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Various Changes in Directors and Substantial Holdings

Insider/Shareholder Notice5 October 2023ENSInformation Technology

Ongoing Disclosure Notice
Disclosure of Directors and Senior Managers Relevant Interests

Sections 297(2) and 298(2), Financial Markets Conduct Act 2013

To NZX Limited; and

Name of listed issuer:

Enprise Group Limited

Date this disclosure made:

29-Sep-23

Date of last disclosure:

24-Nov-22

Director or senior manager giving disclosure

Full name(s):

Nicholas James Paul

Name of listed issuer:

Enprise Group Limited

Name of related body corporate (if applicable):

Position held in listed issuer:

Director

Summary of acquisition or disposal of relevant interest (excluding specified derivatives)

Class of affected quoted financial products:

Ordinary Shares

Nature of the affected relevant interest(s):

Rights Issue

For that relevant interest-

Number held in class before acquisition or disposal:

51,687

Number held in class after acquisition or disposal:

62,023

Current registered holder(s):

Registered holder(s) once transfers are registered:

Nicholas James Paul and Rebecca Anne Paul

Summary of acquisition or disposal of specified derivatives relevant interest (if applicable)

Type of affected derivative:

Class of underlying financial products:

Details of affected derivative-

The notional value of the derivative (if any) or the notional amount of underlying financial

products (if any):

A statement as to whether the derivative is cash settled or physically settled:

Maturity date of the derivative (if any):

Expiry date of the derivative(if any):

The price specified in the terms of the derivative (if any):

Any other details needed to understand how the amount of the consideration payable

under the derivative or the value of the derivative is affected by the value of the underlying

financial products:

For that derivative,-

Parties to the derivative:

If the director or senior manager is not a party to the derivative, the nature of the relevant

interest in the derivative:

Details of transactions giving rise to acquisition or disposal

Total number of transactions to which notice relates: 1

Details of transactions requiring disclosure-

Date of transaction:29-Sep-23

Nature of transaction:

Rights Issue

Name of any other party or parties to the transaction (if known):

The consideration, expressed in New Zealand dollars, paid or received for the acquisition

or disposal. If the consideration was not in cash and cannot be readily by converted into a

cash value, describe the consideration:

$5,168

Number of financial products to which the transaction related: 10,336

If the issuer has a financial products trading policy that prohibits directors or senior
managers from trading during any period without written clearance (a closed period)

include the following details—

Whether relevant interests were acquired or disposed of during a closed period:N/A

Whether prior written clearance was provided to allow the acquisition or disposal to

proceed during the closed period:

Date of the prior written clearance (if any):

Summary of other relevant interests after acquisition or disposal:

Class of quoted financial products:Ordinary Shares

Nature of relevant interest:Benefical

For that relevant interest,-

Number held in class:62,023

Current registered holder(s):Nicholas James Paul and Rebecca Anne Paul

For a derivative relevant interest,-

Type of derivative:

Details of derivative,-

The notional value of the derivative (if any) or the notional amount of underlying financial

products (if any):

A statement as to whether the derivative is cash settled or physically settled:

Maturity date of the derivative (if any):

Expiry date of the derivative (if any):

The price's specified terms (if any):

Any other details needed to understand how the amount of the consideration payable

under the derivative or the value of the derivative is affected by the value of the underlying

financial products:

For that derivative relevant interest,-

Parties to the derivative:

If the director or senior manager is not a party to the derivative, the nature of the relevant

interest in the derivative:

Certification

I 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.

Signature of director or officer:

Date of signature:

or

Signature of person authorised to sign on behalf of director or officer:

Date of signature:

2-Oct-23

Name and title of authorised person:

Elliot Cooper - CEO

Notes

Use this form to disclose all the acquisitions and disposals by a director or senior

manager of a listed issuer, or of a related body corporate, or in specified derivatives. The

disclosure must be made within—

(a) 20 working days after the first acquisition or disposal disclosed in this notice

if the acquisitions or disposals are of a kind referred to in section 297(2)(a) of the Financial

Markets Conduct Act 2013; or

(b) in any other case, 5 trading days after the first acquisition or disposal

disclosed in this notice.

