SPH Notice – David Sena

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Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
To NZX Limited (NZX)
and
To NZ Automotive Investments Limited (NZAI)
Date this disclosure made: 8 July 2022
Date on which substantial holding began: 8 July 2022
Substantial product holder(s) giving disclosure
Full name(s): David (Yusuke) Sena and Tompkins Wake Trustees 2022 Limited (as trustees
of the Sena Family Trust) (together, the Sena Trustees)
Summary of substantial holding
Class of quoted voting products: Ordinary shares in NZAI (NZX Code: NZA)
Summary for the Sena Trustees
For this disclosure,—
(a) total number held in class: 27,199,233
(b) total in class: 45,554,500
(c) total percentage held in class: 59.707%
Details of relevant interests - 1
Details for the Sena Trustees
Nature of relevant interest(s): The Sena Trustees are joint registered holders of
20,906,993 ordinary shares in NZAI. David (Yusuke) Sena is also a beneficial owner of
those jointly held shares.
For that relevant interest,—
(a) number held in class: 20,906,993
(b) percentage held in class: 45.894%
(c) current registered holder(s): David (Yusuke) Sena and Tompkins Wake Trustees
2022 Limited
(d) registered holder(s) once transfers are registered: Not applicable
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable

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(c) parties to the derivative: Not applicable
(d) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Details of relevant interests - 2
Details for the Sena Trustees
Nature of relevant interest(s): The Sena Trustees have a relevant interest in shares held
by Eugene Williams and TLR Williams Trustee Company Limited as trustees of the E & Co
Trust (the Williams Trustees) which are subject to trading arrangements agreed in the
Sale Process Deed dated 15 February 2021 (Sale Process Deed) entered into between
the parties (a copy of the Sale Process Deed is attached to the substantial product holder
notice for the Sena Trustees dated 25 February 2021). Those trading arrangements affect
the shares held by the Sena Trustees and the Williams Trustees, respectively, which are
not subject to, or are to be released from, the escrow obligations committed to by the
Sena Trustees and the Williams Trustees upon NZAI’s listing on NZX.
For that relevant interest,—
(a) number held in class: 6,292,240
(b) percentage held in class: 13.813%
(c) current registered holder(s): Forsyth Barr Custodians Limited
(d) registered holder(s) once transfers are registered: Not applicable
For a derivative relevant interest, also—
(a) type of derivative: Not applicable
(b) details of derivative: Not applicable
(c) parties to the derivative: Not applicable
(d) if the substantial product holder is not a party to the derivative, the nature of the
relevant interest in the derivative: Not applicable
Details of transactions and events giving rise to substantial holding
Details of the transactions or other events requiring disclosure: On 8 July 2022, TLR (Sena)
Trustee Service No.2 Limited (Retiring Trustee) retired as a trustee of the Sena Family
Trust pursuant to a deed of variation and retirement of trustee and appointment of new
trustee of the Sena Family Trust (the Deed of Variation, Retirement and
Appointment). Under the Deed of Variation, Retirement and Appointment, Tompkins
Wake Trustees 2022 Limited (the New Trustee) was appointed as a trustee of the Sena
Trust. The Retiring Trustee has ceased to have and the New Trustee has begun to have, in
each case in its capacity as trustee of the Sena Family Trust, a substantial holding in NZAI.
Please also refer to the substantial product holder notice dated 8 July 2022 from David
(Yusuke) Sena and the Retiring Trustee. For clarity, there has been no change in the
number of shares in NZAI beneficially held for the Sena Family Trust nor any change in the
nature of the relevant interest in such shares.

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For completeness, the number of shares held by the Williams Trustees in respect of which
the Sena Trustees have a relevant interest has decreased since the substantial product
holder notice from David (Yusuke) Sena and TLR (Sena) Trustee Service No.2 Limited (as
trustees of the Sena Family Trust) dated 10 February 2022. Pursuant to the Disclosure of
Directors and Senior Managers Relevant Interests on 18 February 2022, the Williams
Trustees disposed of 200,000 ordinary shares in NZAI pursuant to an off-market sale for
consideration of $186,000 (being NZ$0.93 per ordinary share).
Additional information
Address(es) of substantial product holder(s): 5 Harvey Place, St Heliers, Auckland, 1071,
New Zealand
Contact details: David (Yusuke) Sena | +64 21 0224 5680 | david@2cheapcars.co.nz
Nature of connection between substantial product holders: The Sena Trustees are joint
registered holders of ordinary shares in NZAI. David (Yusuke) Sena is also a beneficial
owner of these jointly held shares.
Name of any other person believed to have given, or believed to be required to give, a
disclosure under the Financial Markets Conduct Act 2013 in relation to the financial
products to which this disclosure relates: from David (Yusuke) Sena and TLR (Sena)
Trustee Service No.2 Limited (as trustees of the Sena Family Trust); Tracy Rowsell
Disclosure has effect for purposes of directors’ and senior managers’ disclosure
David (Yusuke) Sena is also a director of NZAI. This disclosure also constitutes disclosure
for the purposes of the directors’ and senior managers’ disclosure obligations.
Certification
I, David (Yusuke) Sena, certify that, to the best of my knowledge and belief, the
information contained in this disclosure is correct and that I am duly authorised to make
this disclosure by all persons for whom it is made.