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MOVE announces $40m capital raise

Capital Raise26 October 2021MOVIndustrials

Company Announcement
27 October 2021


Not for release to US wire services or distribution in the United States




MOVE ANNOUNCES $40 MILLION CAPITAL RAISE

Transport and logistics group, MOVE Logistics Group Limited (NZX: MOV), has today announced its

intention to raise approximately NZ$40m of new capital via a fully underwritten 1 for 3.06

accelerated renounceable entitlement offer (Offer).

The proceeds of the Offer will provide balance sheet flexibility to enable MOVE to accelerate its

brand refresh, complete its business restructure, fund further capital initiatives (including in

information technology systems), modernise the fleet and enter into intermodal equipment and

maritime leases.

Chair of MOVE, Lorraine Witten, said: “MOVE is one of New Zealand’s largest logistics companies. In

recent months, we have undertaken a strategic review and commenced a business realignment to

build on MOVE’s substantial logistics and distribution network, unlock value and maximise

shareholder returns. We have identified significant unrealised potential to deliver growth and have a

clear strategic plan in place.

“The changes we have implemented and continue to make to our business, combined with raising

additional capital through the Offer, will have us well positioned to execute on our strategy and

accelerate growth via organic opportunities. We are excited about the potential in, and for, our

group, as we move ahead with our new strategy, the execution of identified and potential

acquisition targets and a continued commitment to our customers, our people, safety, sustainability

and shareholder returns.”

Key Highlights:

• Strategic review undertaken and business realignment underway to build on MOVE’s

substantial logistics and distribution network, unlock value and maximise shareholder

returns

• Focus on increasing total earnings and lifting margins

• Significant unrealised potential identified to deliver growth through organic opportunities

and execution of identified and potential acquisition targets

• Rejuvenated Board and leadership team with recent additions bringing extensive industry

experience and deep sector knowledge

• Post the capital raise, MOVE expects debt leverage to be in line with sector peers, providing

balance sheet flexibility to enable MOVE to accelerate its brand refresh, complete its

business restructure, fund further capital initiatives (including in information technology

systems), modernise the fleet and enter into intermodal and maritime leases.

Offer Details
The Offer is a fully underwritten pro-rata accelerated renounceable entitlement offer of new

ordinary shares (New Shares) to existing shareholders, to raise approximately NZ$40 million.

Under the Offer, eligible shareholders are entitled to subscribe for 1 New Share for every 3.06

existing MOVE shares held as at 6.00pm (NZ time) on the record date of Friday, 29 October 2021, at

an application price of NZ$1.40 per New Share.

The application price reflects a 13.6% discount to the closing price of MOVE shares on the NZX of

NZ$1.62 on 26 October 2021 and a 10.6% discount to the Theoretical Ex-Rights Price of NZ$1.57.

1


New Shares will be issued on a fully paid basis and will rank on issue equally with existing ordinary

shares on issue.

The institutional component of the Offer will be accelerated and will occur on Wednesday, 27

October 2021 immediately after the Offer is announced.

The retail component of the Offer will open for eligible retail shareholders (with a registered address

in New Zealand or Australia on the record date) on Monday, 1 November 2021 and eligible retail

shareholders will have until 5.00pm (NZ time) on Friday, 12 November 2021 to take up their

entitlement for New Shares.

In addition to being able to take up their entitlements, eligible shareholders may transfer all or part

of their entitlements to a person nominated by them. While shareholders may transfer entitlements

privately, entitlements will not be tradeable on the NZX Main Board.

Entitlements not taken up or attributable to ineligible shareholders will be offered to institutional

investors through bookbuilds run by the joint lead managers. Any premium achieved above the

application price for the entitlements in the bookbuilds will be shared between those shareholders

who do not exercise their entitlements or who are ineligible to do so, in proportion to their holdings

of unexercised entitlements. Those shareholders who do not exercise their entitlements, or who are

ineligible to do so, will however have their shareholdings diluted.

Given the present uncertainties with respect to postal timing, all shareholders that wish to take up

their entitlements, are encouraged to apply online.

Craigs Investment Partners Limited and Bell Potter Securities Limited are acting as joint lead

managers and underwriters to the Offer. The Offer is fully underwritten by the joint lead managers

and underwriters.

Reflecting their commitment to MOVE’s new strategic direction, MOVE’s Chair Lorraine Witten and

Directors Danny Chan, Chris Dunphy and Mark Newman intend to participate in the Offer.



1

TERP is the theoretical ex-rights price at which MOVE’s shares would trade immediately after the ex-date for the Offer.

The TERP is a theoretical calculation only and the actual price at which MOVE’s shares trade immediately after the ex-date

for the Offer will depend on many factors and may not be equal to TERP. TERP is calculated by reference to MOVE’s closing

price of NZ$1.62 on 26 October 2021.

Important dates
All times and dates refer to NZ time (unless otherwise specified).

Institutional Offer

Institutional Entitlement Offer opens Wednesday, 27 October 2021 (10:00am)

Institutional Entitlement Offer closes Wednesday, 27 October 2021 (5:00pm)

Institutional Bookbuild closes Thursday, 28 October 2021 (7:00pm)

Settlement of Institutional Entitlement Offer

and Institutional Bookbuild; allotment and

commencement of trading of New Shares

Friday, 5 November 2021

Retail Offer

Retail Entitlement Offer opens Monday, 1 November 2021 (10.00am)

Retail Entitlement Offer closes Friday, 12 November 2021 (5:00pm)

Retail Bookbuild closes Tuesday, 16 November 2021 (7:00pm)

Settlement of Retail Entitlement Offer and

Retail Bookbuild; allotment and

commencement of trading of New Shares

Thursday, 18 November 2021


Subject to the NZX Listing Rules, MOVE reserves the right to alter the above dates and to withdraw

all or part of the Offer in its absolute discretion.

Additional Information

Additional information regarding the Offer is contained in the investor presentation and Offer

document accompanying this announcement. The investor presentation and Offer document

contain important information including key risks and foreign selling restrictions with respect to the

Offer.

Nothing contained in this announcement constitutes investment, legal, tax or other advice. Investors

are encouraged to seek appropriate professional advice before making any investment decision.

For any questions in respect of the Offer, please call Link Market Services Limited on +64 9 375 5998

(within New Zealand) or +61 1300 554 474 (within Australia) between 8:30am and 5.00pm (NZ time)

Monday to Friday. For other questions, investors should contact their broker, solicitor, accountant,

financial adviser or other professional adviser.

The following documents are attached with this announcement:

1. Offer Document (including a letter from the Chair)

2. Investor Presentation

3. NZX Corporate Action Notice

4. Cleansing Notice


ENDS



For further information, please contact:

Chris Dunphy

Executive Director

Phone: +61 417 888 930

Email: Chris@movelogistics.com

Lee Banks

Chief Financial Officer

Phone: +64 27 525 2876

Email: Lee.Banks@movelogistics.com


For media assistance, please contact: Jackie Ellis t: + 64 27 246 2505 e: jackie@ellisandco.co.nz


About MOVE Logistics Group Limited (MOV)

MOVE is one of the largest domestic freight and logistics businesses in New Zealand, with a

nationwide network of branches, depots and warehouses providing an end to end supply chain

solution.


Important Notices and Disclaimer


This announcement has been prepared for publication in New Zealand and may not be released to

US wire services or distributed in the United States. This announcement does not constitute an offer

of securities for sale in the United States or any other jurisdiction. Any securities described in this

announcement may not be offered or sold in the United States absent registration under the US

Securities Act of 1933 or an exemption from registration.

---

1 FOR 3.06 ACCELERATED RENOUNCEABLE
ENTITLEMENT OFFER OF NEW SHARES


OFFER DOCUMENT

27 OCTOBER 2021

This Offer Document is an important document. You should read it carefully and in full before

deciding what action to take with respect to your Entitlements. If you have any doubts as to what

to do, please consult your broker, financial, investment or other adviser. This Offer Document may

not be distributed outside New Zealand or Australia, except to certain institutional and professional

investors in such other countries and to the extent contemplated in this Offer Document.

Not for release to US wire services or distribution in the United States.

/ LOGISTICS GROUP LIMITED

23
OFFER DOCUMENT 2021

OFFER DOCUMENT 2021

CONTENTS

Important Notice 3

Letter from the Chair 6

Key Terms of the Offer 8

Important Dates 10

Details of the Offer 13

Glossary 22

Directory Back Cover

General Information

The Offer is made under the exclusion in clause 19 of Schedule 1 of the Financial Markets Conduct Act 2013.

This Offer Document is not a product disclosure statement or other disclosure document for the purposes of

the FMCA or any other law, has not been lodged with the Financial Markets Authority, and does not contain

all of the information that an investor would find in a product disclosure statement or other disclosure

document, or which may be required in order to make an informed investment decision about the Offer or

MOVE.

Additional information available under MOVE’s continuous disclosure obligations

MOVE is subject to continuous disclosure obligations under the NZX Listing Rules. You can find market

releases by MOVE at nzx.com under the code “MOV”.

MOVE may, during the period of the Offer, make additional releases to the NZX. To the maximum extent

permitted by law, no release by MOVE to the NZX will permit an applicant to withdraw any previously

submitted application without MOVE’s prior consent.

Offering Restrictions

This Offer Document does not constitute an offer, advertisement 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.

This Offer Document may not be sent or given to any person who is not an Eligible Shareholder or an

Institutional Investor in circumstances in which the Offer or distribution of this Offer Document would be

unlawful. The distribution of this Offer Document (including an electronic copy) outside New Zealand or

Australia may be restricted by law. In particular, this Offer Document may not be distributed to any person,

and the New Shares may not be offered or sold, in any country outside of New Zealand or Australia except

to Institutional Investors or as MOVE may otherwise determine in compliance with applicable laws.

Neither the Entitlements nor the New Shares have been, or will be, registered under the US Securities Act of

1933, as amended (US Securities Act), or the securities laws of any state or other jurisdiction of the United

States. Accordingly, the Entitlements may not be issued or transferred to, or taken up by, and the New

Shares may not be offered or sold to persons in the United States or to persons acting for the account or

benefit of a person in the United States (to the extent such persons hold Existing Shares and are acting for

the account or benefit of a person in the United States), except in transactions exempt from, or not subject

to, the registration requirements of the US Securities Act and the applicable securities laws of any state or

other jurisdiction of the United States. The Entitlements and the New Shares will only be offered and sold

outside the United States in “offshore transactions”, as defined in, and in reliance on, Regulation S under the

US Securities Act.

Further details on the offering restrictions that apply are set out in the section entitled “Details of the Offer” in

this Offer Document.

If you come into possession of this Offer Document, you should observe any such restrictions. Any failure to

comply with such restrictions may contravene applicable securities law. MOVE disclaims all liability to such

persons.

Changes to the Offer

Subject to the NZX Listing Rules, MOVE reserves the right to alter the dates set out in this Offer Document.

Additionally, MOVE reserves the right to withdraw all or any part of the Offer (either generally or in particular

cases) and the issue of New Shares at any time before the Allotment Date at its absolute discretion.

/ IMPORTANT NOTICE

45
OFFER DOCUMENT 2021

OFFER DOCUMENT 2021

No Guarantee

No guarantee is provided by any person in relation to the New Shares to be issued pursuant to the Offer.

Likewise, no warranty is provided with regard to the future performance of MOVE or any return on any

investments made pursuant to this Offer Document.

Decision to Participate in the Offer

The information in this Offer Document does not constitute a recommendation to acquire or invest in

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 investor, including an investor’s

investment objectives, financial and/or tax position.

Privacy

Any personal information provided by Eligible Shareholders via the online application or on the Entitlement

and Acceptance Form will be held by MOVE or the Registrar at the addresses set out in the Directory.

MOVE and/or the Registrar may store your personal information in electronic format, including in online

storage or on a server or servers which may be located in New Zealand, Australia or overseas. The

information will be used for the purposes of administering your investment in MOVE.

This information will only be disclosed to third parties with your consent or if otherwise required or permitted

by law. Under the New Zealand Privacy Act 2020, 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 Primary Market Participant, or your solicitor, accountant

or other professional adviser.

If you have any questions about the number of New Shares shown on the Entitlement and Acceptance

Form, or how to apply online or complete the Entitlement and Acceptance Form, please contact the

Registrar.

Defined Terms

Capitalised terms used in this Offer Document have the specific meaning given to them in the Glossary of

this Offer Document.

67
OFFER DOCUMENT 2021

OFFER DOCUMENT 2021

Dear Shareholder,

On behalf of the Directors of MOVE Logistics Group Limited, I am

delighted to invite you to participate in the 1 for 3.06 accelerated

renounceable entitlement offer of new fully paid ordinary shares

(the Offer). MOVE’s intention is to raise approximately NZ$40 million

to reduce debt levels and provide balance sheet flexibility to

execute our organic growth strategy.

Realising our strategic vision

MOVE is one of New Zealand’s largest logistics companies

providing end-to-end supply chain solutions to SMEs and large

corporate customers across New Zealand. In recent months,

we have undertaken a strategic review and commenced a

business realignment to build on MOVE’s substantial logistics

and distribution network, unlock value and maximise shareholder

returns.

Our focus is on increasing total earnings and lifting margins and

we have a clear three-year strategic plan to deliver on our goals.

We have identified significant unrealised potential to deliver

growth through organic opportunities and the execution of

identified and potential acquisition targets.

Recently new members have further strengthened our Board

and leadership teams, bringing with them extensive industry

experience and deep sector knowledge. In particular, we have

welcomed Chris Dunphy, who has assumed the role as Executive

Director and is tasked with executing our new strategy. He brings

a wealth of knowledge from across the logistics industry and is a

former executive director of Mainfreight, where he spearheaded

their global growth-by-acquisition strategy.

The changes we have implemented over recent months and

continue to make to our business, combined with raising

additional capital through the Offer, will have us well positioned to

execute on our strategy and accelerate organic growth.

Proceeds from the Offer will provide balance sheet flexibility

to enable MOVE to accelerate its brand refresh, complete its

business restructure, fund further capital initiatives (including in

information technology systems), modernise the fleet and enter

into intermodal equipment and maritime leases.

We are excited about the potential in, and for, our group, as we

move ahead with our new strategy and a continued commitment

to our customers, our people, safety, sustainability and

shareholder returns.

The Offer

The Offer is a fully underwritten pro-rata accelerated renounceable entitlement offer of new ordinary shares

(New Shares) to existing shareholders, to raise approximately NZ$40 million.

