SPH Notice – Multiple

1
Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To TIL Logistics Group Limited (NZX: TLL) (“TIL
Logistics”)
Relevant event being disclosed: Change in nature of relevant interest
Date of relevant event: 12 July 2021
Date this disclosure made: 12 July 2021
Date last disclosure made: 6 July 2021
Substantial product holder(s) giving disclosure
Full name(s): Alan Paul Terris
Summary of substantial holding
Class of quoted voting products: Ordinary shares in TIL Logistics (“Ordinary
Shares”)
Summary for Alan Paul Terris
For this disclosure,—
(a) total number held in class: 8,480,812 (no change)
(b) total in class: 87,684,882 (no change)
(c) total percentage held in class: 9.672% (to three decimal places) (no
change)
For last disclosure,—
(a) total number held in class: 8,480,812
(b) total in class: 87,684,882
(c) total percentage held in class: 9.672%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
On 12 July 2021, Alan Paul Terris (in his personal capacity) entered into a Call Option Deed
with certain other shareholders of TIL Logistics and Chris Dunphy (the “Call Option
Deed”), under which:
(a) Alan Paul Terris granted Chris Dunphy an option to purchase up to 1,000,000 Ordinary
Shares held by him in his personal capacity; and

2
(b) the other shareholders of TIL Logistics party to the Call Option Deed (the “Other
Shareholders”) have in aggregate granted Chris Dunphy the option to purchase up to
4,000,000 Ordinary Shares held by them (such Ordinary Shares, together with the
1,000,000 Ordinary Shares described in (a) above, the “Option Shares”).
Under the Call Option Deed, Chris Dunphy has the right to acquire, and Alan Paul Terris
and the Other Shareholders are bound to sell:
(a) the first 2,000,000 Option Shares at a price of $1.00 per Ordinary Share;
(b) the next 2,000,000 Option Shares at a price of $1.20 per Ordinary Share; and
(c) the last 1,000,000 Option Shares at a price of $1.50 per Ordinary Share,
during the 36 months following the date of and on the terms set out in the Call Option
Deed. A copy of the Call Option Deed is attached at Schedule 1 of this Disclosure (16
pages in total).
Alan Paul Terris and the Other Shareholders will retain legal title to and all voting rights
related to the Option Shares unless, until and to the extent that Chris Dunphy exercises
the option to purchase any such Option Shares under the Call Option Deed.
Details after relevant event

Details for Alan Paul Terris
Nature of relevant interest(s): Registered holder and beneficial
owner of Ordinary Shares in his
capacity as trustee of the A&M
Terris Family Trust
For that relevant interest,—
(a) number held in class: 677,937 (no change)
(b) percentage held in class: 0.773% (no change)
(c) current registered holder(s): Alan Paul Terris, Moya Ruth
Terris and Terris Trustee
Limited
(d) registered holder(s) once transfers are registered: Alan Paul Terris, Moya Ruth
Terris and Terris Trustee
Limited (no change)
Details for Alan Paul Terris
Nature of relevant interest(s): Registered holder and beneficial
owner of Ordinary Shares in his
personal capacity
For that relevant interest,—
(a) number held in class: 6,802,875

3
(b) percentage held in class: 7.758%
(c) current registered holder(s): Alan Paul Terris
(d) registered holder(s) once transfers are registered: Alan Paul Terris (no change)
Details for Alan Paul Terris
Nature of relevant interest(s): Registered holder and beneficial
owner of Ordinary Shares in his
personal capacity, subject to the
restrictions in and terms of the
Call Option Deed as described in
this notice
For that relevant interest,—
(a) number held in class: 1,000,000
(b) percentage held in class: 1.141%
(c) current registered holder(s): Alan Paul Terris
(d) registered holder(s) once transfers are registered: Alan Paul Terris (no change)
Additional information
Address(es) of substantial product holder(s): C/- Reeves Middleton Young,
136 Powderham Street, New
Plymouth, 4310
Contact details: Alan Terris; 027 442 7743;
theterrises@gmail.com
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: James Ramsay
James Ramsay and Nerida Joy
Ramsay and Ramsay Family
Trustee Limited
Larry William Stewart and
Kaylene Joy Stewart and SR
Taranaki Trustees Limited
Kevin Garnet Smith
Gregory Peter Whitham
Chris Dunphy

Certification
I, Alan Paul Terris, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.

