Capital Return to Shareholders: Final Court Orders Received

Dividend12 March 2025TWRFinancials

Tower Limited 136 Fanshawe Street, PO Box 90347, Auckland 1142, New Zealand
Freephone: 0800 808 808 Calling from overseas: +64 9 369 2000 tower.co.nz

12 March 2025

Market Information
NZX Limited
Level 2, NZX Centre
11 Cable Street
Wellington
New Zealand

Company Announcements Office
ASX Limited
Exchange Centre
Level 6, 20 Bridge Street
Sydney NSW 2000
Australia

Capital Return to Shareholders – Final Court Orders Received

Tower Limited (Tower) has received final orders from the High Court on 12 March 2025,
approving the return of approximately NZ$45 million of capital to its shareholders.

On 16 December 2024 Tower announced that it had received initial orders from the High Court
to seek shareholders’ approval for the return of capital at its ASM on 11 February 2025.

The return of capital is on a pro rata basis, by way of a scheme of arrangement under Part 15 of
the Companies Act 1993. The return of capital was approved at a meeting of shareholders on
11 February 2025 with 99.25% of the votes cast, being cast in favour of the resolution. As
previously announced on 21 October 2024, IRD approval that no part of the capital return is in
lieu of the payment of a dividend has also been obtained.

The scheme will involve Tower’s shareholders:
• having one (1) share cancelled for every ten (10) shares held (together with all rights
attaching to those shares) on the record date. Fractions of a share will be rounded up or
down to the nearest whole number (with 0.5 rounded down); and

• receiving a cash sum of NZ$1.1858 for each share cancelled. Australian registered
shareholders will receive these funds in Australian dollars at an exchange rate
approved by Tower on or about the record date.

The scheme remains subject to the Board, at its sole discretion, remaining satisfied that Tower
is complying with solvency and regulatory capital requirements, including under its capital
management process requirements, and that it remains prudent to undertake the scheme, in
each case, up to the time the scheme is given effect by cancellation of shares, being 20 March
2025. As at the date of this announcement, the Board remains satisfied in relation to these
matters.

Set out below is the timetable for the capital return:

Event Date
Last trading day – Last trading day prior to
halt of trading on NZX and ASX.
Monday, 17 March 2025
Record Date – Record date for determining
entitlement to participate in the scheme.
Wednesday, 19 March 2025
Implementation Date – Shares cancelled. Thursday, 20 March 2025

903170510:5 2
Trading resumes – Trading on NZX and ASX
resumes (with ASX trading to be on a
deferred basis for this day under temporary
code TWRDC).
Thursday, 20 March 2025
Payment – Computershare to make payment
and send new shareholding statements
(within 10 business days of record date).
By Wednesday, 2 April 2025

Please note that Tower will be trading on a deferred settlement basis on the ASX from 18
March 2025 until 20 March 2025, with the settlement date of Tuesday, 25 March 2025.
Deferred settlement will not occur on NZX.

This announcement has been authorised by Michael Stiassny, Chair.

For media enquiries, please contact in the first instance:

Emily Davies,
Head of Corporate Affairs and Sustainability
+64 21 815 149
emily.davies@tower.co.nz

For investor enquiries, please contact:

James Silcock
Head of Strategy, Planning and Investor Relations
+64 22 395 9327
james.silcock@tower.co.nz

---

Template
Corporate Action Notice
(Other than for a Distribution)
Updated January 2024
Page 1 of 3
Section 1: Issuer information (mandatory)
Name of issuer Tower Limited
Class of Financial Product Ordinary Shares
NZX ticker code TWR
ISIN (If unknown, check on NZX
website)
NZTWRE0011S2
Name of Registry Computershare Investor Services Limited
Type of corporate action
(Please mark with an X in the relevant
box/es)
Share Purchase
Plan/retail offer
Renounceable
Rights issue or
Accelerated
Offer

Capital
reconstruction
X Non-
Renounceable
Rights issue or
Accelerated
Offer

Call Bonus issue
Placement
Record date 19/03/2025
Ex Date (one business day before the
Record Date)
18/03/2025
Currency NZD/AUD
External approvals required before offer
can proceed on an unconditional basis?
N
Details of approvals required All necessary external approvals have been
obtained, being the final Court approval received on
12 March 2025, shareholders approval received on
11 February 2025, and IRD approval received on 21
October 2024.
Section 5: Capital reconstruction
(delete full section if not applicable, or mark rows as N/A if not applicable)*
Nature of capital reconstruction
(Please mark with an X in
applicable box)
Financial Product
Split
Financial
Product
Consolidation

Other X Amalgamation
Ratio (for example 1 for 2) New 1 Existing 10
Treatment of fractions
**
Rounded up or down to the nearest whole number (with
0.5 rounded down).