Under the Offer, eligible shareholders are entitled to subscribe for 1 New Share for every 3.06 existing ordinary

shares held as at 6.00pm (NZ time) on the record date of Friday, 29 October 2021, at an application price of

$1.40 per New Share.

The application price reflects a 13.6% discount to the closing price of MOV shares on the NZX of NZ$1.62 on

26 October 2021 and a 10.6% discount to the Theoretical Ex-Rights Price of NZ$1.57.

1

New Shares will be issued on a fully paid basis and will rank equally with existing ordinary shares on issue.

The institutional component of the Offer will be accelerated and will occur on Wednesday, 27 October

2021 immediately after the Offer is announced. The retail component of the Offer will open for eligible retail

shareholders on Monday, 1 November 2021 and eligible retail shareholders will have until 5.00pm (NZ time)

on Friday, 12 November 2021 to take up their entitlements for New Shares.

In addition to being able to take up their entitlements, eligible shareholders may transfer all or part of their

entitlements to a person nominated by them. While shareholders may transfer entitlements privately,

entitlements will not be tradeable on the NZX Main Board.

Entitlements not taken up or attributable to ineligible shareholders will be offered through bookbuilds

run by the Joint Lead Managers (Craigs Investment Partners Limited and Bell Potter Securities Limited).

Any premium achieved above the application price for the entitlements in the bookbuilds will be shared

between those shareholders who do not exercise their entitlements or who are ineligible to do so, in

proportion to their holdings of unexercised entitlements. Those shareholders who do not exercise their

entitlements, or who are ineligible to do so, will however have their shareholdings diluted.

Given the present uncertainties with respect to postal timing, we encourage all shareholders that wish to do

so to apply online.

The Offer is fully underwritten by the Joint Lead Managers.

Reflecting their commitment to MOVE’s new strategic direction, I am pleased to confirm that I and Directors

Danny Chan, Chris Dunphy and Mark Newman intend to participate in the Offer.

On behalf of the Board, I welcome your participation in this investment opportunity and thank you for your

ongoing support.

Yours sincerely,

Lorraine Witten

Chair

MOVE Logistics Group Limited

1

TERP is the theoretical ex-rights price at which MOVE’s shares would trade immediately after the ex-date for the Offer. The TERP is a

theoretical calculation only and the actual price at which MOVE’s shares trade immediately after the ex-date for the Offer will depend on

many factors and may not be equal to TERP. TERP is calculated by reference to MOVE’s closing price of NZ$1.62 on 26 October 2021.

/ LETTER FROM THE CHAIR

89
OFFER DOCUMENT 2021

OFFER DOCUMENT 2021

IssuerMOVE Logistics Group Limited

The OfferInstitutional Entitlement Offer and Retail Entitlement Offer

A pro rata renounceable entitlement offer of 1 New Share for every

3.06 Existing Shares held by an Eligible Shareholder at 6.00pm on

the Record Date, with fractional entitlements being rounded down

to the nearest share. A shorter than usual offer period will apply to

Eligible Institutional Shareholders under the Institutional Entitlement

Offer, which will occur on the date of announcement of the Offer.

If an Eligible Shareholder does not take up all of its Entitlements, its

current shareholding will be diluted as a result of the issue of New

Shares.

Institutional Bookbuild and Retail Bookbuild

Entitlements cannot be traded on the NZX Main Board but may be

privately transferred, as further described under the heading “How

to sell your Entitlements” below.

Entitlements that are not taken up, or which would have been

issued to Ineligible Shareholders had they been entitled to

participate, will be offered for sale through Bookbuilds run by the

Joint Lead Managers.

Any Premium realised for those Entitlements in the Bookbuilds

will be paid (net of any applicable withholding tax) to those

Shareholders who do not take up all of their Entitlements or who

are ineligible to do so by virtue of being an Ineligible Shareholder,

in proportion to their holdings of the Entitlements offered under the

Bookbuilds.

Bookbuilds

There will be a bookbuild for the Institutional Entitlement Offer (with

any Institutional Premium realised in the Institutional Bookbuild

shared by Eligible Institutional Shareholders who do not take up

all of their Entitlements and Ineligible Institutional Shareholders,

in proportion to their holdings of Unexercised Institutional

Entitlements) which will be offered to Institutional Investors, and

a separate Bookbuild for the Retail Entitlement Offer (with any

Retail Premium realised in the Retail Bookbuild shared by Eligible

Retail Shareholders who do not take up all of their Entitlements

and Ineligible Retail Shareholders, in proportion to their holdings of

Unexercised Retail Entitlements) which will be offered to Institutional

Investors.

There is no guarantee that there will be any Premium realised for

the Entitlements offered for sale in the Bookbuilds, and the Premium

realised (if any) in the Institutional Bookbuild may be different from

the Premium realised (if any) in the Retail Bookbuild.

Application PriceNZ$1.40 per New Share.

Existing Shares currently on issue87,684,882 Existing Shares.

Maximum number of New Shares

being offered

28,655,190 New Shares (subject to rounding).

Offer sizeThe approximate amount to be raised under the Offer is

NZ$40 million.

New SharesThe same class as, and ranking equally with, Existing Shares.

Eligible Retail ShareholdersYou are an Eligible Retail Shareholder if, as at 6.00pm on the Record

Date, you are recorded in MOVE’s share register as a Shareholder

and your address is shown in MOVE’s share register as being in New

Zealand or Australia, and you are not in the United States and not

acting for the account or benefit of a person in the United States

and you are not an Institutional Shareholder.

How to apply Eligible Retail Shareholders

Applications must be made:

(a) online at https://move.capitalraise.co.nz; or

(b) by completing a hard copy Entitlement and Acceptance

Form and returning it to the Registrar together withpayment.

MOVE encourages Eligible Retail Shareholders to apply online. If a

postal application is made please allow plenty of time for it to be

received by the Registrar. Applications received after 5.00pm on 12

November 2021 may not be accepted.

Eligible Institutional Shareholders

The Joint Lead Managers will contact Eligible Institutional

Shareholders and advise them of the terms and conditions of

participation in the Offer and to confirm their application process.

How to sell your Entitlements Eligible Retail Shareholders

Eligible Retail Shareholders may sell some or all of their Entitlements

to a purchaser who is an Eligible Transferee by completing the

section of the Entitlement and Acceptance Form titled “Entitlement

Transfer Form” and ensuring the purchaser returns it to the

Registrar (either by mail, delivery or email) together with payment

prior to closing of the Retail Entitlement Offer. Should the Eligible

Retail Shareholder wish to sell their Entitlements in this manner, the

Eligible Retail Shareholder is responsible for identifying a purchaser.

The Entitlements will not be quoted on the NZX Main Board and

there will be no licensed market on which Shareholders may sell

their entitlements. Accordingly, there may be no market for the

Entitlements and it may be difficult to find a purchaser for any

Entitlements.

Eligible Institutional Shareholders

The Joint Lead Managers will contact Eligible Institutional

Shareholders and advise them of the process for selling their

Entitlements.

UnderwritingThe Offer is fully underwritten by the Underwriters.


/ KEY TERMS OF THE OFFER

1011
OFFER DOCUMENT 2021

OFFER DOCUMENT 2021

Institutional Entitlement Offer and Institutional Bookbuild

This timetable is relevant to participants in the Institutional Entitlement Offer and Institutional Bookbuild.

Eligible Retail Shareholders should refer to the important dates for the Retail Entitlement Offer and Retail

Bookbuild set out in the “Retail Entitlement Offer and Retail Bookbuild” table on the following page.

KEY EVENTDATE

2


Trading halt commences on the NZX Main Board (pre-market

open)

Wednesday, 27 October 2021

Institutional Entitlement Offer opens at 10.00am Wednesday, 27 October 2021

Institutional Entitlement Offer closes at 5.00pm Wednesday, 27 October 2021

Institutional Bookbuild opens at 10.00am Thursday, 28 October 2021

Institutional Bookbuild closes at 7.00pm Thursday, 28 October 2021

Announce results of Institutional Entitlement Offer and Institutional

Bookbuild (pre-market open).

Trading halt lifted by open of trading on the NZX Main Board.

Friday, 29 October 2021

Record Date 6.00pm Friday, 29 October 2021

Settlement of Institutional Entitlement Offer and Institutional

Bookbuild on the NZX Main Board and commencement of trading

of allotted New Shares on the NZX Main Board.

Friday, 5 November 2021


Retail Entitlement Offer and Retail Bookbuild

The timetable immediately below is relevant to participants in the Retail Entitlement Offer and Retail

Bookbuild. Eligible Institutional Shareholders should refer to the important dates for the Institutional

Entitlement Offer and Institutional Bookbuild set out in the “Institutional Entitlement Offer and Institutional

Bookbuild” table above.

KEY EVENTDATE

3

Record Date 6.00pm Friday, 29 October 2021

Expected despatch of the Offer Document and Entitlement and

Acceptance Form

Monday, 1 November 2021

Retail Entitlement Offer opens at 10.00amMonday, 1 November 2021

Retail Entitlement Offer closes at 5.00pm (last day for online

applications, or for receipt of Entitlement and Acceptance Forms,

with payment)

Friday, 12 November 2021

Trading halt commences on the NZX Main Board (pre-market

open)

Retail Bookbuild opens at 10.00am

Tuesday, 16 November 2021

Retail Bookbuild closes at 7.00pmTuesday, 16 November 2021

Announce results of Retail Bookbuild (pre-market open)

Trading recommences on NZX Main Board

Wednesday, 17 November 2021

Settlement of Retail Entitlement Offer and Retail Bookbuild on the

NZX Main Board and commencement of trading of allotted New

Shares on the NZX Main Board

Thursday, 18 November 2021

Expected despatch of holding statements for New Shares issued

under the Retail Entitlement Offer

Wednesday, 24 November 2021

Applicants are encouraged to apply via the online application process as soon as possible. Alternatively,

you can complete and return an Entitlement and Acceptance Form to the Registrar by mail, delivery or

email. No cooling-off rights apply to applications submitted under the Offer.


3

The dates set out in the table above (and any references to them in this Offer Document) are subject to change and are indicative only.

All times and dates refer to NZ time (unless otherwise specified). MOVE reserves the right to amend the timetables (including by extending

the closing dates for the Offer or accepting late Applications, either generally or in particular cases) subject to the NZX Listing Rules. Any

extension of the closing dates for the Offer will have a consequential effect on the issue date of New Shares.

2

The dates set out in the table above (and any references to them in this Offer Document) are subject to change and are indicative only.

All times and dates refer to NZ time (unless otherwise specified). MOVE reserves the right to amend the timetables (including by extending

the closing dates for the Offer or accepting late Applications, either generally or in particular cases) subject to the NZX Listing Rules. Any

extension of the closing dates for the Offer will have a consequential effect on the issue date of New Shares.

/ IMPORTANT DATES

1213
OFFER DOCUMENT 2021

OFFER DOCUMENT 2021

/ DETAILS OF THE OFFER

The Offer

The Offer is an offer of New Shares to Eligible Shareholders under a pro rata accelerated renounceable

entitlement offer. Under the Offer, Eligible Shareholders are entitled to subscribe for 1 New Share for every

3.06 Existing Shares held at 6:00pm on the Record Date. The New Shares will be the same class as, and will

rank equally with, Existing Shares which are quoted on the NZX Main Board. It is a term of the Offer that MOVE

will take any necessary steps to ensure that the New Shares are, immediately after issue, quoted on the NZX

Main Board.

If you are an Eligible Shareholder you may take up all or some of your Entitlements, transfer all or some of

your Entitlements or do nothing with all or some of your Entitlements. If you are an Eligible Shareholder and

you do not take up all of your Entitlements or you transfer all or some of your Entitlements, your current

shareholding will be diluted as a result of the issue of New Shares.

The maximum number of New Shares being offered under the Offer is 28,655,190 New Shares (subject to

rounding). MOVE will raise a total of approximately NZ$40 million through the Offer, which is fully underwritten

by the Underwriters.

Application Price and Applications

The Application Price is NZ$1.40 per New Share.

The Application Price must be paid in full on application.

Payment of the Application Price must be made, for the Retail Entitlement Offer, by direct debit in

accordance with the online application process or together with a completed Entitlement and Acceptance

Form delivered (either by mail, delivery or email) to the Registry in accordance with the instructions set out

in the Entitlement and Acceptance Form.

MOVE may accept late applications and application monies, but it has no obligation to do so. MOVE may

accept or reject (at its discretion) any online application or any Entitlement and Acceptance Form which it

considers is not completed correctly, and may correct any errors or omissions on any online application or

Entitlement and Acceptance Form.

An application may not be withdrawn without MOVE’s prior consent once submitted.

If MOVE receives, before the Retail Entitlement Offer closes, a renunciation or transfer and an acceptance in

respect of the same Entitlement(s), the renunciation or transfer shall be given priority to the acceptance.

Application monies received will be held in a trust account with the Registry until the corresponding New

Shares are allotted or the application monies are refunded. Interest earned on the application monies

will be for the benefit, and remain the property, of MOVE and will be retained by MOVE whether or not the

issue of New Shares takes place. Any refunds of application monies (without interest) will be made within 10

Business Days of allotment (or the date that the decision not to accept an application is made, as the case

may be).

Withdrawal

Subject to MOVE’s compliance with all applicable laws, MOVE reserves the right to withdraw the Offer at any

time at its absolute discretion. If any Application is not accepted, all applicable application monies will be

refunded, without interest, to the relevant applicant.

Overview of the Offer

MOVE will raise a total of approximately NZ$40 million through the Offer, which is fully underwritten by the

Underwriters. The maximum number of New Shares that are being offered under the Offer is 28,655,190 New

Shares (subject to rounding).

1415
OFFER DOCUMENT 2021

OFFER DOCUMENT 2021

The Offer comprises the following components:

• the Institutional Entitlement Offer;

• the Institutional Bookbuild;

• the Retail Entitlement Offer; and

• the Retail Bookbuild,

in each case, as described in further detail below.

Purpose of the Offer

Proceeds from the Offer will provide balance sheet flexibility to enable MOVE to accelerate its brand refresh,

complete its business restructure, fund further capital initiatives (including in information technology

systems), modernise the fleet and enter into intermodal and maritime leases.

The Institutional Entitlement Offer

Overview of the Institutional Entitlement Offer

MOVE is offering Eligible Institutional Shareholders the opportunity to subscribe for 1 New Share for every

3.06 Existing Shares held as at 6:00pm on the Record Date, at an Application Price of NZ$1.40. This ratio

and the Application Price are the same as for the Retail Entitlement Offer. The Joint Lead Managers will

seek to approach Eligible Institutional Shareholders, who may take up or transfer all, part or none of their

Entitlements.