4
SCHEDULE 1
CALL OPTION DEED

---

1
Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To TIL Logistics Group Limited (NZX: TLL) (“TIL
Logistics”)
Relevant event being disclosed: Change in nature of relevant interest
Date of relevant event: 12 July 2021
Date this disclosure made: 12 July 2021
Date last disclosure made: 6 July 2021
Substantial product holder(s) giving disclosure
Full name(s): Gregory Peter Whitham
Summary of substantial holding
Class of quoted voting products: Ordinary shares in TIL Logistics (“Ordinary
Shares”)
Summary for Gregory Peter Whitham
For this disclosure,—
(a) total number held in class: 9,276,601 (no change)
(b) total in class: 87,684,882 (no change)
(c) total percentage held in class: 10.579% (to three decimal places) (no
change)
For last disclosure,—
(a) total number held in class: 9,276,601 (no change)
(b) total in class: 87,684,882 (no change)
(c) total percentage held in class: 10.579% (to three decimal places) (no
change)
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
On 12 July 2021, Gregory Peter Whitham entered into a Call Option Deed with certain
other shareholders of TIL Logistics and Chris Dunphy (the “Call Option Deed”), under
which:

2
(a) Gregory Peter Whitham granted Chris Dunphy an option to purchase up to 1,000,000
Ordinary Shares held by him; and
(b) the other shareholders of TIL Logistics party to the Call Option Deed (the “Other
Shareholders”) have in aggregate granted Chris Dunphy the option to purchase up to
4,000,000 Ordinary Shares held by them (such Ordinary Shares, together with the
1,000,000 Ordinary Shares described in (a) above, the “Option Shares”).
Under the Call Option Deed, Chris Dunphy has the right to acquire, and Gregory Peter
Whitham and the Other Shareholders are bound to sell:
(a) the first 2,000,000 Option Shares at a price of $1.00 per Ordinary Share;
(b) the next 2,000,000 Option Shares at a price of $1.20 per Ordinary Share; and
(c) the last 1,000,000 Option Shares at a price of $1.50 per Ordinary Share,
during the 36 months following the date of and on the terms set out in the Call Option
Deed. A copy of the Call Option Deed is attached at Schedule 1 of this Disclosure (16
pages in total).
Gregory Peter Whitham and the Other Shareholders will retain legal title to and all voting
rights related to the Option Shares unless, until and to the extent that Chris Dunphy
exercises the option to purchase any such Option Shares under the Call Option Deed.
Details after relevant event

Details for Gregory Peter Whitham
Nature of relevant interest(s): Registered holder and beneficial
owner of Ordinary Shares (no
change)
For that relevant interest,—
(a) number held in class: 8,276,601
(b) percentage held in class: 9.439%
(c) current registered holder(s): Gregory Peter Whitham
(d) registered holder(s) once transfers are registered: Gregory Peter Whitham (no
change)
Details for Gregory Peter Whitham
Nature of relevant interest(s): Registered holder and beneficial
owner of Ordinary Shares,
subject to the restrictions in and
terms of the Call Option Deed as
described in this notice

3
For that relevant interest,—
(a) number held in class: 1,000,000
(b) percentage held in class: 1.140%
(c) current registered holder(s): Gregory Peter Whitham
(d) registered holder(s) once transfers are registered: Gregory Peter Whitham (no
change)
Additional information
Address(es) of substantial product holder(s): 100 Mahoetahi Road, RD 42,
Waitara 4382
Contact details: Gregory Whitham; 027 471
7120; whithagreg@gmail.com
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: James Ramsay
Ramsay Trustees
Alan Paul Terris
Larry William Stewart and
Kaylene Joy Stewart and SR
Taranaki Trustees Limited
Kevin Garnet Smith
Chris Dunphy

Certification
I, Gregory Peter Whitham, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.

