TradeWindow announces $2.2m capital raising

MEDIA RELEASE

TradeWindow announces $2.2m capital raising.
Global trade software company updates guidance for the twelve months to the end
of March 2024 to $6.1 million to $6.2 million and charts path to EBITDA and cashflow
break even

Note, all amounts stated are in NZD unless otherwise stated.
26 March 2024
Trade Window Holdings (NZX: TWL) ("TradeWindow") the global trade software firm,
today announces a $2.2 million capital raising and sets out a path to delivering
positive monthly EBITDA at the end of the 2025 financial year.
It narrows its guidance for the twelve months to the end of March 2024 to $6.1 to
$6.2 million, an increase of around 25% over the $4.9 million reported for the twelve
months to the end of March 2023 and within the guidance range first issued in
November 2023 of $6.0 million to $6.5 million.
It also issues new revenue guidance for twelve months to the end of March 2025
of $7.3 million to $8.3 million. At the mid-point of the range this represents growth
of around 27% on the company’s expected result for the twelve months to the end
of March 2024.
In line with these forecasts, TradeWindow now expects monthly EBITDA breakeven
in March 2025 as it benefits from continued strong growth and the cost savings
emerging from the restructuring announced in November 2023.
Finally TradeWindow confirms its lender ASB remains supportive of the business. The
bank has amended the facility terms, including removing the cash cover
covenant and extending the loan amortisation relief to March 2025, to support the
company on its growth trajectory.
TradeWindow Chief Executive AJ Smith said: “Since TradeWindow began to
commercialise its digital trade solutions in 2020, shippers and freight forwarders
across Australia and New Zealand have moved quickly to reap the productivity
benefits they offer.
“In the three years to the end of March 2023, we delivered a compound annual
revenue growth rate of 140%
1
. Meanwhile, over FY24 we have maintained strong
momentum, despite significant and well-publicised constraints on our growth
capital and despite our core customers weathering an economic climate that can
only be described as ‘hostile’.
“TradeWindow has met these challenges with focus, confidence and
commitment, demonstrating their resilience. We have successfully offset the
impact of widespread consolidation in the shipping services market by selling more
of our solutions to existing clients seeking the immediate cost savings and
productivity gains they deliver.

1
CAGR FY20-FY23

“At the same time we have continued to win new customers. Over time we expect
these customers to follow what is now a well-trodden path of extending the range
of TradeWindow solutions they deploy.
"As we highlight with our guidance today, we see no let-up in this growth in the
foreseeable future and we now can see a clear path to EBITDA breakeven and
positive cashflow.
“TradeWindow has more than demonstrated the value of its products to the export
services industry and, in doing so, their potential to sit at the heart of the exchange
of digital of trade information globally,” Mr Smith said.
“We have earned the right to grow. The capital raising we launch today, which
we expect to see us through to EBITDA, and cashflow breakeven, now seeks
investor endorsement of this proposition.”
Capital raising detail.
It also announces the launch of a capital raising targeted at funding the
company’s continued growth. The capital raising includes:
• a non-underwritten placement of up to $2 million of newly issued ordinary
shares to existing and new institutional and other select investors (the
"Placement"); and
• a share purchase plan (the “SPP”) to TradeWindow's eligible existing
shareholders with an address in New Zealand to raise up to $200,000 (with
the ability to accept oversubscriptions at TradeWindow's discretion), which
is not underwritten,
(together, the "Offer").
The Placement opens today, 26 March 2024. Shares in the Placement are to be
offered at NZ$0.175 per share (“Placement Price"), representing an approximately
10% discount to the Volume Weighted Average Price (“VWAP”) of TradeWindow
shares traded on the NZX during the 20 trading days up to the opening of the offer
today.
The SPP will open on or around 8 April 2024. Shares in the SPP are to be offered at
the lower of the Placement Price and a 2.5% discount to the VWAP of
TradeWindow shares traded on the NZX during the 40 trading days up to, and
including, the end of the SPP offer period.
Key dates of the offer are set out below.
TradeWindow will release the financial performance for the fourth quarter on or
around 22 April and full financial results on 30 May.

Placement and SPP details
The Placement is open to both existing shareholders in TradeWindow and new
investors, in each case who are resident in New Zealand, and to institutional and
professional investors in certain other countries in private share offers that are
exempt from local prospectus or registration requirements. The Placement will be
open for acceptance from 26 March 2024 to 19 April 2024.
TradeWindow is seeking a minimum amount of $1 million under the Placement.
Applications under the Placement will be accepted in the order in which they
are received up to the maximum of $2 million.
Settlement and allotment of the shares under the Placement will occur
progressively from the time at which the $1 million minimum subscription amount
is reached.
The SPP will allow all eligible shareholders with a registered address in New
Zealand on the record date, being 25 March 2024, to apply for up to $50,000 of
new shares in TradeWindow. The SPP will be open for acceptance from 8 April
2024 to 19 April 2024.
All new shares issued pursuant to the Offer will rank equally with existing
TradeWindow shares on issue.
Rationale and Proceeds
TradeWindow is an early-stage growth company and has previously advised that
further investment would be necessary to achieve its goals.
This Offer seeks capital so that TradeWindow can continue to:
1. Drive organic growth in Australia:
• Capture market share in Australia with a focus on direct sales and establishing
channel partnerships.
• Building company and product profile to support lead generation and
conversion in the Australian market.
2. Path to profitability in FY25:
• Strengthen balance sheet to take the business through to profitability during
FY25.
• Provides resilience to weather unforeseen trading variability and
macroeconomic events.
3. Supporting existing solutions:
• Maintaining existing solutions to ensure a high-quality user experience and
reliability.
• Progressive release of new revenue generating features and functionality which
provide a pathway to delivering the global trade platform.