The Institutional Entitlement Offer opens at 10.00am and closes at 5.00pm on 27 October 2021 (subject to

MOVE’s right to modify these dates or times).

Entitlements will not be quoted and cannot be traded on the NZX Main Board but may be privately

transferred. Ineligible Institutional Shareholders and Eligible Institutional Shareholders who have not taken up

their full Entitlement may receive some value in respect of their Unexercised Institutional Entitlements if an

Institutional Premium is achieved under the Institutional Bookbuild. There is no guarantee that any premium

will be achieved, and any Institutional Premium may be different from any Retail Premium.

Eligibility under the Institutional Entitlement Offer

The Institutional Entitlement Offer is only open to Eligible Institutional Shareholders. MOVE will determine

the Shareholders who will be treated as Eligible Institutional Shareholders for the purpose of determining

the Shareholders to whom an offer of New Shares will be made under the Institutional Entitlement Offer. In

exercising their discretion, MOVE may have regard to a number of matters, including legal and regulatory

requirements and logistical and registry constraints. MOVE will determine which Shareholders will be treated

as Ineligible Institutional Shareholders.

MOVE reserves the right to reject any application for New Shares under the Institutional Entitlement Offer

that it considers comes from a person who is not an Eligible Institutional Shareholder or cannot otherwise

participate in the Institutional Entitlement Offer in accordance with all applicable laws.

Acceptance of Entitlement under the Institutional Entitlement Offer

The Joint Lead Managers may seek to contact Eligible Institutional Shareholders to inform them of the

terms and conditions of participation in the Institutional Entitlement Offer and seek confirmation of their

Entitlements under the Offer. Application for New Shares by Eligible Institutional Shareholders can only be

made in accordance with that process.

Entitlements are not rounded up to a minimum holding. The number of New Shares to which an Eligible

Institutional Shareholder is entitled under an Entitlement will, in the case of fractions of New Shares, be

rounded down to the nearest whole number. Applications in excess of an Eligible Institutional Shareholder’s

Entitlement will not be accepted.

The Institutional Bookbuild

New Shares that are attributable to Unexercised Institutional Entitlements will be offered under the

Institutional Bookbuild to Institutional Investors (which may include Eligible Institutional Shareholders

whether or not they took up their full Entitlement under the Offer).

The Institutional Bookbuild is expected to take place on 28 October 2021.

The Clearing Price under the Institutional Bookbuild will be equal to or above the Application Price.

The proceeds from each New Share issued under the Institutional Bookbuild (if any) will be paid as follows:

• MOVE will receive the Application Price for all New Shares issued under the Institutional Bookbuild; and

• any Institutional Premium will be paid to:

(a) each Eligible Institutional Shareholder who did not take up their Entitlement in full; and

(b) each Ineligible Institutional Shareholder (who will be deemed to hold the number of Entitlements

they would have received if they were Eligible Institutional Shareholders for the purpose of

calculating the amount of any Institutional Premium payable to them),

in proportion to their holdings of Unexercised Institutional Entitlements.

Allocations of New Shares under the Institutional Bookbuild will be determined by MOVE and the Joint Lead

Managers.

Settlement of the Institutional Entitlement Offer and the Institutional Bookbuild

Settlement of the Institutional Entitlement Offer and the Institutional Bookbuild will occur on the Institutional

Settlement Date in accordance with arrangements advised by the Joint Lead Managers. Each investor

remains responsible for ensuring its own compliance with the Takeovers Code and other applicable

legislation. For the purposes of clause 8B of the Takeovers Code (Class Exemptions) Notice (No 2) 2001,

MOVE confirms that, to the best of its knowledge, Craigs Investment Partners Limited, as the NZX trading and

advising firm appointed in relation to the Offer, is not being prosecuted for any offence.

The Retail Entitlement Offer

Overview of the Retail Entitlement Offer

MOVE is offering Eligible Retail Shareholders the opportunity to subscribe for 1 New Share for every 3.06

Existing Shares held as at 6.00pm on the Record Date, at an Application Price of NZ$1.40 per New Share.

This ratio and the Application Price are the same as for the Institutional Entitlement Offer. Eligible Retail

Shareholders may take up or transfer all, part or none of their Entitlements.

The Retail Entitlement Offer opens at 10.00am on 1 November 2021 and closes at 5.00pm on 12 November

2021 (subject to MOVE’s right to modify these dates or times).

Entitlements will not be quoted and cannot be traded on the NZX Main Board but may be privately

transferred. Ineligible Retail Shareholders and Eligible Retail Shareholders who have not taken up their full

Entitlement may receive some value in respect of their Unexercised Retail Entitlements if a Retail Premium

is achieved under the Retail Bookbuild. There is no guarantee that any premium will be achieved, and any

Retail Premium may be different from any Institutional Premium.

Eligibility under the Retail Entitlement Offer

The Retail Entitlement Offer is only open to Eligible Retail Shareholders. The Retail Entitlement Offer does

not constitute an offer to any person who is not an Eligible Retail Shareholder (including any Institutional

Shareholder or an Ineligible Retail Shareholder). Any person allocated New Shares under the Institutional

Entitlement Offer or Institutional Bookbuild does not have any entitlement to participate in the Retail

Entitlement Offer in respect of those New Shares.

MOVE reserves the right to reject any application for New Shares under the Retail Entitlement Offer that it

considers comes from a person who is not an Eligible Retail Shareholder or an Eligible Transferee.

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Acceptance of Entitlement under the Retail Entitlement Offer

The Entitlement and Acceptance Form sets out an Eligible Retail Shareholder’s Entitlement to participate

in the Retail Entitlement Offer. Applications for New Shares can only be made via an online application at

https://move.capitalraise.co.nz or on an Entitlement and Acceptance Form. Eligible Retail Shareholders who

have not elected to receive electronic communications from MOVE will receive a hard copy Entitlement

and Acceptance Form. Eligible Retail Shareholders who receive electronic communications from MOVE may

request a hard copy Entitlement and Acceptance Form from the Registrar.

Entitlements are not rounded up to a minimum holding. The number of New Shares to which an Eligible

Retail Shareholder is entitled under an Entitlement will, in the case of fractions of New Shares, be rounded

down to the nearest whole number.

Eligible Retail Shareholders are not obliged to subscribe for any or all of the New Shares to which they

are entitled under the Offer. They may take up some or all of their Entitlement, transfer some or all of their

Entitlement or allow some or all of their Entitlement to lapse.

Any person outside New Zealand or Australia who takes up an Entitlement in the Retail Entitlement Offer

(and therefore applies for New Shares) through a New Zealand or Australian resident nominee, and their

nominee, will be deemed to have represented and warranted to MOVE that the Offer can be lawfully made

to their nominee pursuant to this Offer Document. None of MOVE, the Joint Lead Managers, the Underwriters,

the Registrar or any of their respective directors, officers, employees, agents, or advisers accept any liability

or responsibility to determine whether a person is eligible to participate in this Offer.

Any Eligible Retail Shareholder who transfers an Entitlement in the Retail Entitlement Offer, and their

transferee, will be deemed to have represented and warranted to MOVE that the transferee is an Eligible

Transferee and that the Entitlement can be lawfully transferred to the transferee pursuant to this Offer

Document. None of MOVE, the Joint Lead Managers, the Underwriters, the Registrar or any of their respective

directors, officers, employees, agents, or advisers accept any liability or responsibility to determine whether

a person is an Eligible Transferee.

The Retail Bookbuild

New Shares that are attributable to Unexercised Retail Entitlements will be offered under the Retail Bookbuild

to Institutional Investors (which may include Institutional Shareholders whether or not they take up their full

Entitlements under the Offer).

The Retail Bookbuild is expected to take place on 16 November 2021.

The Clearing Price under the Retail Bookbuild will be equal to or above the Application Price.

The proceeds from each New Share issued under the Retail Bookbuild (if any) will be paid as follows:

• MOVE will receive the Application Price for all New Shares issued under the Retail Bookbuild; and

• any Retail Premium will be paid to:

(a) each Eligible Retail Shareholder who did not take up their Entitlement in full; and

(b) each Ineligible Retail Shareholder (who will be deemed to hold the number of Entitlements they

would have received if they were Eligible Retail Shareholders for the purpose of calculating the

amount of any Retail Premium payable to them),

in proportion to their holdings of Unexercised Retail Entitlements.

Allocations and any necessary scaling of New Shares under the Retail Bookbuild will be determined by MOVE

and the Joint Lead Managers.

Once the Clearing Price under the Retail Bookbuild has been determined, the application monies in respect

of any applications for New Shares through the Retail Bookbuild by Eligible Retail Shareholders will be divided

by the Clearing Price under the Retail Bookbuild to calculate the number of New Shares that those Eligible

Retail Shareholders have applied for, rounded down to the nearest whole New Share.

Any refunds of application monies due to scaling of applications or applications not being accepted under

the Retail Bookbuild will be made within 10 Business Days of allotment (without interest). If, solely due to

rounding, there is any difference between the dollar amount of New Shares for which you apply through

the Retail Bookbuild and the value (based on the Clearing Price) of the New Shares you receive through the

Retail Bookbuild, this will be retained by MOVE.

Application to participate in the Retail Bookbuild

Institutional Investors may participate in the Retail Bookbuild by contacting the Joint Lead Managers who will

provide details as to the process to be undertaken in relation to the Retail Bookbuild.

Payment of Premium

Any Premium will be paid (net of any applicable withholding tax) in New Zealand dollars in accordance with

the direct credit payment instructions provided by the relevant Shareholder to MOVE (if any). No interest will

be paid in respect of any Premium payable.

Nominees

If you hold Existing Shares as nominee for more than one person, then you may (depending on the nature of

each such person) be an Eligible Institutional Shareholder, Ineligible Institutional Shareholder, Eligible Retail

Shareholder or Ineligible Retail Shareholder with regard to the Entitlement of each such person.

Notice to nominees and custodians

The Retail Entitlement Offer is being made to all Eligible Retail Shareholders. Nominees with registered

addresses in the eligible jurisdictions, irrespective of whether they participated under the Institutional

Entitlement Offer, may also be able to participate in the Retail Entitlement Offer in respect of some or all of

the beneficiaries on whose behalf they hold existing Shares, provided that the applicable beneficiary would

satisfy the criteria for an Eligible Retail Shareholder.

Nominees and custodians who hold Shares as nominees or custodians will receive a letter from MOVE.

Nominees and custodians should consider carefully the contents of that letter and note in particular that

the Retail Entitlement Offer is not available to, and they must not purport to accept the Retail Entitlement

Offer in respect of:

(a) beneficiaries on whose behalf they hold Existing Shares who would not satisfy the criteria for an Eligible

Retail Shareholder;

(b) Eligible Institutional Shareholders who received an offer to participate in the Institutional Entitlement

Offer (whether they accepted their Entitlement or not);

(c) Ineligible Institutional Shareholders who were ineligible to participate in the Institutional Entitlement

Offer; or

(d) Shareholders who are not eligible under all applicable securities laws to receive an offer under the

Retail Entitlement Offer.

In particular, persons acting as nominees for other persons may not take up Entitlements on behalf of, or

send any documents relating to the Retail Entitlement Offer to, any person in the United States. Persons in

the United States and persons acting for the account or benefit of persons in the United States will not be

able to exercise Entitlements under the Retail Entitlement Offer.

MOVE is not required to determine whether or not any registered holder is acting as a nominee or the

identity or residence of any beneficial owners of Shares or Entitlements. Where any holder is acting as a

nominee for a foreign person, that holder, in dealing with its beneficiary will need to assess whether indirect

participation by the beneficiary in the Retail Entitlement Offer is compatible with applicable foreign laws.

MOVE is not able to advise on foreign laws.

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Overseas Shareholders

The Offer is only open to Eligible Shareholders, Institutional Investors and persons that MOVE is satisfied

can otherwise participate in the Offer in compliance with all applicable laws. MOVE has determined that it

is unreasonable to extend the Retail Entitlement Offer to Ineligible Retail Shareholders and the Institutional

Entitlement Offer to Ineligible Institutional Shareholders because of the small number of such Shareholders,

the number and value of Shares that they hold and the cost of complying with the applicable regulations in

jurisdictions outside New Zealand and Australia.

This Offer Document is only being sent by MOVE to Eligible Shareholders and Institutional Investors. 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.

MOVE disclaims all liability to such persons.

Nominees and custodians may not distribute any part of this Offer Document, and may not permit any

beneficial shareholder to participate in the Offer who is located, in the United States or any other country

outside New Zealand and Australia except to institutional and professional investors listed in, and to the

extent permitted under, this section.

Australia

This document and the offer of Entitlements and New Shares under the Offer (and this document for

the purposes of that offer) are being made available in Australia in reliance on the Australian Securities

and Investments Commission Corporations (Foreign Rights Issues) Instrument 2015/356 or otherwise to

persons to whom the Offer can be made without a formal “disclosure document” under Chapter 6D of the

Corporations Act.

This document is not a prospectus, product disclosure statement or any other formal “disclosure document”

for the purposes of Australian law or the Corporations Act and is not required to, and does not, contain

all the information which would be required in a “disclosure document” under Australian law or the

Corporations Act. It may contain references to dollar amounts which are not Australian dollars, may contain

financial information which is not prepared in accordance with Australian law or practices, may not address

risks associated with investment in foreign currency denominated investments and does not address

Australian tax issues.

This document has not been, and will not be, lodged or registered with the Australian Securities and

Investments Commission or the Australian Securities Exchange and the issuer is not subject to the

continuous disclosure requirements that apply in Australia.

Prospective investors should not construe anything in this document as legal, business or tax advice nor as

financial product advice for the purposes of Chapter 7 of the Corporations Act.

Hong Kong

WARNING: This Offer Document has not been, and will not be, registered as a prospectus under the

Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it

been authorised by the Securities and Futures Commission in Hong Kong pursuant to the Securities and

Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the SFO). Accordingly, this document may not be

distributed, and the Entitlements and the New Shares may not be offered or sold, in Hong Kong other than to

“professional investors” (as defined in the SFO and any rules made under that ordinance).

No advertisement, invitation or document relating to the Entitlements and the New Shares has been or will

be issued, or has been or will be in the possession of any person for the purpose of issue, in Hong Kong or

elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of

Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to

Entitlements and the New Shares that are or are intended to be disposed of only to persons outside Hong

Kong or only to professional investors. No person allotted Entitlements or New Shares may sell, or offer to

sell, such securities in circumstances that amount to an offer to the public in Hong Kong within six months

following the date of issue of such securities.