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1
Disclosure of movement of 1% or more in substantial holding

or change in nature of relevant interest, or both

Sections 277 and 278, Financial Markets Conduct Act 2013

To NZX Limited

and

To Enprise Group Limited

Relevant event being disclosed: Movement of 1% or more in substantial holding arising

from allotment under Rights Issue

Date of relevant event: 29 September 2023

Date this disclosure made: 5 October 2023

Date last disclosure made: 24 November 2022

Substantial product holder(s) giving disclosure

Full name(s): Dr Jens Neiser

Summary of substantial holding

Class of quoted voting products: Ordinary Shares – NZENSE0001S2

Summary for :

Reitham Finanz 1,786,633

Reitham Equity GmbH 638,000

Dr Jens Neiser 1,501,159


For this disclosure,—

(a) total number held in class: 3,925,792

(b) total in class: 20,068,057

(c) total percentage held in class: 19.562%

For last disclosure,—

(a) total number held in class: 3,000,630

(b) total in class: 17,368,361

(c) total percentage held in class: 17.276%

Details of transactions and events giving rise to relevant event

Details of the transactions or other events requiring disclosure: Allotment of 925,162

shares to Reitham Finanz in rights issue on 29 September 2023 at issue price of A$0.47

each.


2

Details after relevant event

Details for Reitham Finanz

Nature of relevant interest(s): registered holder and beneficial owner of ordinary shares.

Dr Jens Neiser has control over, and is associated with, Reitham Finanz

For that relevant interest,—

(a) number held in class: 1,786,633

(b) percentage held in class: 8.903%

(c) current registered holder(s): Reitham Finanz GMBH & CO KG

(d) registered holder(s) once transfers are registered: N/A

Details for Reitham Equity GmbH

Nature of relevant interest(s): Beneficial owner of ordinary shares held by BNP Paribas

Nominees (NZ) Limited. Dr Jens Neiser has control over, and is associated with, Reitham

Equity GmbH.

For that relevant interest,—

(a) number held in class: 638,000

(b) percentage held in class: 3.179%

(c) current registered holder(s): BNP Paribas Nominees (NZ) Limited

(d) registered holder(s) once transfers are registered: N/A

Details for Dr Jens Neiser

Nature of relevant interest(s): registered holder and beneficial owner of ordinary shares.

For that relevant interest,—

(a) number held in class: 1,501,159

(b) percentage held in class: 7.480%

(c) current registered holder(s): Dr Jens Neiser as to 681,159 shares. BNP Paribas

Nominees (NZ) Limited as to 820,000 shares

(d) registered holder(s) once transfers are registered: N/A

Additional information

Address(es) of substantial product holder(s): Dr Jens Neiser, 5 Hunter Road, Mosman,

Sydney, NSW 2088, Australia

Contact details: Dr Jens Neiser, 5 Hunter Road, Mosman, Sydney, NSW 2088, Australia


3

Certification

I, Dr Jens Neiser, 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.

---

1
Disclosure of movement of 1% or more in substantial holding

or change in nature of relevant interest, or both

Sections 277 and 278, Financial Markets Conduct Act 2013

To NZX Limited

and

To Enprise Group Limited

Relevant event being disclosed: Movement of 1% or more in substantial holding arising from allotment under

Rights Issue

Date of relevant event: 29 September 2023

Date this disclosure made: 5 October 2023

Date last disclosure made: 6 January 2020

Substantial product holder(s) giving disclosure

Full name(s): Ronald Ivor Baskind

Summary of substantial holding

Class of quoted voting products: Ordinary Shares – NZENSE0001S2

Summary for :

Ronald Ivor Baskind 3,526,085


For this disclosure,—

(a) total number held in class: 3,526,085

(b) total in class: 20,068,057

(c) total percentage held in class: 17.571%


For last disclosure,—


(a) total number held in class: 2,248,500

(b) total in class: 13,629,453

(c) total percentage held in class: 16.497%


Summary for :

Red Cow Investments Pty. Limited 2,671,276


For this disclosure,—

(a) total number held in class: 2,671,276

(b) total in class: 20,068,057

(c) total percentage held in class: 13.311%


2


For last disclosure,—


(a) total number held in class: 2,248,500

(b) total in class: 13,629,453

(c) total percentage held in class: 16.497%


Details of transactions and events giving rise to relevant event

Details of the transactions or other events requiring disclosure:

Allotment to Ronald Ivor Baskind of 587,682 shares in rights issue on 29 September 2023 at issue price of

A$0.47 each. Allotment to Ronald Ivor Baskind of 267,127 shares in rights issue on 29 November 2022 at

issue price of A$0.77 each.

Allotment to Red Cow Investments Pty. Limited of 374,750 shares in rights issue on 23 October 2020 at NZ$

1.0378 each. Allotment to Red Cow Investments Pty. Limited of 48,026 shares in rights issue on 8 May 2020

at issue price of NZ$0.50 each.