Indicative timetable
DATE EVENT
26 March 2024 Announcement of equity raising
PLACEMENT
26 March 2024, 10:00am NZT Placement opens
19 April 2024, 12:00pm NZT Placement closes (last day for applications)
26 March – 22 April 2024
Progressive settlement and allotment following receipt of applications (from the
time at which the $1 million minimum subscription amount is reached)
30 April 2024 Announce results of Placement
SHARE PURCHASE PLAN
25 March 2024, 5:00pm NZT Record date
8 April 2024 SPP opens
19 April 2024, 5:00pm NZT SPP closes (last time for applications)
23 April 2024 SPP results and issue price announced
26 April 2024 Allotment and commencement of trading of SPP shares on the NZX

The dates are subject to change and are indicative only. TradeWindow
reserves the right to alter the key dates, subject to applicable laws and NZX
Listing Rules.
How to Participate in the Placement
If you wish to participate in the Placement, please make your application no later
than 19 April 2024. Shares under the Placement are to be settled and allotted
progressively from the time at which the $1 million minimum subscription amount is
reached.
Shares under the SPP are expected to be settled and allotted on or around 26 April
2024.
More information
A presentation providing further important information in relation to TradeWindow
and the Share Offer was today published by TradeWindow (the "Investor
Presentation"). A copy of the Investor Presentation and other important information
released on 26 March 2023 are available at www.nzx.com under the ticker code
'TWL'.
Released for and on behalf of TradeWindow by:

Deidre Campbell
Chief Financial Officer

For further information:
Investors
Andrew Balgarnie
TradeWindow
+64 27 559 4133
andrew@tradewindow.io

Media
Richard Inder
The Project
+64 21 645 643
richard@theproject.co.nz


About TradeWindow:
Founded in December 2018, TradeWindow is an early-stage software company that provides digital
solutions for exporters, importers, freight forwarders, and customs brokers to drive productivity, increase
connectivity, and enhance visibility. TradeWindow’s software solutions integrate to form a cohesive
digital trade platform that enables customers to more efficiently run their back-end operations, share
information and securely collaborate with a global supply chain made up of customers, ports,
terminals, shipping lines, banks, insurance companies, and government authorities.
www.tradewindow.io

Important notice

This announcement is not a product disclosure statement or offering document under New Zealand law or under any
other law. It is for information purposes only and does not constitute an offer, invitation or recommendation to
subscribe for, retain or purchase any securities in TradeWindow in any jurisdiction. This announcement does not
constitute financial product advice or investment advice and does not and will not form part of any contract for the
acquisition of TradeWindow securities.
This announcement has been prepared for release in New Zealand. This announcement may not be released to US
wire services or distributed in the United States. This announcement does not constitute an offer to sell, or a solicitation
of an offer to buy, securities in the United States (or to, or for the account or benefit of, any person in the United
States) or in any other jurisdiction in which such an offer would be unlawful.
The information in this announcement is of general background and does not purport to be complete. It should be
read in conjunction with TradeWindow's other market announcements lodged with NZX, which are available at
www.nzx.com under ticker code TWL.
Future performance: This announcement and the other materials released with this announcement today (including
the investor presentation ("Investor Presentation")) may include forward-looking statements about TradeWindow and
the environment in which TradeWindow operates, such as indications of, and guidance on, future earnings and
financial positions and performance. You are strongly cautioned not to place undue reliance on forward-looking
statements, particularly in light of the current economic climate and significant volatility, uncertainty and disruption.
Forward-looking information is inherently uncertain and subject to contingencies, known and unknown risks and
uncertainties and other factors outside of TradeWindow's control, and may involve significant elements of subject
judgement and assumptions as to future events which may or may not be correct. Forward-looking statements may
also assume the success of TradeWindow's business strategies. The success of any of these strategies is subject to
uncertainties and contingencies beyond TradeWindow's control, and no assurance can be given that any of the
strategies will be effective or that the anticipated benefits from the strategies will be realized in the period for which
the forward looking statements may have been prepared or otherwise. Refer to the key risks section of the Investor
Presentation for a non-exhaustive summary of certain key business, offer and general risk factors that may affect
TradeWindow. No assurance can be given that actual outcomes or performance will not materially differ from the
forward-looking statements. A number of important factors could cause TradeWindow's actual results or performance
may differ materially from these statements, particularly as a result of the impacts of the current economic
environment. The forward-looking statements are based on information available to TradeWindow as at the date of
this announcement. Except as required by law or regulation (including the NZX Listing Rules), TradeWindow
undertakes no obligation to provide any additional or updated information whether as a result of new information,
future events or otherwise.

---

Capital Raising –Investor Presentation
March 2024
This presentation contains confidential and proprietary information and is intended solely
for the internal use of the recipient to whom this presentation is addressed. It may not be
reproduced, distributed or published in whole or in part, nor may its contents be disclosed
to any other person or entity, without the prior written consent of the TradeWindow.
COMMERCIAL IN CONFIDENCE

COMMERCIAL IN CONFIDENCE
Investor Presentation2
Disclaimer and important notice
The following notice and disclaimer applies to this investor presentation and you must
read this carefully before reading or making any other use of this presentation or any
information contained in this presentation. By accepting this presentation you represent
and warrant that you are entitled to receive this presentation in accordance with the
restrictions, and agree to be bound by the limitations, contained within it.
All information is current at the date of this presentation, unless stated otherwise. All
currency amounts are in NZ dollars unless stated otherwise.
Information: This presentation contains summary information about TradeWindow and its
activities. 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 a possible investment in TradeWindow or that would be required in a
product disclosure statement for the purposes of the Financial Markets Conduct Act
2013. This presentation should be read in conjunction with TradeWindow's other periodic
and continuous disclosure announcements, which are available at www.nzx.com.
Not financial product advice: This presentation is for information purposes only and is not
financial or investment advice or a recommendation to acquire TradeWindow securities,
and has been prepared without taking into account the objectives, financial situation or
needs of individuals. 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 broker, or solicitor, accountant and/or other
professional adviser.
Past performance: Any information given in this presentation regarding TradeWindow's
historical performance (whether financial or otherwise) 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: The information contained in this presentation may include forward-
looking statements about TradeWindow and the environment in which TradeWindow
operates, such as indications of, and guidance on, future earnings and financial positions
and performance. You are strongly cautioned not to place undue reliance on forward-
looking statements, particularly in light of the significant volatility, uncertainty and
disruption currently being experienced in global markets. Forward-looking information is
inherently uncertain and subject to contingencies, known and unknown risks and
uncertainties and other factors outside of TradeWindow's control, and may involve
significant elements of subject judgement and assumptions as to future events which
may or may not be correct. Forward-looking statements may also assume the success of
TradeWindow's business strategies. The success of any of these strategies is subject to
uncertainties and contingencies beyond TradeWindow's control, and no assurance can be
given that any of the strategies will be effective or that the anticipated benefits from the
strategies will be realised in the period for which the forward looking statements may
have been prepared or otherwise. Refer to the key risks described in the appendix to this
presentation for a non-exhaustive summary of certain key business, offer and general risk
factors that may affect TradeWindow. No assurance can be given that actual outcomes
or performance will not materially differ from the forward-looking statements. A number
of important factors could cause TradeWindow's actual results or performance to differ
materially from these statements. The forward-looking statements are based on
information available to TradeWindow as at the date of this presentation. Except as
required by law or regulation (including the NZX Listing Rules), TradeWindow undertakes
no obligation to provide any additional or updated information whether as a result of new
information, future events or otherwise.