The contents of this Offer Document have not been reviewed by any Hong Kong regulatory authority.

You are advised to exercise caution in relation to the offer. If you are in doubt about any contents of this

document, you should obtain independent professional advice.

Singapore

This Offer Document and any other materials relating to the Entitlements and the New Shares have not

been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of

Singapore. Accordingly, this Offer Document and any other document or materials in connection with the

offer or sale, or invitation for subscription or purchase, of Entitlements and New Shares, may not be issued,

circulated or distributed, nor may the Entitlements and New Shares be offered or sold, or be made the

subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore

except pursuant to and in accordance with exemptions in Subdivision (4) Division 1, Part XIII of the Securities

and Futures Act, Chapter 289 of Singapore (the SFA), or as otherwise pursuant to, and in accordance with

the conditions of any other applicable provisions of the SFA.

This document has been given to you on the basis that you are (i) an “institutional investor” (as defined in

the SFA) or (ii) an “accredited investor” (as defined in the SFA). If you are not an investor falling within one of

these categories, please return this Offer Document immediately. You may not forward or circulate this Offer

Document to any other person in Singapore.

Any offer is not made to you with a view to the Entitlements or the New Shares being subsequently offered

for sale to any other party. There are on-sale restrictions in Singapore that may be applicable to investors

who acquire Entitlements or New Shares. As such, investors are advised to acquaint themselves with the SFA

provisions relating to resale restrictions in Singapore and comply accordingly.

Underwriting Agreement

MOVE has requested the Underwriters to underwrite the Offer and the Underwriters have agreed to do so.

This means that the Underwriters will subscribe at the Application Price for any New Shares that are not

subscribed for by Eligible Shareholders or Institutional Investors under the Offer in accordance with the

terms of the Underwriting Agreement. A summary of the principal terms of the Underwriting Agreement are

set out immediately below:

• The Underwriters have the power to appoint sub-underwriters.

• The Underwriters will be paid an agreed fee for their services in connection with the Offer.

• The Underwriting Agreement contains termination events, representations, warranties and indemnities

that are customary for an offer of this nature.

• The reasons why the Underwriters may terminate their obligations under the Underwriting Agreement

include events which have, or are likely to have, a material adverse effect on MOVE, the Shares or the

Offer. These may be as a result of events related to MOVE or as a result of external events, such as

material or fundamental changes in financial, economic and political conditions in certain countries or

financial markets.

• If the Underwriting Agreement is terminated, a termination fee may be payable to the Underwriters.

• MOVE has indemnified the Underwriters and their respective directors, officers, partners, employees

and advisers against certain losses sustained, suffered or incurred, arising out of or in connection with

the Offer, the allotment of the New Shares or the Underwriting Agreement.

• For a period commencing on the date of the Underwriting Agreement and ending three months after

the Allotment Date for the Retail Entitlement Offer, MOVE and its subsidiaries will not, without the prior

written consent of the Underwriters:

– offer for sale or accept offers for any Shares or other equity securities issued by MOVE;

– allot or issue any Shares or other equity securities of MOVE (whether preferential, redeemable,

convertible or otherwise);

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– issue or grant any right or option that entitles the holder to call for the issue of Shares or other

equity securities by MOVE or that is otherwise convertible into, exchangeable for or redeemable

by the issue of, Shares or other equity securities by MOVE;

– create any debt instrument or other obligation which may be convertible into, exchangeable for

or redeemable by, the issue of Shares or other equity securities by MOVE;

– otherwise enter into any agreement whereby any person may be entitled to the allotment and

issue of any Shares or other equity securities by MOVE; or

– make any announcement of an intention to do any of the above,

other than pursuant to an existing employee incentive plan (including as may be amended or

updated from time to time), the Offer or the terms of the convertible notes issued by MOVE on 30 April

2021; or

– dispose of or charge, or agree to dispose of or charge, the whole or any substantial part of the

business; or

– enter into any commitment that is or may be material in the context of the Offer, the underwriting

or the quotation of Shares on the NZX,

other than as publicly disclosed or disclosed to the Underwriters prior to the date of the Underwriting

Agreement.

Terms and Ranking of New Shares

New Shares will rank equally with, and have the same voting rights, dividend rights and other entitlements

as, Existing Shares in MOVE quoted on the NZX Main Board. Entitlements will not be quoted and cannot be

traded on the NZX Main Board but may be privately transferred. It is a term of the Offer that MOVE will take

any necessary steps to ensure that the New Shares are, immediately after issue, quoted on the NZX Main

Board.

MOVE’s current dividend policy, which is subject to business performance, market conditions and regulatory

requirements, is that the annual dividend paid will be in the range of 50 to 70% of annual adjusted net profit

after tax. MOVE intends to pay dividends semi-annually, typically in September and March of each year,

and to impute dividends fully, if possible given the level of imputation credits available. MOVE has not paid a

dividend since September 2019.

NZX

The New Shares have been accepted for quotation on the NZX Main Board and will be quoted upon

completion of allotment procedures. The NZX Main Board is a licensed market operated by NZX which is

a licensed market operator regulated under the FMCA. However, NZX accepts no responsibility for any

statement in this Offer Document.

It is expected that trading on the NZX Main Board of the New Shares issued under:

• the Institutional Entitlement Offer and Institutional Bookbuild will commence on 5 November 2021; and

• the Retail Entitlement Offer and Retail Bookbuild will commence on 18 November 2021.

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/ GLOSSARY

TERMDEFINITION

Allotment DateIn respect of the:

(a) Institutional Entitlement Offer and Institutional Bookbuild, 5 November

2021; and

(b) Retail Entitlement Offer and Retail Bookbuild, 18 November 2021.

Application PriceNZ$1.40 per New Share.

BookbuildThe Institutional Bookbuild or the Retail Bookbuild.

Business DayHas the meaning giving to that term in the NZX Listing Rules.

Clearing PriceThe price determined:

(a) in respect of the Institutional Bookbuild, through the Institutional

Bookbuild process; and

(b) in respect of the Retail Bookbuild, through the Retail Bookbuild process,

which may be equal to or above the Application Price.

Corporations ActThe Australian Corporations Act 2001 (Cth).

Eligible Institutional

Shareholder

A person who, as at 6.00pm on the Record Date, was recorded in MOVE’s

share register as being a Shareholder and:

(a) whose address is shown in MOVE’s share register as being in New

Zealand, Australia, Hong Kong, Singapore, or is a person who MOVE is

satisfied the Institutional Entitlement Offer may be made to under all

applicable laws without the need for any registration, lodgement or

other formality (other than a formality with which MOVE is willing to

comply), and who is not in the United States and who is not acting for

the account or benefit of a person in the United States; and

(b) is an Institutional Investor (or the nominee of an Institutional Investor)

and is invited to participate in the Institutional Entitlement Offer.

Eligible Retail ShareholderA person who, as at 6.00pm on the Record Date, was recorded in MOVE’s

share register as being a Shareholder and whose address is shown in

MOVE’s share register as being in New Zealand or Australia, and who is not

in the United States and not acting for the account or benefit of a person in

the United States, and who is not an Institutional Shareholder.

Eligible ShareholderAn Eligible Retail Shareholder or an Eligible Institutional Shareholder.

Eligible TransfereeA person:

(a) in New Zealand; or

(b) in Australia, who MOVE considers is a person to whom the offer of

Shares may be lawfully made pursuant to the ASIC Corporations

(Foreign Rights Issues) Instrument 2015/356.

EntitlementA right to subscribe for 1 New Share for every 3.06 Existing Shares held at

6.00pm on the Record Date at the Application Price, issued pursuant to the

Offer.

Entitlement and

Acceptance Form

The personalised entitlement participation form and entitlement transfer

form for Eligible Retail Shareholders which is available:

(a) online at https://move.capitalraise.co.nz; or

(b) in hard copy by request to the Registrar.

TERMDEFINITION

Existing ShareA Share on issue on the Record Date.

FMCAThe Financial Markets Conduct Act 2013.

Ineligible Institutional

Shareholder

A person who, as at 6.00pm on the Record Date, was recorded in MOVE’s

share register as being a Shareholder who is not an Institutional Investor but,

if the Shareholder’s address was shown in MOVE’s share register as being

in New Zealand, Australia, Hong Kong or Singapore, would in the opinion of

MOVE be an Institutional Investor.

Ineligible Retail ShareholderA Shareholder who is not an Institutional Shareholder or an Eligible Retail

Shareholder.

Ineligible ShareholderShareholders other than Eligible Shareholders.

Institutional BookbuildThe bookbuild process conducted by the Joint Lead Managers under

which New Shares attributable to Unexercised Institutional Entitlements are

offered to Institutional Investors (which may include Eligible Institutional

Shareholders, whether or not they took up their full Entitlement under the

Offer).

Institutional Entitlement

Offer

The offer of New Shares to Eligible Institutional Shareholders.

Institutional InvestorA person:

(a) in New Zealand:

(i) in relation to the Institutional Entitlement Offer, who MOVE

considers is a wholesale investor as defined in the FMCA; and

(ii) in relation to the Institutional Bookbuild and the Retail Bookbuild,

who the Joint Lead Managers invite to participate in the

Institutional Bookbuild or the Retail Bookbuild;

(b) in Australia, who MOVE considers is a person to whom an offer of

shares for issue may be lawfully made without a formal disclosure

document under Part 6D.2 of the Corporations Act (as modified by

any applicable regulatory instrument), including in accordance with

applicable exemptions in sections 708(8) (sophisticated investors) or

708(11) (professional investors) of the Corporations Act;

(c) in Hong Kong, who MOVE considers is a “professional investor” as

defined in the Securities and Futures Ordinance of Hong Kong, Chapter

571 of the Laws of Hong Kong;

(d) in Singapore, who MOVE considers is an “institutional investor” or an

“accredited investor”, as defined in Subdivision (4) Division 1, Part XIII of

the Securities and Futures Act, Chapter 289 of Singapore; or

(e) who MOVE is satisfied the Institutional Entitlement Offer may be made

to under all applicable laws without the need for any registration,

lodgement or other formality (other than a formality with which MOVE

is willing to comply),

and who is not in the United States and who is not acting for the account or

benefit of a person in the United States.

Institutional PremiumThe amount per New Share, if any, by which the Clearing Price in the

Institutional Bookbuild exceeds the Application Price.

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TERMDEFINITION

Institutional Settlement

Date

The date of settlement of New Shares under the Institutional Entitlement

Offer and Institutional Offer, expected to be 5 November 2021 on NZX.

Institutional ShareholderEligible Institutional Shareholders and Ineligible Institutional Shareholders.

Joint Lead ManagersCraig Investment Partners Limited and Bell Potter Securities Limited.

MOVEMOVE Logistics Group Limited (company number 1015212).

New ShareA Share in MOVE offered under the Offer of the same class as, and ranking

equally in all respects with, MOVE’s quoted Shares at the Allotment Date.

NZXNZX Limited.

NZX Main BoardThe main board equity security market operated by NZX.

NZX Listing RulesThe listing rules of NZX in relation to the NZX Main Board (or any market in

substitution for that market) in force from time to time, read subject to any

applicable rulings or waivers.

NZX Primary Market

Participant

Any company, firm, organisation, or corporation designated or approved as

a primary market participant from time to time by NZX.

OfferThe accelerated renounceable entitlement offer of New Shares detailed

in this Offer Document, comprising the Institutional Entitlement Offer, the

Institutional Bookbuild, the Retail Entitlement Offer and the Retail Bookbuild.

Offer DocumentThis document.

PremiumThe amount per New Share, if any, by which the Clearing Price exceeds the

Application Price.

Record Date29 October 2021

RegistrarLink Market Services Limited.

Retail BookbuildThe bookbuild process conducted by the Joint Lead Managers under which

New Shares attributable to Unexercised Retail Entitlements are offered to

Institutional Investors (which may include Eligible Institutional Shareholders

whether or not they took up their full Entitlement under the Offer).

Retail Entitlement OfferThe offer of New Shares to Eligible Retail Shareholders.

Retail PremiumThe amount per New Share, if any, by which the Clearing Price in the Retail

Bookbuild exceeds the Application Price.

ShareA fully paid ordinary share in MOVE.

ShareholderA registered holder of Shares.

Takeovers CodeThe Takeovers Code set out in the schedule to the Takeovers Regulations

2000.

UnderwritersCraigs Investment Partners Limited and Bell Potter Securities Limited.

Unexercised EntitlementsUnexercised Institutional Entitlements and Unexercised Retail Entitlements.

TERMDEFINITION

Unexercised Institutional

Entitlements

Entitlements that are not taken up by Eligible Institutional Shareholders (or

their transferees) under the Institutional Entitlement Offer together with

those Entitlements of Ineligible Institutional Shareholders.

Unexercised Retail

Entitlements

Entitlements that are not taken up by Eligible Retail Shareholders (or

their transferees) under the Retail Entitlement Offer together with those

Entitlements of Ineligible Retail Shareholders.

NOTE:

• 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.

• This Offer Document, the Offer and any contract resulting from it are governed by the laws of New

Zealand, and each applicant submits to the exclusive jurisdiction of the courts of New Zealand.

DIRECTORY
Joint Lead Managers

Craigs Investment Partners Limited

Level 32, Vero Centre

48 Shortland Street

Auckland 1010

New Zealand

Bell Potter Securities Limited

Level 29, 101 Collins Street

Melbourne VIC 3000

Australia

Lawyers

Harmos Horton Lusk Limited

Level 33, Vero Centre

48 Shortland Street

Auckland 1010

New Zealand

Issuer

MOVE Logistics Group Limited

330 Devon Street East

Fitzroy

New Plymouth 4312

New Zealand

Directors

Lorraine Witten (Chair)

Trevor Janes

Jim Ramsay

Danny Chan

Peter Dryden

Mark Newman

Chris Dunphy

Share Registrar

Link Market Services Limited

Level 30, PwC Tower

15 Customs Street West

Auckland 1010

New Zealand

Telephone +64 9 375 5998

applications@linkmarketservices.co.nz

www.linkmarketservices.co.nz

---

MOVE LOGISTICS GROUP LIMITED
CapitalRaisingPresentation

October 2021

Important notice and disclaimer
This presentation has been prepared by MOVE Logistics Group Limited (“MOVE”) in connection with an offer of new ordinary shares in MOVE (“New Shares”) by way of an accelerated renounceable

entitlement offer (“Offer”) under clause 19 of Schedule 1 of the Financial Markets Conduct Act 2013 (“FMCA”).

