SPH Notice - Sena & Co Limited (SCL)

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Disclosure of beginning to have substantial holding
Section 276, Financial Markets Conduct Act 2013
To NZX Limited (NZX)
and
To 2 Cheap Cars Group Limited (2CC)
Date this disclosure made: 5 December 2024
Date on which substantial holding began: 5 December 2024
Substantial product holder(s) giving disclosure
Full name(s): Sena & Co Limited (SCL)
Summary of substantial holding
Class of quoted voting products: Ordinary shares in 2CC (NZX Code: 2CC)
Summary for SCL
For this disclosure,—
(a) total number held in class: 34,586,927
(b) total in class: 45,554,500
(c) total percentage held in class: 75.924%
Details of relevant interests
Details for SCL
Nature of relevant interest(s): SCL is the registered holder and beneficial owner of
34,586,927 ordinary shares in 2CC.
For that relevant interest,—
(a) number held in class: 34,586,927
(b) percentage held in class: 75.924%
(c) current registered holder(s): Sena & Co 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

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(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 5 December 2024, SCL
entered into an agreement with David (Yusuke) Sena and Tompkins Wake Trustees 2022
Limited (as trustees of the Sena Family Trust) (the Sena Trustees) pursuant to which the
Sena Trustees transferred all their shares in 2CC to SCL in exchange for an issue of shares
in SCL. Both before and after that transaction, all the shares in SCL were and are owned by
the Sena Trustees. The transaction was undertaken in reliance on Section 25B of the
Takeovers Code (Class Exemptions) Notice (No 2) 2001.
Please also refer to the substantial product holder notice dated 5 December 2024 from the
Sena Trustees. For clarity, there has been no change in the number of shares in 2CC
ultimately owned by entities associated with David Sena nor any change in the nature of
the relevant interest in such shares.
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
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: David (Yusuke) Sena and Tompkins Wake
Trustees 2022 Limited
Disclosure has effect for purposes of directors’ and senior managers’ disclosure
David (Yusuke) Sena is also a director of 2CC. 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.