4
SCHEDULE 1
CALL OPTION DEED

---

1
Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To TIL Logistics Group Limited (NZX: TLL) (“TIL
Logistics”)
Relevant event being disclosed: Change in nature of relevant interest
Date of relevant event: 12 July 2021
Date this disclosure made: 12 July 2021
Date last disclosure made: 6 July 2021
Substantial product holder(s) giving disclosure
Full name(s): James Ramsay
Summary of substantial holding
Class of quoted voting products: Ordinary shares in TIL Logistics (“Ordinary
Shares”)
Summary for James Ramsay
For this disclosure,—
(a) total number held in class: 11,638,209 (no change)
(b) total in class: 87,684,882 (no change)
(c) total percentage held in class: 13.273% (to three decimal places) (no
change)
For last disclosure,—
(a) total number held in class: 11,638,209
(b) total in class: 87,684,882
(c) total percentage held in class: 13.273%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
On 12 July 2021, James Ramsay, together with Nerida Joy Ramsay and Ramsay Family
Trustee Limited (together, the “Ramsay Trustees”) entered into a Call Option Deed with
certain other shareholders of TIL Logistics and Chris Dunphy (the “Call Option Deed”),
under which:

2
(a) the Ramsay Trustees granted Chris Dunphy an option to purchase up to 1,000,000
Ordinary Shares held by them; and
(b) the other shareholders of TIL Logistics party to the Call Option Deed (the “Other
Shareholders”) have in aggregate granted Chris Dunphy the option to purchase up to
4,000,000 Ordinary Shares held by them (such Ordinary Shares, together with the
1,000,000 Ordinary Shares described in (a) above, the “Option Shares”).
Under the Call Option Deed, Chris Dunphy has the right to acquire, and the Ramsay
Trustees and the Other Shareholders are bound to sell:
(a) the first 2,000,000 Option Shares at a price of $1.00 per Ordinary Share;
(b) the next 2,000,000 Option Shares at a price of $1.20 per Ordinary Share; and
(c) the last 1,000,000 Option Shares at a price of $1.50 per Ordinary Share,
during the 36 months following the date of and on the terms set out in the Call Option
Deed. A copy of the Call Option Deed is attached at Schedule 1 of this Disclosure (16
pages in total).
The Ramsay Trustees and the Other Shareholders will retain legal title to and all voting
rights related to the Option Shares unless, until and to the extent that Chris Dunphy
exercises the option to purchase any such Option Shares under the Call Option Deed.
Details after relevant event
Details for Ramsay Trustees
Nature of relevant interest(s): Registered holders and
beneficial owners (jointly) in
their capacity as trustees of the
Nerida Joy Ramsay Family Trust
of Ordinary Shares (no change)
For that relevant interest,—
(a) number held in class: 2,894,000
(b) percentage held in class: 3.301%
(c) current registered holder(s): Ramsay Trustees
(d) registered holder(s) once transfers are registered: Ramsay Trustees (no change)
Details for Ramsay Trustees
Nature of relevant interest(s): Registered holders and
beneficial owners (jointly) in
their capacity as trustees of the
Nerida Joy Ramsay Family
Trust, subject to the restrictions
in and terms of the Call Option

3
Deed as described in this notice,
of Ordinary Shares
For that relevant interest,—
(a) number held in class: 1,000,000
(b) percentage held in class: 1.140%
(c) current registered holder(s): Ramsay Trustees

(d) registered holder(s) once transfers are registered: Ramsay Trustees (no change)

Details for Ramsay Trustees
Nature of relevant interest(s): Registered holders and beneficial
owners (jointly) in their capacity
as trustees of the James Ramsay
Family Trust, of Ordinary Shares
(no change)
For that relevant interest,—
(a) number held in class: 7,544,001 (no change)
(b) percentage held in class: 8.604% (no change)
(c) current registered holder(s): Ramsay Trustees
(d) registered holder(s) once transfers are registered: Ramsay Trustees (no change)

Details for James Ramsay
Nature of relevant interest(s): Registered holder and beneficial
owner of Ordinary Shares in his
personal capacity (no change)
For that relevant interest,—
(a) number held in class: 200,208 (no change)
(b) percentage held in class: 0.228% (no change)
(c) current registered holder(s): James Ramsay
(d) registered holder(s) once transfers are registered: James Ramsay (no change)

Additional information
Address(es) of substantial product holder(s): 2/1 Sackville Street, New
Plymouth 4312

4
Contact details: Jim Ramsay; (06) 755 9990;
jim.ramsay@til.kiwi
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: Ramsay Trustees
Alan Paul Terris
Larry William Stewart and
Kaylene Joy Stewart and SR
Taranaki Trustees Limited
Kevin Garnet Smith
Gregory Peter Whitham
Chris Dunphy

Disclosure has effect for purposes of directors’ and senior managers’ disclosure
James Ramsay is also a Director of TIL Logistics. This disclosure also constitutes disclosure
for the purposes of the directors’ and senior managers’ disclosure obligations.
Certification
I, James Ramsay, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.