Information

This presentation contains summary information about MOVE and its activities which is current as at the date of this presentation. The information in this presentation is of a general nature and

does not purport to be complete nor does it contain all the information which a prospective investor may require in evaluating apossible investment in MOVE or that would be required in a product

disclosure statement under the FMCA. The historical information in this presentation is, or is based upon, information that has been released to NZX Limited (“NZX”). This presentation should be

read in conjunction with MOVE’s annual report, market releases and other periodic and continuous disclosure announcements, whichare available at www.nzx.com.

Any decision to acquire New Shares under the Offer should be made on the basis of the separate offer document to be lodged with NZX (the “Offer Document”). Any eligible shareholder who

wishes to participate in the Offer should review the Offer Document and apply in accordance with the instructions set out in theOffer Document or as otherwise communicated to the shareholder.

This presentation and the Offer Document do not constitute an offer, advertisement or invitation in any place in which, or toany person to whom, it would not be lawful to make such an offer,

advertisement or invitation.

Not financial product advice

This presentation is for information purposes only and is not financial or investment advice or a recommendation to acquire MOVE’s securities, and has been prepared without taking into account

the objectives, financial situation or needs of prospective investors. Before making an investment decision, prospective investors should consider the appropriateness of the information having

regard to their own objectives, financial situation and needs and consult a financial adviser, solicitor, accountant or otherprofessional adviser if necessary.

Past performance

Any past performance information given in this presentation is given for illustrative purposes only and should not be relied upon as (and is not) an indication of future performance. No

representations or warranties are made as to the accuracy or completeness of such information.

Future performance

This presentation includes certain “forward-looking statements” about MOVE and the environment in which MOVE operates. Forward-looking information is inherently uncertain and subject to

contingencies, known and unknown risks and uncertainties and other factors, many of which are outside of MOVE’s control, and mayinvolve significant elements of subjective judgement and

assumptions as to future events which may or may not be correct. A number of important factors could cause actual results or performance to differ materially from the forward-looking statements.

No assurance can be given that actual outcomes or performance will not materially differ from the forward-looking statements. The forward-looking statements are based on information available

to MOVE as at the date of this presentation. Except as required by law or regulation (including the NZX Listing Rules), MOVE undertakes no obligation to provide any additional or updated

information whether as a result of new information, future events or results or otherwise.

Financial information

All currency amounts in this presentation are in NZ dollars and figures are subject to rounding. References to FY21 in this presentation are to the financial year ended 30 June 2021.

2

Important notice and disclaimer
Distribution of presentation

This presentation must not be distributed in any jurisdiction to the extent that its distribution in that jurisdiction is restricted or prohibited by law or would constitute a breach by MOVE of any law.

The distribution of this presentation in other jurisdictions outside New Zealand or Australia may be restricted by law, and persons into whose possession this presentation comes should observe any

such restrictions. Any failure to comply with such restrictions may violate applicable securities laws. See the “Foreign SellingRestrictions” section of this presentation. None of MOVE, any person

named in this presentation or any of their affiliates accept or shall have any liability to any person in relation to the distribution or possession of this presentation from or in any jurisdiction.

Not for distribution or release in the United States

This presentation is not for distribution or release in the United States. This presentation does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States.

The Entitlements and the New Shares have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended(the “U.S. Securities Act”), or the securities laws of any state or

other jurisdiction of the United States, and may not be offered or sold in the United States except in transactions exempt from,or not subject to, registration under the U.S. Securities Act and

applicable securities laws of any state or other jurisdiction of the United States. Accordingly, the Entitlements and the NewShares are only being offered and sold in "offshore transactions" in

compliance with Regulation S under the US Securities Act.

Disclaimer

To the maximum extent permitted by law, each of MOVE, CraigsInvestment Partners Limited and Bell Potter Securities Limited (the “JointLead Managers”) and their respective affiliates, related

bodies corporate, directors, officers, partners, employees, agents and advisers (together, the “Specified Persons”) disclaim all liability and responsibility (whether in tort (including negligence) or

otherwise) for any direct or indirect loss or damage which may be suffered by any person through use of or reliance on anything contained in, or omitted from, this presentation.

None of the Joint Lead Managers or any of their respective affiliates, related bodies corporate, directors, officers, partners, employees, agents and advisers have authorised, permitted or caused the

issue, submission, dispatch or provision of this presentation and none of them makes or purports to make any statement in this presentation and there is no statement in this presentation which is

based on any statement by any of them.

The Specified Persons make no representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of information in this presentation and, with regard to the

Joint Lead Managers and their respective affiliates, related bodies corporate, directors, officers, partners, employees, agents and advisers, take no responsibility for any part of this presentation or

the Offer.

The Joint Lead Managers and their respective affiliates, related bodies corporate, directors, officers, partners, employees, agents and advisers make no recommendations as to whether you or your

related parties should participate in the Offer nor do they make any representations or warranties to you concerning the Offer, and you represent, warrant and agree that you have not relied on any

statements made by the Joint Lead Managers or their respective affiliates, related bodies corporate, directors, officers, partners, employees, agents and advisers in relation to the Offer and you

further expressly disclaim that you are in a fiduciary relationship with any of them.

Statements made in this presentation are made only as at the date of this presentation. The information in this presentation remains subject to change without notice. MOVE reserves the right to

withdraw the Offer or vary the timetable for the Offer without notice.

3

Executive Summary
Overview of MOVE

MOVE Business

Review

-MOVE is one of New Zealand’s largest logistics companies, providing end-to-end supply chain solutions to SMEs and large

corporate customers

-MOVE has a diverse customer base across a wide range of sectors

-Over 50 leased sites across New Zealand, approximately 3,500 customers, 1,400+ employees and annual sales of ~$350m

4

-MOVE has undertaken a strategic review and commenced a business realignment to build on MOVE’s substantial

logistics and distribution network, unlock value and maximise shareholder returns. Key elements include:

-Rebranding to MOVE

-Board & management refresh

-Identification of strategic initiatives

-Restructuring from five to three business divisions

-Optimisation of the capital structure

Capital Raising

-MOVE Logistics is raising approximately NZ$40m via a 1 for 3.06 fully underwritten accelerated renounceable entitlement

offer of new fully paid ordinary shares (“Offer”), at an Offer Price of $1.40 per New Share

-The Offer Price reflects a 13.6% discount to the closing price of MOVE shares on the NZX of NZ$1.62 on 26 October 2021

and a 10.6% discount to the Theoretical Ex-Rights Price of NZ$1.57

-Proceeds from the Offer will provide balance sheet flexibility to enable MOVE to accelerate its brand refresh, complete its

business restructure, fund further capital initiatives (including in information technology systems), modernise the fleet and

enter intointermodal and maritime leases

-The Offer is fully underwritten by Bell Potter Securities Limited and Craigs Investment Partners Limited

OVERVIEW
OF MOVE

5

Introduction to MOVE
One of New Zealand’s largest logistics business with substantial growth opportunities

6

•MOVE is one of New Zealand’s largest logistics companies, providing end-to-end supply chain solutions

to SMEs and large corporate customers

•MOVE has a diverse customer base across a wide range of sectors, includingpackaging, energy, oil &

gas, building & infrastructure and FMCG

•Over 50 sites

1

across New Zealand

•Approximately 3,500 customers, 1,400+ employees and annual sales of ~$350m

•To maximise shareholder returns and unlock value, MOVE is realigning its business towards a

multi-modal freight offering and has undertaken a broad strategic review of the business

1.Sites are leasehold

Board & Management
Lorraine Witten

Independent Chair

PeterDryden

IndependentDirector

Chris Dunphy

Chief Executive Officer,

ExecutiveDirector

MOVE’sBoardhasawidebreadthofdomesticandinternational experience,providingabalanceofindustryexperts,

customerinsights,capital marketsandtechnologyskillsetstoexecutestrategicobjectives

Mark Newman

IndependentDirector

Danny Chan

IndependentDirector

Grant Devonport

Nominated Director

Our Board

1

1.Post-November Annual Shareholders’ Meeting at which Trevor Janes and James (Jim) Ramsey are retiring and Grant Devonport has been nominated to be appointed

as an Independent Director. Grant’s appointment is subject to shareholder approval at the ASM

MOVE’sleadership team is highly experienced and brings a wealth of knowledge to the table, having held senior

positions across several companies in the transport and logistics industry

Our Leadership Team

Lee Banks

Chief Financial Officer

Chris Dunphy

Chief Executive Officer,

ExecutiveDirector

Chris Knuth

Chief Operating Officer –

Freight

James Watters

Chief Operating Officer –

Contract Logistics

Represents a recent or incoming

addition to the MOVE team

7

FY21 Financial Results Overview
$353.3m

Revenue

1.Excludes non-trading costs of $1.5m excluding tax, which comprise $1.2m for a discontinued IT project and $0.3m associated with an acquisition which was not progressed

2.NPAT (GAAP measure) attributable to common shareholders

$15.0m

EBIT

1

$0.9m

NPAT

2

Group Revenue

EBITDA (before non-trading items)

NPAT (before non-trading items)EBIT (before non-trading items)

333.8

353.3

320

330

340

350

360

FY20FY21

NZ$m

57.5

61.3

54

56

58

60

62

FY20FY21

NZ$m

1.7

2.5

-

1

2

3

FY20FY21

NZ$m

8

14.6

15.0

14.0

14.5

15.0

15.5

FY20FY21

NZ$m

MOVE Business Review
Key objectives: margin improvement, asset utilisation and profitability

9

MOVE has built atransport and logistics platform of substantial scale. The Board and management see significant

unrealisedpotential for the company to leverage this platform

1. Rebrand to MOVE2. Board and management refresh

3. Strategic review priorities

identified

–Rebranding to bring businesses under

the banner of MOVE, signifying a

unified presence across our end-to-end

supply chain solutions

–The ongoing rejuvenation of the Board

has resulted in two new appointees in the

last six months, with Chris Dunphy and

Mark Newman joining the Board, and

James Watters and Chris Knuth joining

the Management team

–To drive margin improvement, better

utilisation of assets and profitability

MOVE will:

1. Turn around and reset the

Freight division;

2. Define, invest in and deliver an

attractive multiservice solution

for contracted customers; and

3. Optimise the leasehold

property footprint to service

customer demand

4. Restructure of business divisions

–Restructuring of the five key divisions

into three: Freight, Contract Logistics

and Investments

5. Capital structure optimised

–New bank debt facility on improved

terms

–Sell down completed by founder

shareholders with new investorsjoining

the register

Overview of divisional contribution
1.Before non-trading items, segment EBITDA and EBIT % contributions are prior to any corporate segment cost allocation

10

Freight

27%

Contract

Logistics

59%

Investments

14%

Freight

48%

Contract

Logistics

43%

Investments

9%

Freight division presents a significant opportunity for MOVE

Freight

7%

Contract

Logistics

65%

Investments

28%

$353m$61m

1

$15m

1

FY21 RevenueFY21 EBITDA

FY21 EBIT

Corporate Overview
KeyMarket Metrics(NZ$)

Share Price

1

$1.62

Market Capitalisation

2

$142.0m

Net debt

3

$57.0m

Enterprise Value$199.0m

Top 5 Shareholders (as of 31 July 2021)

James Ramsay & Nerida Joy Ramsay &

Ramsay Family Trustee Limited

13.04%

Gregory Whitham10.58%

Kevin Garnet Smith9.70%

Larry William Stewart & Kaylene Joy

Stewart & Sr Taranaki Trustees Limited

9.35%

Alan Terris8.90%

1.As at close 26 October 2021

2.Market capitalisation calculations based on ordinary shares on issue (87,684,882)

3.As at30 June 2021, refer page 23 for further information

Share Price Performance (YTD 2021)

11

-

100k

200k

300k

400k

500k

600k

-

0.40

0.80

1.20

1.60

2.00

2.40

Jan-21Mar-21May-21Jul-21Sep-21

Volume traded

Share price (NZ$)

Move Logistics Group Limited (NZSE:MOV) - Volume

Move Logistics Group Limited (NZSE:MOV) - Share Pricing

STRATEGY
12

NEXT 12 MONTH’S PRIORITIES
Where We Are Going

MEDIUM-TERMINITATIVES

MOVE’s 3-year goal is to deliver growth via continued organic opportunities and execution of identified and potential

acquisition targets. Planned organic initiatives to increase total earnings and lift margins include technology driven operating

efficiencies, customer acquisition, further cross selling and extending industry niches

Our Strategy

‒Rationalise the MOVE leasehold property portfolio to ensure that

multi-modal solutions can be fully accessed

‒Build greater competency in rail freight solutions, via equipment leases

‒Either expand or exit our investment assets in International and Specialist

which meet our return on capital criteria

‒Continue to support coastal shipping initiatives and development of

regional ports

‒Selectively acquire businesses where the economics of doing so are

compelling

1

2

3

4

5

13

‒Continue to strengthen MOVE by bringing more talented people on board

with the specific skills and deep experience to transform the business

1

‒Complete a capital structure review and emerge with a stronger balance

sheet and better defined operating structure

2

‒Implement a full transport management system across Freight and

upgrade in-cab and automation solutions at our Contract Logistics sites

‒Expand our engagement with owner drivers in the Freight division,

modernise our fleet and move towards a fully-maintained lease fleet

elsewhere

‒Continue to refine our service offering with a priority focus on margin

3

4

5

How We Achieve Our Strategy
14

Key Priorities

Fix the Freight Division

Define our Contract

Logistics offering

Reposition our asset base

•Define the segments we are in and

either invest in or exit them

•Ensure that we have the right tools

to do the job

•Manage for margin not size

•Realign the culture from trucks to

customer solutions

•Reduce silos and increase customer

solutions

•Creation of Contract Logistics from two

divisions: Fuel and Warehousing

•Two equal-sized business units

•Attract high-calibre executives to grow

this offering

•Potential to greatly expand our bulk

liquids & FMCG solutions

Recognition of the long-term and dedicated

nature of customer-specific assets with

tenure

•Rationaliseleasehold sites and leases

for best purpose

•Exit company-owned vehicles in favour

of leases and owner drivers

•Invest in best-of-breed IT that can drive

operational efficiencies

•Attract good people and retain the best

people

“MOVE leased what it should own &

owned what it should lease” –Chris

Dunphy

132

OVERVIEW
OF MOVE

DIVISIONS

15

Divisions post restructuring
FREIGHT

FTL

(full truck load)

