Markets Conduct Act 2013.
Ineligible Shareholders means Shareholders who are not
Eligible Shareholders.
Investor Presentation means the investor presentation pre-
pared by Tower and released to NZX and ASX on
24 September 2019.
Issue Date means the date of allotment of the New Shares
(expected to be 23 October 2019).
Issue Price means NZ$0.56 per New Share, or A$0.54 per
New Share for Eligible Australian Shareholders.
New Share means one Share in Tower offered under the
Offer of the same class as, and ranking equally in all respects
with, Tower’s quoted Existing Shares at the Issue Date.
NZ$ or $ the lawful currency of New Zealand.
NZX means NZX Limited.
NZX Listing Rules means the NZX Listing Rules, as
amended from time to time and for so long as Tower is
listed by NZX.
NZX Main Board means the main board equity security
market operated by NZX.
NZX Firm means any company, firm, organisation, or
corporation designated or approved as a primary market
participant from time to time by NZX.
Offer means the offer to subscribe for New Shares to Eligible
Shareholders as at the Record Date, under the
renounceable rights offer set out in this Offer Document.
Offer Document means this document.
Record Date means 7.00 p.m. (NZ time) on 2 October 2019.
Registrar means Computershare Investor Services Limited.
Right means the renounceable right to subscribe for 1 New
Share for every 4 existing Shares held on the Record Date at
the Issue Price, issued pursuant to the Offer.
Selected Institutional Shareholder means a shareholder
where Tower, in its sole discretion, invites that person to
participate in the Offer on the basis that Tower is satisfied
that person is an institutional investor under applicable law
and the Offer and any resulting allotment may lawfully be
made under all applicable laws without the need for any
registration, lodgement or other formality (other than a
formality with which Tower is willing to comply).
Share means one ordinary fully paid share in Tower.
Shareholder means a registered holder of Shares on the
Record Date.
Tower means Tower Limited.
Underwriter means Goldman Sachs New Zealand Limited.
Underwriting Agreement means the agreement entered
into between Tower and the Underwriter dated
23 September 2019.

NOTES:
• All references to time are to New Zealand time unless stated or defined otherwise.
• All references to currency are to New Zealand dollars unless stated or defined otherwise.
• All references to legislation are references to New Zealand legislation unless stated or defined otherwise.

8
Directory
Directors of Tower Limited
Michael Stiassny (Independent Chairman)
Warren Lee
Marcus Nagel
Steve Smith
Graham Stuart
Wendy Thorpe
Issuer
Tower Limited
Level 14
Tower Centre
45 Queen Street
Auckland 1010
Phone: +64 9 369 2000
www.tower.co.nz
Underwriter
Goldman Sachs New Zealand Limited
Level 39
Vero Centre
48 Shortland Street
Auckland 1010
Registrar
New Zealand
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Auckland 0622
Private Bag 92119
Victoria Street West
Auckland 1142
Freephone within New Zealand: 0800 222 065
Phone: +64 9 488 8777
Australia
Computershare Investor Services Pty Limited
GPO Box 3329
Melbourne
VIC 3001
Australia
Freephone within Australia: 1800 501 366
Phone: +61 3 9415 4083
tower@computershare.co.nz
www.investorcentre.com/nz
New Zealand Legal Advisors
Chapman Tripp
Level 35, ANZ Centre
23 Albert Street
Auckland 1010

9