5
SCHEDULE 1
CALL OPTION DEED

---

1
Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To TIL Logistics Group Limited (NZX: TLL) (“TIL
Logistics”)
Relevant event being disclosed: Movement of 1% or more in substantial
holding
Date of relevant event: 12 July 2021
Date this disclosure made: 12 July 2021
Date last disclosure made: 6 July 2021
Substantial product holder(s) giving disclosure
Full name(s): Kevin Garnet Smith
Summary of substantial holding
Class of quoted voting products: Ordinary shares in TIL Logistics (“Ordinary
Shares”)
Summary for Kevin Garnet Smith
For this disclosure,—
(a) total number held in class: 8,502,654 (no change)
(b) total in class: 87,684,882 (no change)
(c) total percentage held in class: 9.697% (to three decimal places) (no
change)
For last disclosure,—
(a) total number held in class: 8,502,654
(b) total in class: 87,684,882
(c) total percentage held in class: 9.697%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
On 12 July 2021, Kevin Garnet Smith entered into a Call Option Deed with certain other
shareholders of TIL Logistics and Chris Dunphy (the “Call Option Deed”), under which:
(a) Kevin Garnet Smith granted Chris Dunphy an option to purchase up to 1,000,000
Ordinary Shares held by him; and

2
(b) the other shareholders of TIL Logistics party to the Call Option Deed (the “Other
Shareholders”) have in aggregate granted Chris Dunphy the option to purchase up to
4,000,000 Ordinary Shares held by them (such Ordinary Shares, together with the
1,000,000 Ordinary Shares described in (a) above, the “Option Shares”).
Under the Call Option Deed, Chris Dunphy has the right to acquire, and Kevin Garnet
Smith and the Other Shareholders are bound to sell:
(a) the first 2,000,000 Option Shares at a price of $1.00 per Ordinary Share;
(b) the next 2,000,000 Option Shares at a price of $1.20 per Ordinary Share; and
(c) the last 1,000,000 Option Shares at a price of $1.50 per Ordinary Share,
during the 36 months following the date of and on the terms set out in the Call Option
Deed. A copy of the Call Option Deed is attached at Schedule 1 of this Disclosure (16
pages in total).
Kevin Garnet Smith and the Other Shareholders will retain legal title to and all voting
rights related to the Option Shares unless, until and to the extent that Chris Dunphy
exercises the option to purchase any such Option Shares under the Call Option Deed.
Details after relevant event

Details for Kevin Garnet Smith
Nature of relevant interest(s): Registered holder and beneficial
owner of Ordinary Shares (no
change)
For that relevant interest,—
(a) number held in class: 7,502,654
(b) percentage held in class: 8.556%
I current registered holder(s): Kevin Garnet Smith
(d) registered holder(s) once transfers are registered: Kevin Garnet Smith (no change)
Details for Kevin Garnet Smith
Nature of relevant interest(s): Registered holder and beneficial
owner of Ordinary Shares, ,
subject to the restrictions in and
terms of the Call Option Deed as
described in this notice
For that relevant interest,—
(a) number held in class: 1,000,000
(b) percentage held in class: 1.141%

3
I current registered holder(s): Kevin Garnet Smith
(d) registered holder(s) once transfers are registered: Kevin Garnet Smith (no change)

Additional information
Address(es) of substantial product holder(s): 4 Tower Road, Matamata 3400
Contact details: Kevin Smith; 027 6002 5887;
kaytee99@xtra.co.nz
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: James Ramsay
Ramsay Trustees
Alan Paul Terris
Larry William Stewart and
Kaylene Joy Stewart and SR
Taranaki Trustees Limited
Gregory Peter Whitham
Chris Dunphy

Certification
I, Kevin Smith, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.