LCL

(less than truck

load)

CONTRACT

LOGISTICS

BULK LIQUIDS

WAREHOUSING

& LOGISTICS

INVESTMENTS

1

SPECIALIST

INTERNATIONAL

1.Held for expansion or divestment

MOVE previously operated across five key divisions; Freight, Bulk Liquids, Warehousing&Logistics,International

andSpecialistTransport. Post restructure, the corporate structure has been simplified to three divisions, with

Chief Operating Officers running enterprises of a similar scale

16

Freight Overview
MOVE is one of the largest express freight and full truck network

operators in New Zealand, including Class 5 Heavy vehicles, with

a nationwide network and regionalbreadth

FTL

(full truck load)

LCL

(less than truck

load)

-MOVE's LCL network encompasses a broad provincial footprint

-Operates in hard-to-service locations

-The Freight division has 500 vehicles

1

operating out of 29 depots and

services various key industries, including packaging, dairy, horticulture, rural

farm supplies and timber

-Planned investment in fleet upgrades

-Move underway to amorecapitallightoperating model

-Innovatenot only within road transport but towards other modes

-Proposed implementation of new Transport ManagementSystem inFY22/23

-MOVE's strength in FTL comes from its close alignment to the rural economy

-This is a result of MOVE's heritage as an amalgam of rural carriers, with deep roots in

locations such as the Taranaki, Manawatu, Nelson and Canterbury

17

$169.0m (48%)

FY21 Group Revenue

$17.6m (27%)

FY21 Group EBITDA

2

$1.3m (7%)

FY21 Group EBIT

2

1.MOVE Freighting prime moversas at30 June 2021 includesowned, leased and owner driver vehicles

2.Excludes corporate contribution and is before non-trading items

Contract Logistics Overview
MOVE has a broad footprint of high-capacity

warehousing, with our bulk fuel and gas tankers

visible across the nation

BULK LIQUIDS

WAREHOUSING

& LOGISTICS

-Specialists intransporting fuel, LPG and industrial chemicals

-Fully certified fleet for transport of dangerous goodswitha

team of over300trained professionals supporting this

operation

-KeycustomersincludeZEnergy, Farmlands andRockgas

-We are a large3PL operator in New Zealand

-Offer a national warehousing solution, including warehousing,

cross docking, container cartage and loading and metropolitan

delivery

-Our customers include arange of international FMCG brands

2.8bn

litresof fuel delivered

in FY21

1

103,445

sqm of 3PL

warehousing capacity

700

person team nationwide

18

$151.9m (43%)

FY21 Group Revenue

$38.4m (59%)

FY21 Group EBITDA

2

$12.7m (65%)

FY21 Group EBIT

2

1.For the 12 months ending 30 June 2021

2.Excludes corporate contribution and is before non-trading items

Investments Overview
Portfolio of companies servicing a broad range of industries

INTERNATIONAL

SPECIALIST

-Internationalincludes freight forwarding and logistics services

-Key brand Alpha, of which MOVE has majority ownership,

services the oil and gas industry

-MOVE also has operations invessel / boat transportation and

offers custom clearance support and port services

-Group of businesses specialising in heavy and large haulage

and machinery lifting, as well as advisory services

-Primary playerin the transport of large and heavy goods for

generation and infrastructure sectors

-Experienced team of load escort pilots, drivers, crane operators

and riggers

19

$32.4m (9%)

FY21 Group Revenue

$8.9m (14%)

FY21 Group EBITDA

1

$5.4m (28%)

FY21 Group EBIT

1

1.Excludes corporate contribution and is before non-trading items

Project
4

10

10+

12

16

21

25+

25+

25+

-51015202530

Vestas

ACI Operations NZ

Iplex Pipelines

Z Energy

Orora Packaging NZ

Farmlands

Rockgas

Lion

Asahi

Foodstuffs

Years

Loyal and Diverse Customer Base

IndustryBreakdown

2

LengthofRelationshipswith Group Customers

1

MOVEhasadiverseandloyalbaseofapproximately 3,500 customersacrossawiderangeof sectorswitha

lowlevelofchurnandconcentration

MOVE Group Customers

Significant customers include:

20

1.Length of relationship with top ten customers by revenue

2.Industry breakdown for 70% of customer revenue

Energy, Oil & Gas

36%

FMCG (incl. Food &

Beverage)

23%

Building &

Infrastructure

21%

Packaging

12%

Primary

8%

FINANCIALS
21

Income statement
22

$NZmFY20FY21

Income

1

346.9356.8

Direct expenses(252.2)(255.3)

Gross profit94.7101.5

Divisional overheads(34.4)(36.5)

Corporate overheads(2.8)(3.6)

EBITDA

1,2

57.561.3

Depreciation & amortisation(42.9)(46.4)

EBIT

1

14.615.0

Net finance costs(11.8)(11.2)

Share of associates(0.1)(0.1)

Income tax expense(1.0)(1.0)

Non controlling interests(0.5)(0.4)

Net profit after tax before non-trading items

3

1.22.1

1.Before non-trading items for FY21 totalling $1.5m. Non-trading costs of $1.5m excluding tax comprise $1.2m for a discontinued IT project and $0.3m associated with

an acquisition which was not progressed

2.Post-NZ-IFRS-16. See reconciliation on page 26

3.NPAT excluding non-trading items (non-GAAP measure) attributable to common shareholders

•Improved income due to recovery of sales

(post COVID-19 2020 level 4 lockdown),

new warehouses commissioned and

significant specialist windfarm project

•Gross profit margin improved by project

work

•Increased divisional overheads driven by a

focus on improved capability in both

people and systems

•Corporate overhead cost increase due to

additional investment in externally hosted

technology environments

•Depreciation increase due to the addition

of several leased properties

•Net finance cost decrease driven by

reduction in debt levels but partially offset

with margin increase

Balance sheet
23

NZ$mFY20FY21

ASSETS

Cash and cash equivalents11.913.2

Inventories0.10.1

Trade and other receivables43.749.8

Other current assets0.30.7

Fixed assets

1

288.7274.2

Total assets344.7337.9

LIABILITES

Borrowings86.370.2

Convertible note-7.4

Derivative liabilities-0.8

Lease liabilities173.5171.5

Other current liabilities42.444.9

Other non-current liabilities5.75.1

Total liabilities307.8299.9

Total equity36.938.0

Net debt

2

74.457.0

Leverage

3

2.8x2.2x

Gearing

4

66.8%60.0%

1.Includes ROU asset

2.Excluding lease liabilities, convertible note and derivative liabilities

3.Calculated on pre-IFRS-16 basis

4.Net debt / (Net debt + Book value of equity)

•MOVE undertook a $65m refinancing,

which was completed in July 2021

•As a result, MOVE received improved

covenants

•Average debt maturity increased to 4.3

years post refinance, an increase from 1.5

years as at30 June 2021

•Net debt position of $57.0m

•Gearing of 60% is down 7% on prior year

•Leverage ratio of 2.2x (on a pre-IFRS-basis

excluding convertible note funding)

•Average cost of borrowing is 3.82%

Cash flow
24

NZ$mFY20FY21

EBITDA

1

57.460.7

Operating lease payments (NZ-IFRS-16)

2

(30.9)(36.1)

Pre-NZ-IFRS-16 EBITDA

1

26.524.5

Working capital movements(2.2)(3.3)

Operating free cash flow24.321.2

Net capex

3

(10.6)(5.7)

Free cash flow13.715.5

Acquisitions(0.0)(0.2)

Net cash flow before financing and tax13.715.3

Net interest payments(3.7)(3.0)

Tax payments(1.2)(2.5)

Advances to / from associates0.3-

Dividends (NCI)(0.7)(0.4)

Cash flow before movements in net debt8.59.4

Operating free cash flow cash conversion91.9%86.4%

Free cash flow conversion51.9%63.1%

1.Excluding non-cash items. See reconciliation of IFRS-16 adjustments on page 26

2.Actual NZ-IFRS-16 cash adjustment differs from that in the income statement due to gains / losses when unwinding leases exited earlier than expected

3.Adjusted to net of assets sold and then leased by the Group

•Operating lease payments growth due to

several new warehouses having been

commissioned during FY20/21

•Increased free cash flow was driven by

reduced net capital expenditure due to

MOVE’s prudent management and

minimization post COVID-19 2020 level 4

lockdown

‒Average age of fleet needs to be

managed down –current aging owned

prime movers of 12.6 years

‒Replacement of aging fleet is planned

over the next two years

•Interest payments decreased due to a

reduction in debt levels

•Tax payments increased due to higher tax

instalment rates

•Strong operating cash flow conversion

(~86%)

Divisional overview
25

NZ$mFY20FY21

REVENUE

Freight161.2169.0

Contract Logistics145.2151.9

Investments27.432.4

Total revenue333.8353.2

2

EBIT

Freight2.01.3

Contract Logistics11.112.7

Investments5.05.4

Corporate costs(3.5)(4.5)

Total EBIT

1

14.615.0

2

1.Before non-trading items

2.Do not sum due to rounding

NZ-IFRS-16 reconciliation
26

NZ$mFY20FY21

Post-NZ-IFRS-16 EBITDA

57.561.3

NZ-IFRS-16 impact

Reduction in occupancy costs

1

(30.9)(35.8)

Increased depreciation

28.531.5

Increase finance costs

8.08.1

Pre-NZ-IFRS-16 Underlying EBITDA

26.625.5

1.Actual NZ-IFRS-16 cash adjustment differs from that in the income statement due to gains / losses when unwinding leases exited earlier than expected

•Increase in occupancy costs off

the back of a number ofnew

warehouses having been

commissioned during FY20/21 in

Christchurch, Auckland and

Hamilton

OFFER
DETAILS

27

Capital raising overview
Structure and Size

Entitlement Offer

Price

-1 for 3.06 accelerated renounceable entitlement offer of new fully paid ordinary shares (“New Shares”) to raise gross proceeds of

approximately NZ$40 million

-New Shares issued under the Offer will rank equally with existing shares

-The Record Date for the Offer will be 6pm NZ time / 4pm Sydney time on Friday, 29 October 2021

28

1.TERP is the theoretical ex-rights price at which MOVE’s shares would trade immediately after the ex-date for the Offer. The TERPis a theoretical calculation only and the actual price at

which MOVE’s shares trade immediately after the ex-date for the Offer will depend on many factors and may not be equal to TERP. TERP is calculated by reference to MOVE’s closing

price of NZ$1.62 on 26 October 2021.

2.Entitlements will not be quoted on the NZX Main Board. Eligible retail shareholders wishing to transfer their entitlements will be responsible for identifying an eligible purchaser

Accelerated renounceable entitlement offer to raise approximately NZ$40 million

-Offer price of NZ$1.40 per New Share, representing a discount of:

-13.6% to the closing price of NZ$1.62 per share on 26 October 2021; and

-10.6% to TERP

1

of NZ$1.57

Institutional Offer

-Institutional Entitlement Offer will be open from 10am to 5pm NZ time / 8am to 3pm Sydney time on Wednesday, 27 October 2021

-Institutional entitlements not taken up and entitlements of ineligible institutional shareholders will be placed into the Institutional

Bookbuild to be conducted on Thursday, 28 October 2021

Retail Offer

-Eligible retail shareholders in Australia and New Zealand have a number of options under the Retail Offer, including:

-elect to take up all or part of their pro rata entitlements by the Retail Entitlement Offer close date of 5pm NZ time / 3pm Sydney time

Friday, 12 November 2021;

-transfer

2

all or part of their entitlements by the Retail Entitlement Offer close date of 5pm NZ time / 3pm Sydney time Friday, 12

November 2021; or

-do nothing and let their entitlements be offered for sale through the Retail Bookbuild process managed by the Joint Lead Managers

with any proceeds in excess of the Entitlement Offer price (net of any withholding tax) paid to the shareholder

Director Participation

-Bell Potter Securities Limited is Financial Advisor and Joint Lead Manager and Craigs Investment Partners Limited is Joint Lead Manager

(together the “Joint Lead Managers and Underwriters”)

-The Offer is fully underwritten by the Joint Lead Managers and Underwriters

Underwriting

-Reflecting their commitment to MOVE’s new strategic direction, MOVE’s Chair Lorraine Witten and Directors Danny Chan, Chris Dunphy

and Mark Newman intend to participate in the Offer

Use of funds
29

Proceeds from the Offer will provide balance sheet

flexibility to enable MOVE to accelerate its brand

refresh, complete its business restructure, fund

further capital initiatives (including in information

technology systems), modernise the fleet and enter

intointermodal and maritime leases.

Given the focus on investment in growth, the Board

currently does not intend to declare a dividend in

FY22. As MOVE executes on its turnaround strategy,

the Board will re-assess the dividend policy.

Use of fundsNZ$

Reduction of borrowings$20 million

Investment in growth, including:

•Accelerating the MOVE brand refresh;

•Disposal and surrender of unfit assets;

•Investing in information technology enhancements;

and

•Enter into new intermodal equipment & maritime

leases

$15 million

Other initiatives and restructuring expenses$3 million

Offer costs$2 million

Total use of funds$40 million

Pro-forma Net Debt
30

Following the capital raising, MOVE’s pro-forma net debt will reduce to 0.7x LTM

EBITDA prior to the application of use of funds, and 1.5x LTM EBITDA following the use

of funds

Pro-forma Capitalisation

Current (as at 30 June 2021)Pro-forma (as at 30 June 2021)

LimitDrawnLimitDrawn

SourcesNZ$mNZ$m

x LTM

EBITDA

1

NZ$mNZ$m

x LTM

EBITDA

1

Debt –Borrowings70.270.22.8x70.250.22.0x

Plus: Cash on balance

sheet

13.20.5x31.21.2x

Net Debt57.02.2x19.00.7x

Less: Application of use of

funds

18.00.8x

Net Debt

(inclusive of use of funds)

37.01.5x

1.Represents Pre-NZ-IFRS-16 Underlying EBITDA

2.2x

0.7x

1.5x

Pre-capital raisingPro-forma post-

capital raising

Pro-forma post-

capital raising and

use of funds

Net Debt to EBITDA

1

(as at 30 June 2021)

Indicative timetable
31

1.The above timetable is indicative only and subject to change. The Company, in consultation with the Joint Lead Managers and Underwriters, reserve the right to amend

the timetable at any time.