Details after relevant event

Details for Ronald Ivor Baskind:

Nature of relevant interest: Mr Baskind is the registered holder and beneficial owner

For that relevant interest:

(a) total number held in class: 854,809

(b) percentage held in class: 4.260%

(c) current registered holder: Ronald Ivor Baskind

(d) registered holder once transfers are registered: N/A


Nature of relevant interest: Mr Baskind is associated with Red Cow Investments Pty Limited, the corporate

trustee of Red Cow Trust

For that relevant interest:

(a) total number held in class: 2,671,276

(b) percentage held in class: 13.311%

(c) current registered holder: Red Cow Investments Pty Limited

(d) registered holder once transfers are registered: N/A


Details for Red Cow Investments Pty Limited

Nature of relevant interest: Red Cow Investments Pty Limited is the registered holder and corporate trustee

for Red Cow Trust a trust associated with Mr Baskind

(a) total number held in class: 2,671,276

(b) percentage held in class: 13.311%

(c) current registered holder: Red Cow Investments Pty Limited

(d) registered holder once transfers are registered: N/A


3

Additional information

Address(es) of substantial product holder(s): Tower 2, Level 14, 101 Grafton Street, Bondi Junction, NSW

2022

Contact details: Ronald Baskind, ronnie.baskind@k-c.com.au, phone: +61 2 8923 5555


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: N/A


Disclosure has effect for purposes of directors’ and senior managers’ disclosure

Ronald Ivor Baskind is also a director of Enprise Group Limited. This disclosure also constitutes disclosure

for the purposes of the directors’ and senior managers’ disclosure obligations.


Certification

I, Ronald Ivor Baskind, 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.

---

1
Disclosure of movement of 1% or more in substantial holding

or change in nature of relevant interest, or both

Sections 277 and 278, Financial Markets Conduct Act 2013

To NZX Limited

and

To Enprise Group Limited

Relevant event being disclosed: Movement of 1% or more in substantial holding arising from allotment under

Rights Issue

Date of relevant event: 29 September 2023

Date this disclosure made: 5 October 2023

Date last disclosure made: 1 March 2021

Substantial product holder(s) giving disclosure

Full name(s): Lindsay John Phillips and Nightingale Partners Pty Limited

Summary of substantial holding

Class of quoted voting products: Ordinary Shares – NZENSE0001S2

Summary for :

Lindsay John Philips and Nightingale Partners Pty Limited 4,080,039


For this disclosure,—

(a) total number held in class: 4,080,839

(b) total in class: 20,068,057

(c) total percentage held in class: 20.335%


For last disclosure,—


(a) total number held in class: 3,032,637

(b) total in class: 16,051,588

(c) total percentage held in class: 18.893%


Details of transactions and events giving rise to relevant event

Details of the transactions or other events requiring disclosure:

Allotment of pro rata entitlement of 680,007 shares in rights issue on 29 September 2023 at issue price of

A$0.47 each. The substantial product holder relies on clause 8 of the Takeovers Code (Class Exemptions)

Notice (No 2) 2001 to hold or control voting rights in excess of 20% of the total voting rights in Enprise Group

Limited, subject to the conditions of that exemption. Allotment of pro rata entitlement of 309,093 shares in

rights issue on 29 November 2022 at issue price of A$0.77 each. Allotment of 58,302 shares in dividend

reinvestment plan on 16 March 2021 at NZ$ 0.9883 each.


2

Details after relevant event

Details for Lindsay John Phillips:

Nature of relevant interest: Mr Phillips is managing director of, and is otherwise associated with, private

investment fund manager Nightingale Partners Pty Limited and has power to control the voting and

investment decisions of Nightingale.

For that relevant interest:

(a) total number held in class: 4,080,839

(b) percentage held in class: 20.335%

(c) current registered holder: Nightingale Partners Pty Limited

(d) registered holder once transfers are registered: N/A


Details for Nightingale Partners Pty Limited

Nature of relevant interest: registered holder

For that relevant interest:

(a) total number held in class: 4,080,839

(b) percentage held in class: 20.335%

(c) current registered holder: Nightingale Partners Pty Limited

(d) registered holder once transfers are registered: N/A


Additional information

Address(es) of substantial product holder(s): PO Box R348, Royal Exchange, NSW 1225, Australia

Contact details: Lindsay John Phillips, 37 Pearl Bay Ave, Mosman, Sydney, NSW, Australia,

ljp@nightingale.com.au.


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: N/A


Disclosure has effect for purposes of directors’ and senior managers’ disclosure

Lindsay John Phillips is also a director of Enprise Group Limited. This disclosure also constitutes disclosure

for the purposes of the directors’ and senior managers’ disclosure obligations.


Certification

I, Lindsay John Phillips, 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.

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.

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