4
SCHEDULE 1
CALL OPTION DEED

---

1
Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To TIL Logistics Group Limited (NZX: TLL) (“TIL
Logistics”)
Relevant event being disclosed: Change in nature of relevant interest
Date of relevant event: 12 July 2021
Date this disclosure made: 12 July 2021
Date last disclosure made: 6 July 2021
Substantial product holder(s) giving disclosure
Full name(s): Nerida Joy Ramsay, James Ramsay and
Ramsay Family Trustee Limited (“Ramsay
Trustees”)
Summary of substantial holding
Class of quoted voting products: Ordinary shares in TIL Logistics (“Ordinary
Shares”)
Summary for Ramsay Trustees
For this disclosure,—
(a) total number held in class: 11,438,001 (no change)
(b) total in class: 87,684,882 (no change)
(c) total percentage held in class: 13.044% (to three decimal places) (no
change)
For last disclosure,—
(a) total number held in class: 11,438,001
(b) total in class: 87,684,882
(c) total percentage held in class: 13.044%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
On 12 July 2021, the Ramsay Trustees entered into a Call Option Deed with certain other
shareholders of TIL Logistics and Chris Dunphy (the “Call Option Deed”), under which:
(a) the Ramsay Trustees granted Chris Dunphy an option to purchase up to 1,000,000
Ordinary Shares held by him in his personal capacity; and

2
(b) the other shareholders of TIL Logistics party to the Call Option Deed (the “Other
Shareholders”) have in aggregate granted Chris Dunphy the option to purchase up to
4,000,000 Ordinary Shares held by them (such Ordinary Shares, together with the
1,000,000 Ordinary Shares described in (a) above, the “Option Shares”).
Under the Call Option Deed, Chris Dunphy has the right to acquire, and the Ramsay
Trustees and the Other Shareholders are bound to sell:
(a) the first 2,000,000 Option Shares at a price of $1.00 per Ordinary Share;
(b) the next 2,000,000 Option Shares at a price of $1.20 per Ordinary Share; and
(c) the last 1,000,000 Option Shares at a price of $1.50 per Ordinary Share,
during the 36 months following the date of and on the terms set out in the Call Option
Deed. A copy of the Call Option Deed is attached at Schedule 1 of this Disclosure (16
pages in total).
The Ramsay Trustees and the Other Shareholders will retain legal title to and all voting
rights related to the Option Shares unless, until and to the extent that Chris Dunphy
exercises the option to purchase any such Option Shares under the Call Option Deed.
Details after relevant event

Details for Ramsay Trustees
Nature of relevant interest(s): Registered holders and
beneficial owners (jointly) of
Ordinary Shares in their
capacity as trustees of the
Nerida Joy Ramsay Family Trust
(no change)
For that relevant interest,—
(a) number held in class: 2,894,000
(b) percentage held in class: 3.301%
(c) current registered holder(s): Ramsay Trustees

(d) registered holder(s) once transfers are registered: Ramsay Trustees (no change)

Details for Ramsay Trustees
Nature of relevant interest(s): Registered holders and
beneficial owners (jointly) of
Ordinary Shares in their
capacity as trustees of the
Nerida Joy Ramsay Family
Trust, subject to the restrictions
in and terms of the Call Option
Deed as described in this notice

3
For that relevant interest,—
(a) number held in class: 1,000,000
(b) percentage held in class: 1.140%
(c) current registered holder(s): Ramsay Trustees

(d) registered holder(s) once transfers are registered: Ramsay Trustees (no change)

Details for Ramsay Trustees
Nature of relevant interest(s): Registered holders and
beneficial owners (jointly) of
Ordinary Shares in their
capacity as trustees of the
James Ramsay Family Trust, of
Ordinary Shares (no change)
For that relevant interest,—
(a) number held in class: 7,544,001 (no change)
(b) percentage held in class: 8.604% (no change)
(c) current registered holder(s): Ramsay Trustees
(d) registered holder(s) once transfers are registered: Ramsay Trustees (no change)
Additional information
Address(es) of substantial product holder(s): 2/1 Sackville Street, New
Plymouth 4312
Contact details: Nerida Ramsay; 021 744640;
nerida.ramsay@xtra.co.nz
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: James Ramsay
Alan Paul Terris
Larry William Stewart and
Kaylene Joy Stewart and SR
Taranaki Trustees Limited
Kevin Garnet Smith
Gregory Peter Whitham
Chris Dunphy

Certification
I, Nerida Ramsay, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.