COMMERCIAL IN CONFIDENCE
Investor Presentation3
Disclaimer and important notice (continued)
Non-GAAP financial information: Certain financial measures included in this presentation
are non-GAAP financial information. Non-GAAP financial information does not have a
standardised meaning prescribed by GAAP and therefore may not be comparable to
similar financial information presented by other entities. The non-GAAP financial
information included in this release has not been subject to review by auditors. Non-GAAP
measures are used by management to monitor the business and are useful to provide
investors to assess business performance.
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 TradeWindow of any law. The distribution of this
presentation in other jurisdictions outside New Zealand 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 “International offer restrictions” section of this presentation. None of
TradeWindow, 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 may not be
distributed or released in the United States. This presentation does not constitute an offer
to sell, or a solicitation of an offer to buy, any securities in the United States or any other
jurisdiction in which such an offer would be illegal. The New Shares have not been and will
not be registered under the U.S. Securities Act of 1933 (the U.S. Securities Act) or the
securities laws of any state or other jurisdiction of the United States. Accordingly, the New
Shares may not be offered or sold, directly or indirectly, in the United States or to persons
that are acting for the account or benefit of persons in the United States, unless they have
been registered under the U.S. Securities Act, or are offered and sold in a transaction
exempt from, or not subject to, the registration requirements of the U.S. Securities Act and
any other applicable state securities laws.
Disclaimer: To the maximum extent permitted by law, none of Trade Window Holdings
Limited or any of its subsidiaries, related companies, shareholders, directors, officers or
employees, or any other person, makes any representation or warranty, or provides any
undertaking, in relation to any information contained in this presentation and they shall
have no liability (including for negligence) for: any errors or omissions in the information or
failure to correct or update the information, or any other written or oral communications
provided in relation to the information or any claim, loss or damage (whether foreseeable
or not) arising from the use of any of the information or otherwise arising in connection with
the information. The information in this presentation remains subject to change without
notice. TradeWindow reserves the right to withdraw the Share Offer or vary the timetable
for the Share Offer without notice.

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Investor Presentation4
Overview 5
The opportunity and
our advantage 9
Growth strategy 17
Share offer 22
Risk factors 26
Offer restrictions 32
Appendix 35
Contents

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Investor Presentation5
TradeWindow: strong foundations, global progress
•~$32B
1
TAM for supply chain management software globally -
estimated to grow at a CAGR of 14.3% p.a.
•Governments driving digital transformation: UK FTAs (AU, NZ, CPTPP),
Electronic Trade Documents Act
Market opportunity
•Capture market share in Australasia
•One of few organisations accredited to issue Certificates of Origin in A/NZ
•Cross sales opportunity into the existing customer base
•Sustainable offshore development of the global trade platform
Opportunity for TradeWindow
•Six revenue generating products across two market segments
•Advanced in bringing current solutions into Cube, the foundation of the
global trade platform
•Competitive landscape is fragmented with few dominant incumbents
•Secure sector neutral platform next generation technology
Products & technology
•Diversified customer base of 476
2
Shippers (aka. Exporters and Importers) and Freight
Forwarders
•Long term relationships with leading brands across dairy, meat, seafood,horticulture,
timber, seed and grain, FCMG, manufacturing and logistics
•Large whitespace opportunity to replace spreadsheets, email and paper-based systems
Customers
•Team of 48
3
subject matter experts acrossAustralia, New Zealand, and
the Philippines
•Innovation and development division of 16
•Deep domain knowledge in supply chain,technology, finance and
professional services
Employees
•Channel partners: Intercommerce (PH); Export Council of Australia (AU);
Employers and Manufacturers Association (NZ); Cosmetics New Zealand;
International Forwarders and Customs Brokers Association of Australia
•Integration partners: INTTRA; CargoSmart; CMA CGM; ASB Bank; PAA
Partners
•ARR growth of 39%
4
year-on-year
•94%Customer Retention Rate
5

•94% Recurring Revenue
5
•No single customer contributes more than 5% of revenue
Operating metrics
•Narrowing guidance for financial year ending 31 March 2024: Revenue of $6.1M
to $6.2M
•Guidance for financial year ending 31 March 2025: Revenue of $7.3M to $8.3M
•Trailing revenue CAGR of 140%
6
•Projected monthly EBITDA break-even expected March 2025
7
Financials
1.Source: Gartner, Software Market Insights: Logistics and Supply Chain Management, 2022
2.Customers at 31 December 2023, see the definition of a Customer on Slide #36 – Glossary
3.Full-Time- Equivalent staff at 29 February 2024
The opportunity
Our expertise
Our fundamentals
Our offering
4.As at 31 December 2023 compared to 31 December 2022
5.Nine months ended 31 December 2023
6.CAGR period FY20 to FY23
7.Forward looking financial information should be read in conjunction with key assumptions on Slide #21

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Investor Presentation6
Pathway to profitability
•Proceeds used to drive revenue growth in Australia and strengthen financial position
•Forecast growth supports monthly EBITDA break-even in March 2025
1
•Predictable recurring revenues from over 476
2
customers including some of the world’s
most prolific agriculture exporters and freight forwarders
•Over 300 freight forwarder customers in Australia
•Strong market position with more than 50% of New Zealand’s primary industry
exporters using TradeWindow software
•Adjacent market opportunity for financial product partnerships to service over $60
billion in international trade
•Focus on increasing revenue in winning products to fund a self-sustainable innovation
and development programme
•Offshore innovation and development division to reduce cost, access talent, and boost
productivity
1.Forward looking financial information should be read in conjunction with key assumptions on Slide#21
2.Customers as at 31 December 2023