EventDate (2021)

Institutional Offer

Trading halt and announcement of Capital Raising Wednesday, 27 October

Institutional Entitlement Offer opens (10:00am NZ time / 8:00am Sydney time)Wednesday, 27 October

Institutional Entitlement Offer closes (5:00pm NZ time / 3:00pm Sydney time)Wednesday 27 October

Institutional Bookbuild opens (10:00am NZ time / 8:00am Sydney time)Thursday, 28 October

Institutional Bookbuild closes (7:00pm NZ time / 5:00pm Sydney time)Thursday, 28 October

Trading halt lifted Friday, 29 October

Settlement of Institutional Entitlement Offer and Institutional Bookbuild; allotment and commencement of trading of New SharesFriday, 5 November

Retail Offer

Offer document releasedWednesday, 27 October

Retail Entitlement Offer opens and Offer document despatchedMonday, 1 November

Retail Entitlement Offer closes (5:00pm NZ time / 3:00pm Sydney time)Friday, 12 November

Trading halt commences (for Retail Bookbuild)Tuesday, 16 November

Retail Bookbuild opens (10:00am NZ time / 8:00am Sydney time)Tuesday, 16 November

Retail Bookbuild closes (7:00pm NZ time / 5:00pm Sydney time)Tuesday, 16 November

Trading halt liftedWednesday, 17 November

Settlement of Retail Entitlement Offer and Retail Bookbuild; allotment and commencement of trading of New SharesThursday, 18 November

APPENDIX I
INDUSTRY OVERVIEW

32

Wholesalers
& retailers

37.6%

Other markets

26.5%

Construction

21.2%

Forestry &

logging

14.7%

NZ$8.6bn

Annual

Estimate

Freight & Logistics Industry

IndustryOverview

–New Zealand’s freight and logistics industry is

estimatedto be worthNZ$24bn

–New Zealand’s domestic road freight transport market

is estimated to be worth NZ$8.6bn per annum

✓Projected to grow by 1.3% p.a. to NZ$9.2bn

over the five years through 2024-25

–91% of total freight transportedin New Zealandisby

truck

✓Projected to remain relatively stable over the

foreseeable future

–Industry services key sectors includingconstruction,

wholesale, retail, agricultural and forestry sector

✓The diversity of these markets helps to keep

industry revenue growth stable, as a decline in

one major market is typically offset by growth

in another

Positive outlook driven by infrastructure and general freight

Freight growth forecast 2012 versus2042

Sources:ANZClientInsights: TheNewZealandTransportandLogisticsSector,October2019; IBISWorld, Road Freight Transport in New Zealand, April 2020

The industry plays a vital role in New Zealand’s economy, providing essential freightservicestomanyindustries.

Itisacruciallinkacrosssupplychainsand iskeytoNewZealand’scompetitivenessasanexportingnation

Road freight industry market segmentation

+44%

+121%

+12%

+25%

+47%

+17%

+38%

+70%

+65%

+103%

+60%

+28%

+102%

+54%

-20406080100120140

Vehicle

Courier

Meat & wool

Steel & aluminium

Coal

Petroleum

Livestock

Waste

Horticulture & other

Limestone, cement & fertiliser

Dairy

Logs & timber

Concrete, aggregate & other minerals

General freight (manufacturing & retail)

Tonnes (m)

20122042

33

45
55

65

75

Sep-06Sep-08Sep-10Sep-12Sep-14Sep-16Sep-18Sep-20Sep-22Sep-24

NZ$b

ActualForecast

3.0

4.0

5.0

6.0

7.0

1991199620012006201120162021202620312036204120462051205620612066

Population (m)

ActualForecast

Key Drivers & Market Analysis

Key Industry Drivers

–The transport industry is partially sheltered from New Zealand’s

ongoing COVID-19 lockdowns, with an estimated 60% of the

workforce able to operate as essential services

–Post COVID-19 lockdowns, the New Zealandeconomy is expected to

rebound, having a positive flow-on effect to the industry, including:

✓Resumption of international trade;

✓Increase in GDP; and

✓Resumption of activity in key industries such as

construction, manufacturing, agricultureand services

New Zealand GDP

Sources: Stats NZ;ANZ Quarterly Economic Outlook September 2021; NZ Treasury Weekly Economic Update September 2021; RBNZ August 2021 Monetary Policy Statement Data

1.Year end as at30 June

2.Linear interpolation between 5-yearly estimates 2023 –2068

Freightactivityiscloselycorrelatedtopopulationandeconomicgrowth

New Zealand Population1991–2068

1

2

34

Key Industry Trends
Sustainability &

Technology

Shift to Multi Modal

3PL

•Increasing demand for environmental

sustainability, freight digitisation and

evolving supply chains

•Technological challenges to overcome

for wider heavy EV update

•Collaborative supply chains to unlock

improvements in environmental

sustainability

•Responding to decarbonisation through

fewer truck movements in favour of

long-distance rail remains a key priority

for the industry and government,

encouraged through road-user policies

•Coastal shipping vessels advantageous

in bulk movements but limited by

suitable infrastructure at ports

•Air freight unlikely to expand beyond

high-value, low-volume freight items

until COVID-19 restrictions ease

•Benefiting from growing global trend

toward outsourcing warehousing and

logistics

•Shift from traditional asset-based supply

chain to managed services model,

where capital-intensive capabilities

(warehousing, logistics and

distributions) are outsourced to 3PL

providers who can achieve cost

efficiencies and superior services

•Prevalence of online shopping reshaping

traditional warehouse-to-retail model

with a greater proportion of distribution

being undertaken on a direct-to-

customer basis

132

35

APPENDIX II
SUPPORTING INFORMATION

36

Our Board –post November ASM
Lorraine Witten

Independent Chair

Lorraine Witten was appointed

Independent Chair in

September 2021. She is an

experienced executive and

entrepreneur with extensive

commercial experience in

high growth and high change

environments. Her skillsare in

technology, ICT, construction,

services and network

economics, where she has 30

years’ experience in senior

management and finance

roles. Lorraine has20 years of

governance experience and is

a Fellow of the Institute of

Directors.

She currently sits on the board

of a number of private and

public companiesincluding

Pushpay, Horizon Energy

Group and Rakon.

PeterDryden

IndependentDirector

Peter is a professional

company director and

advisor, based in Taranaki. He

currently sits on the Boards of

several private and public

companies including Port

Taranaki and Aquafortus

Limited.

Peter has worked in leadership

positions across Asia, Australia

and New Zealand, and has a

strong background in the

development and

implementation of growth

strategies and change

management. He has

extensive executive

experience and was Managing

Director, Australia and New

Zealand, for DowAgroSciences

for nine years until May 2016.

Chris Dunphy

ExecutiveDirector

Chris Dunphy is a former

executive director of

Mainfreight and general

manager of Mainfreight’s

international division. Chris

joined Mainfreight in 1993 and

spearheaded their global

growth-by-acquisition

strategy, before resigning in

2003 to pursue private

investments in a number of

freight, shipping and logistics

businesses.

Chris assumed the role of

Executive Director of MOVE

Logistics Group on 27 July 2021

and owns a significant equity

stake in the business.

MOVE’sBoardhasawidebreadthofdomesticandinternational experience,providingabalanceofindustry

experts,customerinsights,capital marketsandtechnologyskillsetstoexecutestrategicobjectives

Mark Newman

IndependentDirector

Mark was appointed as an

Independent Director in July

2021. He has extensive

domestic and international

transport and logistics industry

expertise, having held senior

leadership roles with

Mainfreight for over 20 years,

asCEO Mainfreight Europe and

General Manager New

Zealand Transport. He has a

deep understanding of the

New Zealand transport

landscape along with a wealth

of experience in building

successful teams and

developing strong culture. His

extensive knowledge in

bringing together businesses,

brands and people are of

value as MOVE Logistics Group

moves into a new era.

Danny Chan

IndependentDirector

Danny is an experienced New

Zealand director with extensive

accounting andfinance and

investment and education

experience. He holds a number

ofdirectorships with companies

associated with his private

investments both in New

Zealand and offshore. He is a

member of the China Council

and was a memberof the

Department of Prime Minister

and Cabinet-China Project

Advisory Group.He is a Trustee

of Asia New Zealand Foundation

and a member of University of

Auckland Business School

Advisory Board. During the year

Danny completed histerm as a

member of the New Zealand

Market Disciplinary Tribunal.

Grant Devonport

Nominated Director

Grant is an experienced CFO

with extensive, multinational

experience, including in the

transport and logistics

industry.

He has been Group CFO of two

ASX-listed companies,

including Toll Holdings Limited,

and has over 20 years’

experience across multiple

industries including 9 years in

transport & logistics and

overseas experience in the UK.

Grant has held responsibility

for Board level strategy

development and execution,

as well as M&A, having led

change in the transport and

logistics sector.

Trevor Janes and James (Jim) Ramsay are retiring at the ASM in November and Grant Devonport has been nominated to be appointed as an Independent Director. Grant’s

appointment is subject to shareholder approval at the ASM

37

Our Leadership Team
Lee Banks

CFO

Lee has been with MOVE since

2013, starting out as the Group

Financial Controller and

became the CFO in 2019. She

is an experienced, senior

financial executive who has

held international roles in the

USA and Australia, in both the

service and manufacturing

sectors.

Lee was an integral part of the

reverse listing of TIL Logistics

in 2017. She holds a Bachelor

of Business Studies with a

major in accounting.

Chris Dunphy

ExecutiveDirector

Chris Dunphy is a former

executive director of

Mainfreight and general

manager of Mainfreight’s

international division. Chris

joined Mainfreight in 1993 and

spearheaded their global

growth-by-acquisition

strategy, before resigning in

2003 to pursue private

investments in a number of

freight, shipping and logistics

businesses.

Chris assumed the role of

Executive Director of MOVE

Logistics Group on 27 July 2021.

Chris Knuth

COO -Freight

Chris will join the MOVE team

in December 2021 as Freight

COO.

Chris worked for Mainfreight

for over 20 years, ultimately in

the role of Australian National

Operations Manager, including

assisting in overseeing an

acquisition completed by the

company during his tenure. He

also has experience in senior

management positions in

other transport companies

across New Zealand and

Australia, adding to his long

history in the transport and

logistics industry.

James Watters

COO –Contract Logistics

James will join MOVE in

November 2021, becoming

Contract Logistics COO.

He is highly experienced,

having previously held several

senior management roles in

the logistics and supply chain

management industry across

New Zealand and Australia,

including for one of Australia's

largest private companies.

38

MOVE’sleadership team is highly experienced and brings a wealth of knowledge to the table, having held

senior positions across several companies in the transport and logistics industry

MOVE’soriginsdatebackto1869whenHookerBros’wasfoundedinTaranaki.Overthepast25yearsMOVEhas
successfullyacquiredover20freight&logisticscompaniestocreatealeadingNewZealandplatform

Integration of3

distinct freight

operations

Managementbuyout

ofHookers

Acquired MOVE

Logistics(expansion

into warehousing

market)

Acquired NZExpress

(Whanganui)

(CentralOtago)

TIL Logistics reverse

listed on NZX via

takeover byBethunes

Investments

Acquired South

PacificTransport

(PalmerstonNorth)

(Otago /Southland)

Acquisition of

Specialist Liftingand

TransportGroup

JF Hooker

commenced inthe

Taranakitransport

industry

largest fueldelivery

company

Acquired NZLGroup

(Tauranga)

Acquired MultiTrans

First fuelhaulage

contractwon

Acquisition

of theremaining

50% ofATL

AcquiredMcAuley’sEstablishedPacificAcquiredRoadstarAcquiredAcquiredTullochAcquiredremainingAcquiredBeasley

Transport (LowerNI)Fuel Haul,NZ’s(Upper NorthIsland)50% ofATLTransport50%ofTNLGroupTransport(Hawkes

Bay)

Acquired

50%ofTNLGroup

(UpperSI)

2017201420172017201820202021

2014201320132009200920072004

186919891993199519992002

Rebrand to

MOVE Logistics

Group

History

39

Our Vision And Values
✓Ensure every employee arrives home safe

✓Training employees in the latest safety procedures

✓Using quality equipment

✓Do what we say we will do

✓Act openly and honestly

✓Value ethics and integrity

✓Do what is right

✓Focus on the needs of our customers

✓Aim to be customers’ logistics partner of choice

✓Easy to do business with

✓Collaborate and learn with our customers

✓Leader in logistics innovation

✓Welcome new technology and enthusiasm and interest

✓Look for ways to improve effectiveness and efficiency

✓Leader in sustainable logistics services

✓Create a sustainable strategy that focuses on our people,

customers, investors and communities

✓Emission reduction targets and transparent reporting,

aiming for a better environment for us all

✓Exceed expectations of customers

✓Create sustainable value for shareholders and

stakeholders

✓Cohesive group, empowering individual strengths

✓Opportunities to grow and develop

✓Show pride in appearance of ourselves and equipment

✓Promote a “can do” attitude

Our Vision is to be a premier transport and logistics company

40

Safety. Own it.
41

Safety is critical to our

success

Committed to building a

robust safety learning

culture

“SAFETY. OWN IT.”

Driver safety

Define and implement a robust

solution related to learning culture

and "in-vehicle" technical solutions

Improved tools to assist road and

driver safety

Inform learning initiatives as we

move from "who failed" to "what

failed" approaches to safety

systems

What we’re doing about

safety

Regional focus, under a new

management structure

Multiple safety systems to a new

risk-based solution across the

Group

Bolstering resources in this area as

we move to a framework for

health, safety and sustainability

Underpinned by a value-focussed culture

Climate change. We’re committed
Our carbon reduction plan

>Monitor our emissions to achieve carbon efficiency and sustainable

development

>Determine minimum carbon reduction commitments, developed in

line with New Zealand’s national reduction targets

>Four key initiatives

>Change fuel consumption (more to electric, hydrogen and efficiencies)

>Monitor driver behaviour

>Use new technologies to our advance

>Use of multi-modal solutions

Our Partners

42

62,249 TONNES

CO2 EMISSIONS

1

GENERATED 140,907KW

OF SOLAR ENERGY

FROM OUR ROLLESTON

WAREHOUSE

1.Subject to final Toitūcertification review

Hydrogen. Ready.
✓Operation of hydrogen-powered trucks and

being customer-facing to hydrogen suppliers

✓Ready to be a key player in the emerging

hydrogen economy, alongside start-up

operators and existing energy companies

looking to pivot

✓Logistics is the achilles-heel of hydrogen; we

have the willingness to find solutions

✓MOVE has the first two HYZON-brand

hydrogen-powered trucks being delivered to

NZ in 2022

✓We collaborate with partners including Hiringa

in the development of green-hydrogen

refuelling stations

✓MOVE is also seeking to work with new

entrants to develop green-energy solutions

involving hydrogen, ammonia and other

precursors

43

APPENDIX III
KEY RISKS

44

Key Risks
Like any investment, there are risks associated with an investment in MOVE shares. Before investing in MOVE, you should be awarethan an investment in MOVE has a number ofrisks, some of which are specific to

MOVE and some of which relate to listed securities generally, and many of which are beyond the control of MOVE. Additionally, some risks may be unknown and other risks, currently believed to be immaterial, could

turn out to be material. Whilst the section below aims to highlight some of the key risks, it is not exhaustive.