4
SCHEDULE 1
CALL OPTION DEED

---

1
Disclosure of movement of 1% or more in substantial holding
or change in nature of relevant interest, or both
Sections 277 and 278, Financial Markets Conduct Act 2013
To NZX Limited
and
To TIL Logistics Group Limited (NZX: TLL) (“TIL
Logistics”)
Relevant event being disclosed: Change in nature of relevant interest
Date of relevant event: 12 July 2021
Date this disclosure made: 12 July 2021
Date last disclosure made: 6 July 2021
Substantial product holder(s) giving disclosure
Full name(s): Kaylene Stewart, Larry Stewart and SR
Taranaki Trustees Limited (the “Stewart
Trustees”)
Summary of substantial holding
Class of quoted voting products: Ordinary shares in TIL Logistics (“Ordinary
Shares”)
Summary for Stewart Trustees
For this disclosure,—
(a) total number held in class: 8,202,653 (no change)
(b) total in class: 87,684,882 (no change)
(c) total percentage held in class: 9.355% (to three decimal places) (no
change)
For last disclosure,—
(a) total number held in class: 8,202,653
(b) total in class: 87,684,882
(c) total percentage held in class: 9.355%
Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
On 12 July 2021, the Stewart Trustees entered into a Call Option Deed with certain other
shareholders of TIL Logistics and Chris Dunphy (the “Call Option Deed”), under which:
(a) the Stewart Trustees granted Chris Dunphy an option to purchase up to 1,000,000
Ordinary Shares held by them; and

2
(b) the other shareholders of TIL Logistics party to the Call Option Deed (the “Other
Shareholders”) have in aggregate granted Chris Dunphy the option to purchase up to
4,000,000 Ordinary Shares held by them (such Ordinary Shares, together with the
1,000,000 Ordinary Shares described in (a) above, the “Option Shares”).
Under the Call Option Deed, Chris Dunphy has the right to acquire, and the Stewart
Trustees and the Other Shareholders are bound to sell:
(a) the first 2,000,000 Option Shares at a price of $1.00 per Ordinary Share;
(b) the next 2,000,000 Option Shares at a price of $1.20 per Ordinary Share; and
(c) the last 1,000,000 Option Shares at a price of $1.50 per Ordinary Share,
during the 36 months following the date of and on the terms set out in the Call Option
Deed. A copy of the Call Option Deed is attached at Schedule 1 of this Disclosure (16
pages in total).
The Stewart Trustees and the Other Shareholders will retain legal title to and all voting
rights related to the Option Shares unless, until and to the extent that Chris Dunphy
exercises the option to purchase any such Option Shares under the Call Option Deed.
Details after relevant event

Details for Stewart Trustees
Nature of relevant interest(s): Registered holder and beneficial
owners (jointly), in their
capacity as trustees of the LW
and KJ Stewart Family Trust, of
Ordinary Shares (no change)
For that relevant interest,—
(a) number held in class: 7,202,653
(b) percentage held in class: 8.214%
(c) current registered holder(s): Stewart Trustees
(d) registered holder(s) once transfers are registered: Stewart Trustees (no change)
Details for Stewart Trustees
Nature of relevant interest(s): Registered holder and beneficial
owners (jointly), in their
capacity as trustees of the LW
and KJ Stewart Family Trust, of
Ordinary Shares, subject to the
restrictions in and terms of the
Call Option Deed as described in
this notice

3
For that relevant interest,—
(a) number held in class: 1,000,000
(b) percentage held in class: 1.141%
(c) current registered holder(s): Stewart Trustees
(d) registered holder(s) once transfers are registered: Stewart Trustees (no change)

Additional information
Address(es) of substantial product holder(s): 11/120 St Aubyn Street, New
Plymouth 4310
Contact details: Larry Stewart; (06) 757 4001;
lwstewart1948@gmail.com
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: James Ramsay
Ramsay Trustees
Alan Paul Terris
Kevin Garnet Smith
Gregory Peter Whitham
Chris Dunphy

Certification
I, Larry Stewart, certify that, to the best of my knowledge and belief, the information
contained in this disclosure is correct and that I am duly authorised to make this disclosure
by all persons for whom it is made.

4
SCHEDULE 1
CALL OPTION DEED

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13340699_1
1
Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
To NZX Limited
and
To TIL Logistics Group Limited
Date this disclosure made: 12 July 2021
Date on which substantial holding began: 12 July 2021
Substantial product holder(s) giving disclosure
Full name(s): Christopher Shaun Dunphy
Summary of substantial holding
Class of quoted voting products: Ordinary shares
Summary for Christopher Shaun Dunphy
For this disclosure,—
(a) total number held in class: 5,600,000
(b) total in class: 87,684,882
(c) total percentage held in class: 6.386%
Details of relevant interests
Details for Christopher Shaun Dunphy
Nature of relevant interest(s): Registered holder and beneficial owner
of financial products
For that relevant interest,—
(a) number held in class: 500,000
(b) percentage held in class: 0.570%
(c) current registered holder(s): Christopher Shaun Dunphy
(d) registered holder(s) once transfers are registered: N/A
Nature of relevant interest(s): The registered holder is accustomed to
act in accordance with the substantial
product holder’s wishes but is not
legally obliged to do so.
For that relevant interest,—
(a) number held in class: 100,000