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Investor Presentation7
Growing from solid foundations
•Narrowing revenue guidance in the range of $6.1m to
$6.2m for financial year ending 31 March 2024
•Delivered a CAGR of 140%
1
since the start of
commercialisation in January 2020
•Forecasting continued revenuegrowth in the range
of 20% to 34% year-on-year for FY25 (1 April 2024 to
31 March 2025)
•Trading revenue guidance of $7.3m to $8.3m for
FY25
•Forecast revenue growth underpinned by cross-
selling to existing customers and winning new
customers in Australia
Revenue
2
Financial year
1.CAGR period FY20 to FY23
2.Forward-looking financial information should be read in conjunction with key assumptions on Slide#21

COMMERCIAL IN CONFIDENCE
Investor Presentation8
TradeWindow 2.0
Pathway to profitability and continued revenue growth
Average monthly net cash burn
1
•Monthly EBITDA breakeven expected
March 2025
•Positive monthly cash flow expected
approximately six months later
•Rationalised cost base includes
reduced headcount, hybrid working,
and offshore innovation and
development
•Supported via ASB Bank removal of
2x facility limit cash covenant and
extended amortisation reliefto March
2025
Financial year quarter
1.Forward-looking financial information should be read in conjunction with key assumptions on Slide#21

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The opportunity
and our advantage

COMMERCIAL IN CONFIDENCE
10
Global trade is constrained by siloed systems which rely on manual paper-based processes to orchestrate the exchange of data
The trade problem
•Cost – human intervention at each stage of the
supply chain adds cost
•Risk – high volumes of commercially sensitive
data is being exchanged over email and
physical documents leaving businesses
exposed to theft or fraud
•Inconvenience – data entry and associated
errors can lead to shipment delays
•Opaque – lack of transparency hinders the
ability to build trust between parties
Current global trade system
A single transaction often
requires the interaction of more
than 20 entities, and involves
between 10 and 20 paper
documents and 5,000 data field
exchanges.
Boston Consulting Group
1
1. Source: https://www.bcg.com/en-gb/digital-ecosystems-in-trade-finance-seeing-beyond-the-technology
“
”
Investor Presentation10

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Investor Presentation11
Forwarder
Pre-Shipment
Inspector
Export PortCarrierImport Port
CustomsInsurer
Physical
Exporters’ Bank
Invoicing Platform
Financial
Document Courier
Customs
Information
Importers’ BankCorrespondent Bank
Document Courier
Current global trade system
Key:
ExporterImporter
COMMERICAL IN CONFIDENCE
Movement of goods and financial flows requires the timely movement of accurate information across the supply chain

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Investor Presentation12
Cube, TradeWindow'sglobal trade platform can help customers drive productivity, increase connectivity, and enhance visibility across their supply chain
Our solution
Interoperability with best-of-
breed solutions used across the
supply chain through a single,
user-friendly interface
Neutral
Data encryption ensures
integrity, ownership, and verified
origin of data and documents
across global supply chains
Connected
A more transparent, efficient,
predictable and secure
exchange of trusted
information
Digital
End-to-end visibility of
transaction records allows
trusted collaboration between
trade partners
Transparent

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Investor Presentation13
Competitive landscape
is fragmented
End-to-end digital trade facilitation presents a whitespace opportunity with
few dominant incumbents. TradeWindow is a sector neutral player with a
roadmap to deliver a global trade platform integrated with an ecosystem
of commercial, logistics, finance and government software platforms.
1.Future release on product roadmap
Trusted data capture at source from systems of record
Connected trade compliance
Network effects through third party integrations
Encrypted data sharing and storage
Secure internal and external collaboration
Data analytics and insights
1
T E C H E N A B L E D S E R V I C E
S A A S S O L U T I O N
T R A D E D A T A P L A T F O R M
SHIPPER FOCUSED SOLUTIONSFORWARDER FOCUSED SOLUTIONS
BSM
EDISOFT
IMPEXDOCS
EXPLORATE
EXPEDIENT
WISETECH
TW
GLOBAL TRADE
PLATFORM

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Investor Presentation14
Some of the Australasia’s most prolific shippers and freight forwarders rely on our solutions to run business critical operations
476 organisations use our technology
Note, logos don’t necessarily correspond to top customers.
DairyMeat
Seafood
HorticultureLogistics & other

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Investor Presentation15
We have low customer concentration risk with no single customer contributing more than 5%
1
Diversified customer base
Top 10 Customers % of trading revenue
1. Based on actual unaudited trading revenue for 10 months to 31 January 2024
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
12345678910

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Investor Presentation16
Revenue composition
Transactional revenue
•TradeWindow generates transactional revenue each time a
customer either creates or shares a set of trade documents
Subscription revenue
•Customers pay monthly, quarterly, or annual subscription fees
to access solutions
•The amount of fee varies depending on the number of
solutions subscribed for and the number of users
Installation revenue
•TradeWindow earns one-off set up fees that vary depending on
the level of service and complexity of installation
Service revenue
•TradeWindow charges for ad-hoc customisation and
enhancement requests
Trading revenues highly predictable with 94% recurring
11%
6%
41%
42%
Transactional
revenue
Subscription
revenue
Installation
revenue
Service
revenue
Revenue
Composition
1
4%
2%
46%
48%
1. Based on actual unaudited trading revenue 10 months to 31 January 2024

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Growth strategy

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18
Multiple growth levers
Investor Presentation
Capital efficient growth focused on acquiring market positions that can help sustain building a competitive advantage in innovation
18
INNOVATION
of the Global Trade Platform
GREATER USAGE
by existing customers
NEW CUSTOMERS
on the platform
ACQUISITION
to accelerate and de-risk growth