Before deciding whether to invest in MOVE shares, you must make your own assessment of the risks associated with the investment,including the inherent uncertainties due to the impact of Covid-19 noted below, and

consider whether such an investment is suitable for you having regard to all other MOVE continuous disclosure announcements and publicly available information, and consult your financial adviser and other

professional advisers.

IMPACT OF COVID-19 ON MOVE

The spread of Covid-19 and the actions taken in response by governments in New Zealand and other countries, including border controls, stay at home measures and travel restrictions, and the resulting effects on the

global economy have had, and may continue to have, a material adverse effect on MOVE, its financial performance and position,liquidity, financial condition and results of operations. The decline in economic activity

caused by the current Covid-19 restrictions in New Zealand, has had a particular impact on the fuel operations in the Contract Logistics division through the fall in consumer demand. In addition, the Freight division,

despite being an essential service, is feeling the impact of there being less goods in the overall system as a result of the disruption to global supply chains and lower economic activity. There are also expected delays in

sourcing new overseas manufactured equipment such as trucks, with lead times extending potentially beyond 12 months.

It is also likely that there will be further unforeseen negative impacts from the Covid-19 pandemic, of an as-yet unknown magnitude and duration. It is not currently clear when these negative impacts will begin to abate.

MOVE will continue to respond to the challenges facing it, but there is no certainty as to the severity or likelihood of suchunforeseen impacts arising nor whether any mitigating action can be taken or will be effective.

LOSS OF KEY CUSTOMERS

Any loss of key customers may have a material adverse effect on MOVE’s financial performance. MOVE could lose a key customerfor a number ofreasons. Many of MOVE’s contracts with customers are subject to

tender and renewal processes and there is a risk that MOVE may not be successful in tender or contract renewal processes or willbe unable to renew contracts on the same or better terms. In addition, MOVE’s

customer contracts can generally be terminated on short notice for a breach of contract which MOVE is unable to remedy and in some casescan be terminated on a longer notice period without cause by the relevant

customer. Other factors that could lead to a loss of customers include failing to deliver freight on time, damaging freight in transit, consolidation of customers and increased competition. The magnitude of the impact of

the loss of a key customer on MOVE’s financial performance would depend on the revenue generated by that customer and MOVE’s ability to successfully redeploy its fleet.

MOVE manages the risk of losing key customers by maintaining strong relationships with most of its key customers, even thougha number ofthem require MOVE to tender for their business on a regular basis. These

relationships, together with MOVE’s specialist fleet, mean that the Company is in a strong position when it comes to winning tenders to retain existing customers. In addition, MOVE aims to minimise the significance of

this risk through avoiding over-reliance on any one key customer relationship.

REVENUE FROM KEY INDUSTRY SECTORS MAY REDUCE

MOVE is subject to the potential reduction in demand for services from customers within the key industry sectors in which it operates. Any reduction in demand from customers within a key industry sector may have a

material adverse effect on MOVE’s financial performance. MOVE’s customer contracts do not provide for any minimum volume commitments from its customers. A general reduction in New Zealand’s level of

consumption of particular goodswithin a key industry sector serviced by MOVE may reduce demand for its services, adversely affecting MOVE’s revenue, profitability and growth. If any significant reduction in demand

was to eventuate, the impact on MOVE’s revenue and profitability could be material.

MOVE aims to minimise this risk through diversification of its customer base. The customer base, although relatively concentrated, is diverse across a wide range of industries, which hedges fluctuations. This risk is

further minimised by MOVE’s ability to “cross train” resources (including staff and vehicles) so that resources may be allocatedto those divisions of the business where they can be best utilised at the relevant time.

45

Key Risks
HEALTH AND SAFETY RISKS

MOVE engages in potentially high risk activities including the transportation of petroleum product dangerous goods by road tanker and the operation of heavy equipment (such as trucks and forklifts). As a result, there is

a potential risk to the health and safety of MOVE’s employees and contractors, as well as its customers and members of the public (for example, as a result of road accidents or spillages of dangerous goods). If MOVE

does not comply with its health and safety obligations it could be subject to a range of enforcement activity, including directions to take remedial action and/or summary criminal prosecutions and fines, if convicted. In

addition, an increase in the level of health and safety incidents, or a particularly serious accident, has the potential to negatively affect MOVE’s revenues and profitability, including as a result of damage to MOVE’s

reputation, brand or staff culture.

MOVE manages this risk by maintaining health and safety policies and procedures and reinforcing these policies through regular workplace updates and training sessions. In addition, MOVE undertakes regular health

and safety audits and is well positioned to take advantage of technological methods for monitoring compliance with health andsafety policies and procedures, such as the ability to remotely monitor vehicle speeds and

driver fatigue.

LABOUR AVAILABILITY AND COST

MOVE’s future success relies on its ability to continue to recruit, retain and motivate suitably skilled and qualified personnel, particularly qualified truck drivers. There is currently a shortage of truck drivers in New

Zealand and, as a result, MOVE may face strong competition and increased labour costs to recruit and retain such personnel. As labour costs (including wages, salaries and other employment related expenses) constitute

a significant portion of MOVE’s operating expenses, these additional costs could have a material impact on MOVE’s financial performance. MOVE endeavours to pass labour costs on to its customers, however, if labour

costs fluctuate materially, MOVE may not be able to pass on all of those costs or its margins may be materially reduced.

RELIANCE ON NEW ZEALAND’S TRANSPORT INFRASTRUCTURE

The New Zealand transport industry depends on the ongoing fitness and availability of New Zealand’s transport infrastructure such as roads, ports and ferries. MOVE’s delivery schedule can be materially affected in the

event that a key infrastructure route is impassable or restricted by the relevant MOVE vehicle as a result of closure, works or,in the case of the Cook Strait, reduced ferry capacity. Such a disruption can result in MOVE

being required to divert its fleet via an alternative route, which can involve MOVE incurring additional costs. Further, it can impact MOVE’s customer relationships if targeted delivery times are not able to be achieved as

a result (although MOVE generally excludes liability arising as a result of a delay caused by such an event).

EXECUTION RISK OF TRANSFORMATION AND TURNAROUND

Under new leadership, MOVE has embarked on a transformation of the business, which has seen it reduce from five divisions to two, and the appointment of two new Chief Operating Officers to lead those divisions.

The Company is also pivoting to a more multi modal approach to how it manages freight, embracing the owner-driver model and focusing on upgrading talent and improving the culture within the business.

These changes are significant for an established business such as MOVE which is made up of a number of business units with distinct operations, cultures, customers and competencies. A failure in executing the

turnaround and transformation of the business could result in a number of the initiatives not realising their potential, witha loss of key employees and customers.

46

APPENDIX IV
FOREIGN SELLING RESTRICTIONS

47

Foreign Selling Restrictions
This document does not constitute an offer of entitlements (“Entitlements”) or new ordinary shares ("New Shares") of MOVE Logistics Group Limited (“MOVE”) in any jurisdiction in which it would be unlawful. In particular,

this document may not be distributed to any person, and the Entitlements and New Shares may not be offered or sold, in any country outside New Zealand and Australia except to the extent permitted below.

Australia

This document and the offer of Entitlements and New Shares under the Offer (and the relevant offer document for the purposes of that offer) are being made available in Australia in reliance on the Australia Securities and

Investments Commission Corporations (Foreign Rights Issues) Instrument 2015/356 or otherwise to persons to whom the Offer canbemade without a formal “disclosure document” under Chapter 6D of the Australian

Corporations Act 2001 (Cth) (“Australian Corporations Act”).

This document is not a prospectus, product disclosure statement or any other formal “disclosure document” for the purposes ofAustralian law or the Australian Corporations Act 2001 (“Australian Corporations Act”) and is not

required to, and does not, contain all the information which would be required in a “disclosure document” under Australian law or the Australian Corporations Act. It may contain reference to dollar amounts which are not

Australian dollars, may contain financial information which is not prepared in accordance with Australian law or practices, may not address risks associated with investment in foreign currency denominated investments and

does not address Australian tax issues. This document has not been, and will not be, lodged or registered with the AustralianSecurities and Investments Commission or the Australian Securities Exchange and the issuer is not

subject to the continuous disclosure requirements that apply in Australia.

Prospective investors should not construe anything in this document as legal, business or tax advice nor as financial productadvice for the purposes of Chapter 7 of the Australian Corporations Act.

Hong Kong

WARNING: This document has not been, and will not be, registered as a prospectus under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it been authorised by the

Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong (the "SFO"). Accordingly, this document may not be distributed, the Entitlements and the

New Shares may not be offered or sold in Hong Kong other than to "professional investors" (as defined in the SFO and any rules made under that ordinance).

No advertisement, invitation or document relating to the Entitlements and the New Shares has been or will be issued, or has beenor will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere

that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permittedto do so under the securities laws of Hong Kong) other than with respect to the Entitlements and the

New Shares that are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors . No person allotted Entitlements or New Shares may sell, or offer to sell, such securities in

circumstances that amount to an offer to the public in Hong Kong within six months following the date of issue of such securities.

The contents of this document have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any of the contents of this document, you

should obtain independent professional advice.

Singapore

This document and any other materials relating to the Entitlements and the New Shares have not been, and will not be, lodged or registered as a prospectus in Singapore with the Monetary Authority of Singapore. Accordingly,

this document and any other document or materials in connection with the offer or sale, or invitation for subscription or purchase, of Entitlements and New Shares, may not be issued, circulated or distributed, nor may the

Entitlements and New Shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whetherdirectly or indirectly, to persons in Singapore except pursuant to and in accordance with

exemptions in Subdivision (4) of Division 1, Part XIII of the Securities and Futures Act, Chapter 289 of Singapore (the "SFA"), or as otherwise pursuant to, and in accordance with the conditions of any other applicable provisions

of the SFA.

This document has been given to you on the basis that you are (i) an "institutional investor" (as defined in the SFA) or (ii) an "accredited investor" (as defined in the SFA). If you are not an investor falling within one of the

categories, please return this document immediately. You may not forward or circulate this document to any other person in Singapore.

Any offer is not made to you with a view to the Entitlements or the New Shares being subsequently offered for sale to any other party. There are on-sale restrictions in Singapore that may be applicable to investors who acquire

Entitlements or New Shares. As such, investors are advised to acquaint themselves with the SFA provisions relating to resale restrictions in Singapore and comply accordingly.

48

49

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Corporate Action Notice
(Other than for a Distribution)


Page 1 of 2

Section 1: issuer information (mandatory)

Name of issuer MOVE Logistics Group Limited

Class of Financial Product Ordinary shares

NZX ticker code MOV

ISIN (If unknown, check on NZX

website)

NZMOWE0001S5

Name of Registry Link Market Services Limited

Type of corporate action

(Please mark with an X in the relevant

box/es)

Share purchase

plan

Renounceable

Rights issue

X

Capital

reconstruction

Non

Renounceable

Rights issue


Call Bonus issue

Record date 29/10/2021 (6.00 pm)

Ex-Date (one business day before the

Record Date)

28/10/2021

Currency NZD

Section 2: Rights issue (delete if not applicable)

Number of Rights to be issued 28,655,190 entitlements (subject to rounding)

Number of Financial Products to be

issued under the Rights issue

Up to 28,655,190 ordinary shares (subject to

rounding)

ISIN of Rights Security (if applicable) N/A

Minimum entitlement N/A

Oversubscription facility N

Entitlement ratio (for example 1 for 2) New 1 Existing 3.06

Treatment of fractions Rounded down to the nearest whole number

Subscription price $1.40 per new share to be issued under the offer

Letters of entitlement mailed Offer document (and acceptance form) will be sent to

eligible retail shareholders on or about 1 November

2021

Offer open Institutional component of Offer: 27/10/2021

Retail component of Offer: 1/11/21

Offer close Institutional component of Offer: 27/10/2021

(5.00pm)

Retail component of Offer: 12/11/21 (5.00pm)


2 of 2

Quotation Date

1

(if applicable) N/A


Allotment Date Institutional component of Offer: 5/11/21

Retail component of Offer: 18/11/21

Section 3: Authority for this announcement (mandatory)

Name of person authorised to make this

announcement

Charles Bolt

Contact person for this announcement Charles Bolt

Contact phone number +64 21 889 533

Contact email address charles.bolt@movelogistics.com

Date of release through MAP 27 October 2021



1

The Quotation date for Rights will be the Ex Date.

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103954.8 - 1317320-2
27 October 2021

NZX Limited

Level 1, NZX Centre

11 Cable Street

Wellington 6011

NOTICE PURSUANT TO CLAUSE 20(1)(a) OF SCHEDULE 8 TO THE FINANCIAL MARKETS CONDUCT

REGULATIONS 2014

1. MOVE Logistics Group Limited (“MOVE”) has announced that it intends to undertake an accelerated

renounceable entitlement offer of new fully paid ordinary shares in MOVE (the “Offer”).

2. The Offer is being made to investors in reliance upon the exclusion in clause 19 of Schedule 1 to the

Financial Markets Conduct Act 2013 (the “FMCA”).

3. This notice is provided under subclause 20(1)(a) of Schedule 8 to the Financial Markets Conduct

Regulations 2014 (the “Regulations”).

4. As at the date of this notice:

(a) MOVE is in compliance with the continuous disclosure obligations that apply to it in relation to

the ordinary shares in MOVE;

(b) MOVE is in compliance with its financial reporting obligations (as defined in subclause 20(5) of

Schedule 8 to the Regulations); and

(c) there is no information that is “excluded information” (as defined in subclause 20(5) of

Schedule 8 to the Regulations).

5. The Offer is not expected to have any effect on the control of MOVE within the meaning set out in

clause 48 of Schedule 1 of the FMCA.


On behalf of MOVE Logistics Group Limited



Lorraine Witten

Chair

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.