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(b) percentage held in class: 0.113%
(c) current registered holder(s): Irongate Trustee Limited as trustee of
the Irongate Trust.
(d) registered holder(s) once transfers are registered: N/A
Nature of relevant interest(s): Under a call option deed with five
existing shareholders of the issuer, the
substantial product holder has the
power to acquire financial products.
For that relevant interest,—
(a) number held in class: 5,000,000
(b) percentage held in class: 5.690%
(c) current registered holder(s): James Ramsay and Nerida Joy Ramsay
and RMY Trustee (2010) Limited
(1,000,000 shares); Alan Paul Terris
(1,000,000 shares); Larry William
Stewart and Kaylene Joy Stewart and SR
Taranaki Trustees Limited (1,000,000
shares); Kevin Garnet Smith (1,000,000
shares); and Gregory Peter Whitham
(1,000,000 shares).
(d) registered holder(s) once transfers are registered: No change.
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure:
(1) On 30 June 2021 the substantial product holder acquired 500,000 ordinary shares for
a price of $1.00 per ordinary share in an off-market transfer with settlement
occurring on 2 July 2021.
(2) On 30 June 2021, Irongate Trustee Limited acquired 250,000 ordinary shares for a
price of $1.00 per ordinary share in an off market transfer with settlement occurring
on 2 July 2021. 150,000 of those ordinary shares were acquired on behalf of Ann
Dunphy (50,000 ordinary shares) and David and Joseph Tattersfield (100,000
ordinary shares) (“Third Party Purchasers”).
(3) On 12 July 2021, Irongate Trustee Limited transferred 150,000 ordinary shares for a
price of $1.00 per ordinary share in an off market transfer to the Third Party
Purchasers to deliver the ordinary shares acquired on their behalf under transaction
(2) above.
(4) On 12 July 2021, the substantial product holder entered into a call option deed (the
“Call Option Deed”) with the following shareholders of the issuer:
(i) James Ramsay and Nerida Joy Ramsay and RMY Trustee (2010) Limited
shares;

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(ii) Alan Paul Terris;
(iii) Larry William Stewart and Kaylene Joy Stewart and SR Taranaki Trustees
Limited;
(iv) Kevin Garnet Smith; and
(v) Gregory Peter Whitham,
(together, the “Shareholders”) under which each of the Shareholders granted the
substantial product holder an option to purchase up to 1,000,000 ordinary shares they
hold (being 5,000,000 ordinary shares in aggregate) (the “Option Shares”). Under the
Call Option Deed, the substantial product holder has the right to acquire and the
Shareholders are bound to sell:
(i) the first 2,000,000 Option Shares at a price of $1.00 per ordinary share;
(ii) the next 2,000,000 Option Shares at a price of $1.20 per ordinary share; and
(iii) the last 1,000,000 Option Shares at a price of $1.50 per ordinary share,
during the 36 months following the date of and on the terms set out in the Call Option
Deed. A copy of the Call Option Deed is attached at Schedule 1 of this Disclosure (16
pages in total).
The Shareholders retain legal title to and all voting rights related to the Option Shares
unless, until and to the extent that the substantial product holder exercises the option
to purchase any such Option Shares under the Call Option Deed.
Additional information
Address(es) of substantial product holder(s): C/- Duncan Cotterill, 50 Customhouse
Quay, Wellington 6011
Contact details: Christopher Dunphy;
chrisd@ihug.com.au; +61417888930
Name of any other person believed to have given,
or believed to be required to give, a disclosure under
the Financial Markets Conduct Act 2013 in relation to
the financial products to which this disclosure relates: Each of the Shareholders.

Disclosure has effect for purposes of directors’ and senior managers’ disclosure
Christopher Dunphy is also a director of TIL Logistics Group Limited. This disclosure also
constitutes disclosure for the purposes of the directors’ and senior managers’ disclosure
obligations.
Certification
I, Christopher Dunphy, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.

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SCHEDULE 1
CALL OPTION DEED