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19
Consolidating incumbent solutions into Cube, an integrated global trade platform
Innovation and development programme
Investor Presentation
Inbound
Data
Customer ERP
Milestones
Status
Outbound
Data
Integration
Partners
TW ConnectTW Connect
Heat map of
TradeWindow
solutions
Global trade
operational
workflow
Inbound
Data
Customer ERP
Milestones
Status
Cube – Origin, Scheduling & Bookings, Visibility
Prodoc
Origin
Origin
Speedi
Freight
Freight - ecommerce
Cube
Shared infrastructure – SSO + common UI/UX
1PL2PL
3PL
5PL
4PL

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Investor Presentation20
Cube provides customers with easy access to a growing list of functionality on-demand
Greater usage
Cube’s global trade platform capabilities currently include:
•Ocean carrier bookings
•Customs clearance
•E-commerce
•Supply chain event tracking and visibility
•Certificates of Origin
•Encrypted data storage
•Secure permissioned collaboration (both with internal and
external parties)
EntryT1T2T3
Revenue
Feature adoption over time
New release 3
New release 2
New release 1
Insurance certificate
Bill of lading
Container tracking
Ocean bookings
Certifcate of origin
Cube contract
Export document
Illustrative only to show revenue growth as a customer adopts Cube features overtime.
It does not represent any one customer.
“ON-DEMAND LICENSING”
OTLMULS/TL
O N E-T I M E
Customers pay an upfront
licence fee + regular (annual)
maintenance fees
Customers pay a per use,
per month basis
M O D U L E U S E R
T R A N S A C T I O N
Customers pay a fee per
transaction
Key benefits of an on-demand revenue model
✓Enables customers to expand usage on an as-needed basis
✓Allows customers to explore new functionality, become more
familiar with the product, and over time add more users and grow
usage
✓Drives in-products sales as Cube becomes customers’ default
search for new functionality

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Investor Presentation21
Projected financials – key assumptions
Forward-looking financial information is inherently subject to uncertainty and judgement.
Key assumptions which may have a material risk to ourprojections include:
SPECIFIC
•The rate and timing of new customer traction
•Successful retention of people with the required skills cost effectively
•No research and development costs have been capitalisedto the
balance sheet
•Forward-looking information presented in this document assumes the
Share Offer raises at least the $1 million offer amount
GENERAL
•No materialchange in the current economic conditions locally
and globally
•No changes in accounting standards or other mandatory
professional reporting requirements

COMMERCIAL IN CONFIDENCE
Share offer

COMMERCIAL IN CONFIDENCE
Investor Presentation23
Use of proceeds
1. Drive organic growth in Australia
•Capture further market share in Australia with a focus on direct sales and
establishing channel partnerships
•Building company and product profile to support lead generation and conversion in
the Australian market
3. Supporting existing solutions
Sources
Private placement$2.0m
Share Purchase Plan$0.2m
Total$2.2m
2. Path to profitability in FY25
•Strengthen balance sheet to take the business through to profitability during FY25
•Provides resilience to weather unforeseen trading variability and macroeconomic
events
•Maintaining existing solutions to ensure a high-quality user experience and
reliability
•Progressiverelease of new revenue generating features and functionality which
provide a pathway to delivering the global trade platform
Uses
Cash on balance sheet*$2.0m
Transaction costs$0.2m
Total$2.2m
*In addition to the Share Offer, TradeWindow may explore potential debt funding
options to further enable it to capitalise on future growth opportunities

COMMERCIAL IN CONFIDENCE
Investor Presentation24
Capital raise summary
Offer size and
structure
•Seeking to raise up to $2.2 million through a:
-Placement of up to $2.0 million open to eligible investors
-Progressive settlement and allotment on receipt of applications (from the time at which the NZ$1 million minimum subscription amount is
reached)
-Share Purchase Plan of up to $200,000 (with the ability to accept oversubscriptions at TradeWindow’s discretion) to all eligible shareholders
with a registered address in New Zealand on the record date, under which each eligible shareholder can apply for up to $50,000 of new shares
Issue price
•New Shares under the Placement will be issued at a fixed price of $0.175 per share
•New Sharesunder theShare Purchase Planwill be issuedat the lower of:
-The Placement price; or
-A 2.5% discount to the VWAP of TradeWindow shares traded on the NZX during the 40 trading days up to, and including, the end of the
Share Purchase Plan offer period
Ranking
•New Shares issued under both the Placement and Share Purchase Plan will rank equally with existing TradeWindow shares on issue
Eligibility

COMMERCIAL IN CONFIDENCE
Investor Presentation25
Timetable
EventDate
Announcement of equity raisingTuesday, 26 March 2024
Placement
Placement opens10:00am (NZ time), Tuesday, 26 March 2024
Placement closes12:00pm (NZ time), Friday,19 April 2024
Progressive settlement and allotment following receipt of applications (from the time at
which the NZ$1 million minimum subscription amount is reached)
Tuesday, 26 March to Monday, 22 April 2024
Share Purchase Plan (SPP)
Record date5:00pm (NZ time), Monday, 25March 2024
SPP opensMonday, 8 April 2024
SPP closes (last time for applications)5:00pm (NZ time), Friday, 19April 2024
SPP issue price announcedTuesday, 23April 2024
Settlement of SPP and commencement of trading of allotted New Shares on the NZXFriday, 26 April 2024
The dates are subject to change and are indicative only. TradeWindow reserves the right to alter the key dates, subject to applicable laws and NZX Listing Rules.

COMMERCIAL IN CONFIDENCE
Risk factors

COMMERCIAL IN CONFIDENCE
Investor Presentation27
Risk factors
Before investing in TradeWindow, you should be aware that an investment
in TradeWindow has a number of risks, some of which are specific to
TradeWindow and some of which relate to listed securities generally, and
many of which are beyond the control of TradeWindow. Additionally, some
risks may be unknown and other risks, currently believed to be immaterial,
could turn out to be material. This section identifies some of the key risks
that TradeWindow has identified in connection with the Share Offer. Whilst
the section below aims to highlight some of the key risks, it is not
exhaustive.
In light of the ongoing impacts of recent world events on global economies
and markets, extra caution should be taken when assessing the risks
associated with an investment in TradeWindow. These ever-evolving
situations pose challenges for global financial markets and the world
economy as a whole. Capital markets continue to see equity securities
suffer from spikes in volatility and significant price declines, particularly in
relation to technology stocks like TradeWindow. It is not currently clear
when these negative impacts will begin to abate. TradeWindow will
continue to respond to the challenges facing it, but there is no certainty as
to the severity or likelihood of such unforeseen impacts arising nor
whether any mitigating action can be taken or will be effective.
Before deciding whether to invest in TradeWindow shares, you must make
your own assessment of the risks associated with the investment in
TradeWindow and consider whether such an investment is suitable for you,
having regard to publicly available information (including this presentation)
your personal circumstances, and following consultation with your
financial adviser or other professional advisers.

COMMERCIAL IN CONFIDENCE
Investor Presentation28
Risk factors
Information technology and cybersecurity risk
TradeWindow's core business operations involves the processing and the
cloud hosting and storage of customers’ information. Any failures of, or
malicious attacks on, TradeWindow's business systems, a breach of
TradeWindow's cybersecurity measures or any other compromise to the
security of data (including personal information/data) held by
TradeWindow may result in material disruption to TradeWindow's business
operations and reputation. If such event occurs, TradeWindow could
potentially be at risk of financial penalties, civil litigation, regulatory
investigations and enforcement action, all of which could have an adverse
effect on the reputation and financial performance of TradeWindow.
Real or perceived errors, bugs or failures
TradeWindow’s solutions are used to run mission-critical processes for
customers. With constant updating of software, there is a risk that
undetected errors, defects, failures, or bugs may occur, or are perceived to
occur, in TradeWindow’s solution that make it unsuitable for the designed
purpose. Should such errors, defects or bugs be, or are perceived to be,
present this could significantly disrupt TradeWindow's business operations
and cause TradeWindow to incur material brand or reputational damage.
Key person risk
TradeWindow’s continued success is dependent upon its ability to attract
and retain skilled and qualified personnel, in particular, members of the
senior leadership team, software engineers, customer success, and sales
teams with extensive domain expertise. The loss of any key personnel, as
well as high staff turnover, could cause disruption to TradeWindow's
business operations and technology capabilities, causing a delay in the
development, launch and commercialisation of new software features or
applications. Competition to attract such skilled professionals and
personnel is intense and there is no assurance that TradeWindow will be
successful in retaining or attracting skilled professionals, and the lack of
availability of such skills may materially and adversely affect operations,
performance and reputation of TradeWindow.

COMMERCIAL IN CONFIDENCE
Investor Presentation29
Risk factors
Supply chain disruptions
TradeWindow serves customers working on the front-line of global trade
with a significant portion of its revenue being made up of transaction fees
from these customers. Accordingly, disruptions to their supply chains
including, but not limited to, the availability of shipping containers, the
frequency of port calls and ship capacity, the frequency of flights and
aircraft capacity, bio-security incursions, port industrial action, and/or port
infrastructure issues could adversely affect the volume of shipments
processed through TradeWindow’s solutions and therefore materially
affect operating and financial performance and prospects. Additionally,
frequent and/or prolonged disruptions to the supply chain may lead to
offshore customers seeking alternative suppliers either closer to, or within
their home market, no longer requiring TradeWindow's business.
Economic shock
TradeWindow's operating and financial performance is influenced by a
variety of general economic and business conditions in New Zealand and
globally. TradeWindow products operating within global supply chains and
will therefore be affected by any rapid and unexpected changes to
macroeconomic variables including, but not limited to, interest rates,
commodity prices, household consumption, labour markets, trade barriers
and sanctions, pandemics, war, and terrorism. To the extent an economic
shock was sufficiently pronounced or continued for an extended period of
time, TradeWindow's operating revenues and cash position may be
materially adversely impacted.
Inability to protect intellectual property
TradeWindow is a software business with a large proportion of its assets,
and value attributed in its intellectual property. In New Zealand,
TradeWindow ensures adequate protection of its intellectual property
through registration on the intellectual property register (as well as
entering into appropriate arrangements with employees, licensees and
other third parties who have access to its intellectual property rights).
However, there remains a risk that TradeWindow may be unable to
adequately protect its Intellectual Property in international jurisdictions or
its intellectual property may be obtained, misused, misappropriated or
disclosed to third parties. In such instances this may adversely effect
TradeWindow's competitive position in the market and value of its
business.

COMMERCIAL IN CONFIDENCE
Investor Presentation30
Risk factors
Operating in a competitive market
TradeWindow competes globally across multiple segments of the
intensely competitive and constantly evolving TradeTech industry and
competes against a number of software vendors and service providers
and, in particular, global providers of freight forwarding, and digital trade
software. It is expected that competition in the TradeTech industry will
continue to increase from existing and potentially new competitors.
Increased competition could adversely impact TradeWindow’s ability to
attract and retain customers, the price at which it offers products and
services, reduce TradeWindow's market share, and subsequently adversely
impact on TradeWindow’s operating and financial performance.
Strategic acquisition risk
TradeWindow has acquired six businesses, and will continue to seek
strategic acquisition opportunities, in order to build customer base and
technological capabilities. TradeWindow's revenue growth to date has
been driven in substantial part as a result of acquisitions it has made.
TradeWindow's ability to continue to achieve revenue growth through
acquisition is dependent on identifying appropriate acquisition targets,
negotiating appropriate terms, and sourcing adequate capital to fund
acquisitions. While TradeWindow undertakes comprehensive due diligence
on all potential acquisitions there remains a risk that TradeWindow
undertakes a non-performing acquisition, which would have an adverse
effect on TradeWindow's growth prospects and financial performance.
As previously announced, TradeWindow acquired the business and assets
of Rfider in July 2022. The consideration payable for the acquisition
consisted of a $2.5 million upfront cash payment and the balance of up to
$7.5 million (with the actual amount dependent on business performance)
payable in TradeWindow shares in two tranches over a two-year period
following settlement. TradeWindow has reviewed its position and does not
consider that it is obliged to make the initial tranche payment that would
otherwise be payable to the vendors of the Rfider business due to, among
other things, the severe underperformance of the Rfider business in the
period following the acquisition. The vendors dispute this position. To the
extent that TradeWindow does become obliged to make any further cash
or share payments under the Rfider contract, this would have a dilutionary
impact on TradeWindow shareholders (in the case of scrip consideration)
or would reduce TradeWindow's cash position (in the case of cash
consideration), though likely not to the extent of amounts originally
approved by the Shareholders.

COMMERCIAL IN CONFIDENCE
Investor Presentation31
Risk factors
Early-stage business
TradeWindow is an early-stage software business operating in a nascent
market and is therefore a higher risk investment than a more established
business. TradeWindow has employed a growth strategy where spending
exceeds revenues, a situation commonly referred to as "cash burn".
TradeWindow’s performance and commercialisation of products at scale
depends on the widespread adoption of digital trade solutions by
mainstream exporters, importers, freight forwarders and customs brokers.
There is a risk that adoption of digital trade solutions and therefore
demand for TradeWindow products is slower than anticipated, which
would mean lower revenues and the need for TradeWindow to raise
additional capital or seek other financial support.
Compliance with laws and regulations
TradeWindow has offices, employees, and customers globally, therefore it
is impacted by, and subject to, a wide variety of laws and regulations
across multiple jurisdictions. While TradeWindow’s policies and
procedures are designed to comply with laws and regulations of a
particular subject matter generally, there remains some risk that those
controls are not sufficient to prevent it from contravening the laws and
regulations of all jurisdictions in which it does business. Should
TradeWindow breach any relevant laws or regulations, it may be subject to
potential enforcement action and monetary fines from authorities.
Liquidity risk
TradeWindow's operations are reliant on maintaining access to liquidity. In
addition to maintaining a cash position, TradeWindow relies on three
principal sources of liquidity: investor funding, grants and lending. As a
growth company, TradeWindow depends on periodic access to investor
funding to finance its day-to-day operations. There is a risk that investor
funding could become unavailable, or more costly to obtain, including as a
result of an adverse change in TradeWindow's business performance or
outlook, a downturn in equity markets or the economic environment more
generally, or adverse changes in the regulatory environment within which
TradeWindow operates. If TradeWindow is unable to maintain adequate
access to funding, there is a risk that it could default on payment
obligations, threatening TradeWindow's financial position and potentially
resulting in insolvency.

COMMERCIAL IN CONFIDENCE
Investor Presentation32
International offer restrictions
International Offer Restrictions
This document does not constitute an offer of ordinary shares (New
Shares) of TradeWindow in any jurisdiction in which it would be unlawful.
In particular, this document may not be distributed to any person, and the
New Shares may not be offered or sold, in any country outside New
Zealand except to the extent permitted below.
Australia
This document and the offer of New Shares are only made available in
Australia to persons to whom an offer of securities can be made without
disclosure in accordance with exemptions in sections 708(8) or 708(10)
(sophisticated investors) or 708(11) (professional investors) of the
Australian Corporations Act 2001 (the “Corporations Act”).
This document is not a prospectus, product disclosure statement or any
other formal “disclosure document” for the purposes of Australian law and
is not required to, and does not, contain all the information that would be
required in a disclosure document under Australian law. This document
has not been, and will not be, lodged or registered with the Australian
Securities & Investments Commission and the Company 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. Investors in Australia
should be aware that the offer of New Shares for resale in Australia within
12 months of their issue may, under section 707(3) of the Corporations
Act, require disclosure to investors under Part 6D.2 if none of the
exemptions in section 708 of the Corporations Act apply to the re-sale.
The Territory of the Wallis and Futuna Islands
This document has not been, and will not be, registered with or approved
by any securities regulator in France or elsewhere in the European Union.
Accordingly, this document may not be made available, nor may the New
Shares be offered for sale, in France (including the Territory of the Wallis
and Futuna Islands) except in circumstances that do not require a
prospectus under Article 1(4) of Regulation (EU) 2017/1129 of the
European Parliament and the Council of the European Union (the
"Prospectus Regulation").
In accordance with Article 1(4)(a) of the Prospectus Regulation, an offer of
New Shares in France (including the Territory of the Wallis and Futuna
Islands) is limited to persons who are "qualified investors" (as defined in
Article 2(e) of the Prospectus Regulation).

COMMERCIAL IN CONFIDENCE
Investor Presentation33
International offer restrictions
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, 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 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 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 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 contents of this document, you should
obtain independent professional advice.
Singapore
This document and any other materials relating to 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 New Shares, may
not be issued, circulated or distributed, nor may the 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 13 of the Securities and Futures Act 2001 of Singapore (the "SFA")
or another exemption under the SFA.
This document has been given to you on the basis that you are an
"institutional investor" or an "accredited investor" (as such terms are
defined in the SFA). If you are not such an investor, 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 New Shares being
subsequently offered for sale to any other party in Singapore. On-sale
restrictions in Singapore may be applicable to investors who acquire New
Shares. As such, investors are advised to acquaint themselves with the
SFA provisions relating to resale restrictions in Singapore and comply
accordingly.

COMMERCIAL IN CONFIDENCE
Investor Presentation34
International offer restrictions
United States
The New Shares have not been, and will not be, registered under the US
Securities Act of 1933 or the securities laws of any state or other
jurisdiction of the United States. Accordingly, the New Shares may not be
offered or sold in the United States except in transactions exempt from, or
not subject to, the registration requirements of the US Securities Act of
1933 and applicable US state securities laws.
The New Shares will only be offered and sold in the United States to
“institutional accredited investors” within the meaning of Rule 501(a)(1),
(2), (3), (7), (8), (9) and (12) under the US Securities Act.
United Kingdom
The New Shares have not been and will not be registered under the
securities laws of the United Kingdom. Accordingly, the New Shares may
not be offered or sold in the United Kingdom except in transactions that
are exempt from, or not subject to, the registration requirements of the
securities laws of the United Kingdom. The New Shares will only be offered
and sold in the United Kingdom to persons who are qualified investors as
defined in Article 2(e) of the Prospectus Regulation (Regulation (EU)
2017/1129), as amended, and who are also within the scope of Article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended, or who are persons to whom it may
otherwise lawfully be communicated (all such persons together being
referred to as "Relevant Persons"). Any investment or investment activity to
which this communication relates is only available to Relevant Persons
and will be engaged in only with Relevant Persons.

COMMERCIAL IN CONFIDENCE
Appendix

COMMERCIAL IN CONFIDENCE
Investor Presentation36
Glossary
Annualised Recurring Revenue (ARR)
The recurring revenue for a specified month annualised.
Average Revenue Per Customer (ARPC)
Is subscriber customers’ monthly revenue divided by
number of subscriber customers as at end of the month.
The value provided is the average of the monthly ARPC
for the period. Subscriber customers are those that
license and/or access TradeWindow’s software on a
monthly basis. It excludes pay as you go certificate
revenue.​
CAGR
Compound annual growth rate.
Customer retention rate
Customer retention rate is the number of subscriber
customers who leave in a month as a percentage of the
total subscriber customers at the start of that month.
The percentage provided is the average of the monthly
churn for the period. The customer retention rate is the
inverse of customer churn.
Customs Broker
A Customs Broker is a licenced individual who acts as
an intermediary for Shippers and Freight Forwarders in
handling the sequence of customs formalities involved
in the customs clearance and importing goods.
EBITDA
Earnings before interest, taxation, depreciation and
amortisation.
Freight Forwarder
A Freight Forwarder is an organisation who arranges
and handles the transport of goods between countries
on behalf of their customers. Responsibilities can also
include storing products, negotiating transportation
rates and booking cargo space.
Shipper
A Shipper is an exporter or importer who requires
carriers to transport goods for transport from one
location to another.
Subscriber customers
Customers that are licensing TradeWindow’s software
and generate monthly subscription revenue. These
customers may also generate transaction, services and
installation revenues. It excludes certificate and other
revenue.​
Recurring revenue
Revenues that are predictable, stable and can be
counted on to occur at regular intervals going forward
with a relatively high degree of certainty. For Trade
Window this is subscription and transactional revenue.

COMMERCIAL IN CONFIDENCE
Investor Presentation37
Highly experienced team with the domain expertise needed to scale globally
Our senior leadership team
AJ Smith
Founder & CEO
Entrepreneur with track record for creating
high growth companies including MediFin,
GreenFin and Bonds (Africa) and
Commonwealth Finance Group (Switzerland).
Kerry Friend
Executive Director
Chartered Accountant with three decades
working in senior finance roles with Take-
Two Interactive Software (Singapore), Jupiter
TV (Japan), Bloomberg (Japan) and News
Corporation (Japan).
Deidre Campbell
Chief Financial Officer
Chartered Accountant with extensive
financial management and leadership
experience within a public company having
been the Group CFO for Methven Limited, a
formerly NZX listed manufacturing business.
Andrew Balgarnie
Chief Strategy Officer
Business strategist, deal maker and problem
solver with a background in the TMT sector
having previously worked for NBN Co
(Australia) on high profile projects including
the procurement of the satellite network.
Mitchell Pham
Chief Digital Officer
Technology leader with over 30 years of
building and leading digital ventures across
NZ and Asia. Worked across financial
services, healthcare, social services, and
logistics. Digital economy advisor to NZ and
APEC Governments.
Dewald van Rensberg
Chief Operating Officer
Operations leader with more than 20 years’
experience in corporate and commercial law
with a background working as the registrar at
University of Zululand and private practice for
Du Toit Attorneys (South Africa).

COMMERCIAL IN CONFIDENCE
Investor Presentation38
Our board of directors
Alasdair MacLeod
Independent Chair
Alasdair joined the board in October
2021 and was appointed Chair at
that time.
Phil Norman
Independent Director
Phil joined the board in October
2021.
AJ Smith
Executive Director
and Chief Executive
Officer
Kerry Friend
Executive Director
Former Partner at Deloitte and Chair
of NZX listed Napier Port and the
Hawkes Bay Chapter of Export NZ.
Alasdair is current Chair of
SilverStripe, independent member of
the Board Appointments Committee
for IHC New Zealand.
Experienced TMT sector executive,
capital markets advisor and
founding Chairman of Xero and
current Chairman of NZX/ASX
listed Plexure Group, ASX listed
Straker Translations, NZX listed Just
Group, and Loyalty New Zealand
Limited (Fly Buys).
Entrepreneur with track record for
creating high growth companies
including MediFin, GreenFin and
Bonds (Africa) and Commonwealth
Finance Group (Switzerland).
Chartered Accountant with three
decades working in senior finance
roles with Take-Two Interactive
Software (Singapore), Jupiter TV
(Japan), Bloomberg (Japan) and
News Corporation (Japan).

COMMERCIAL IN CONFIDENCE
Thank you
Investor Contact
Andrew Balgarnie
Chief Strategy Officer
TradeWindow
+64 275 594 133
andrew@tradewindow.io

---

Notice Pursuant to Clause 20(1)(a) of Schedule 8 to the
Financial Markets Conduct Regulations 2014
Auckland, NZ – 26 March 2024
Trade Window Holdings Ltd (NZX: TWL) ("TradeWindow") today announced that it
intends to undertake a capital raising, comprising:
• a non-underwritten placement of up to NZ$2,000,000 of newly issued ordinary
shares to existing and new institutional and other select investors (the
"Placement"); and
• a share purchase plan to TradeWindow's eligible existing shareholders with an
address in New Zealand to raise up to NZ$200,000 (with the ability to accept
oversubscriptions at TradeWindow's discretion), which is not underwritten (the
"SPP"),
(together, the "Offer").
The Placement opens today, 26 March 2024. The SPP will open on or around 8 April
2024.
The Offer is being made in reliance upon the exclusion in clause 19 of schedule 1 to
the Financial Markets Conduct Act 2013 ("Act").
This notice is provided under subclause 20(1)(a) of schedule 8 to the Financial
Markets Conduct Regulations 2014 ("Regulations").
As at the date of this notice:
• TradeWindow is in compliance with the continuous disclosure obligations that
apply to it in relation to ordinary shares in TradeWindow;
• TradeWindow is in compliance with its financial reporting obligations (as
defined in subclause 20(5) of schedule 8 to the Regulations);
• there is no information that is "excluded information" (as defined in subclause
20(5) of schedule 8 to the Regulations) in respect of TradeWindow.
The Offer is not expected to have any material effect or consequence on the
control of TradeWindow within the meaning set out in clause 48 of Schedule 1 of the
Act.
ENDS