2 of 3
Number of Financial Products to be
issued/ redeemed
38,061,212 ordinary shares are estimated to be cancelled
(the exact number of ordinary shares which are to be
cancelled will be determined after rounding).
Total number of Financial Products
of the Class after the capital
reconstruction (excluding Treasury
Stock)
342,550,913 ordinary shares are estimated to be on issue
after the capital reconstruction (the exact number of
ordinary shares that will be on issue after the capital
reconstruction will be determined after rounding).
Total number of Financial Products
of the Class held as Treasury
Stock after the capital
reconstruction
No treasury stock will be held after the capital
reconstruction.
Per Financial Product amount (if
cash reconstruction)
NZ$1.1858 for each share cancelled (shareholders with
Australian registered address on the record date to be
paid NZ$1.1858 converted into Australian dollars at the
exchange rate organised by Tower’s share registrar, as
approved by Tower).
Payment date (if cash
reconstruction)
By 02/04/2025
Allotment date N/A
Section 8: Lead Manager and Underwriter (mandatory)
Lead Manager(s) appointed N
Name of Lead Manager(s) N/A
Fees, commission or other
consideration payable to Lead
Manager(s) for acting as lead
manager(s)
N/A
Underwritten N
Name of Underwriter(s) N/A
Extent of underwriting (i.e. amount
or proportion of the offer that is
underwritten)
N/A
Fees, commission or other
consideration payable to
Underwriter(s) for acting as
underwriter(s)
N/A
Summary of significant events that
could lead to the underwriting
being terminated
N/A
Section 9: Authority for this announcement (mandatory)
Name of person authorised to make this
announcement
Tania Pearson
Contact person for this announcement Emily Davies
Contact phone number +64 21 815 149
Contact email address emily.davies@tower.co.nz

3 of 3
Date of release through MAP 12/03/2025

---

This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 1
+Rule 3.10.1, 3.20.4, 7.18-7.24A, 15.3, Appendix 7A section 7.
Appendix 3A.3
Notification of
+
security consolidation or split
Information or documents not available now must be given to ASX as soon as available.
Information and documents given to ASX become ASX’s property and may be made public.
Please note that two or more corporate actions on the same
+
security may not run with
different record dates if the timetables result in overlapping (but not identical) ex-periods.
It is permissible to run different corporate actions with the same record date except in
the case of consolidations or splits which cannot run at the same time as any other
corporate action for that entity.
If you are an entity incorporated outside Australia, for
+
securities other than CDIs /
depository interests, please obtain and provide an International Securities Identification
Number (ISIN) for the class(es) of
+
securities to be created during your corporate action.
The ISIN(s) should be advised in the Further Information section of this form. Further
information on this requirement can be found in the Online Forms section of ASX Online
for companies.
*Denotes minimum information required for first lodgement of this form.
**Denotes information that must be provided on or before
+
business day 0 of the relevant
Appendix 6A or Appendix 7A timetable.
The balance of the information, where applicable, must be provided as soon as
reasonably practicable by the entity.
Part 1 – Entity and announcement details
Questi
on No.
Question Answer
1.1 *Name of entity TOWER LIMITED
1.2 *Registration type and number
One of ABN/ARSN/ARBN/ACN or
other registration type and number (if
“other” please specify what type of
registration number has been
provided).
ARBN 645 941 028
1.3 *ASX issuer code TWR
1.4 *The announcement is
Tick whichever is applicable.
New announcement
Update/amendment to previous
announcement
Cancellation of previous
announcement

This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________
+ See chapter 19 for defined terms
1 December 2019 Page 3
Part 2 – Approvals
Questi
on No.
Question Answer
2.1 *Are any of the below approvals
required for the consolidation or split
before business day 0 of the
timetable?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval;
• Another approval/condition
external to the entity required to
be given/met before business
day 0 of the timetable for the
consolidation or split.
If any of the above approvals apply to
the consolidation or split before
business day 0 of the timetable,
please answer ‘yes’ and provide
details at Q2.2. If “no” go to Part 3.
The purpose of the question is to
confirm that relevant approvals are
received prior to ASX establishing an
ex market in the
+
securities. If the
entity wishes to disclose approvals or
conditions which are to be resolved at
a later date it should use Part 6
“Further information”.
Y

2.2 Approvals
Select appropriate approval from drop down box as applicable. More than one
approval can be selected. This question refers only to events which take place
before business day 0 of the timetable. The purpose of the question is to confirm
that relevant approvals are received prior to ASX establishing an ex market in the
+
securities. The “Date for determination” is the date that you expect to know if the
approval is given for example the date of the
+
security holder meeting in the case
of
+
security holder approval or the date of the court hearing in the case of court
approval. If the entity wishes to disclose approvals or conditions which are to be
resolved at a later date it should use Part 6 “Further information”.
*Approval/conditi*Date for *Is the date **Approval Comments

This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________

+ See chapter 19 for defined terms
1 December 2019 Page 5
Part 3 – Consolidation or split timetable and details
Questi
on No.
Question Answer
3.1 *
+
Record date
Per Appendix 7A, section 7 the +record
date is
+
business day 3 in the
timetable. This is three
+
business days
after the effective date (Q3.2). This is
the last day for the entity to register
transfers on a pre consolidation or
split basis and the date on which the
register is closed to determine the
register for the consolidation or split of
+
securities.
The
+
record date must be at least four
+
business days from the current date.
Please note that the
+
record date and
the date that trading in the post
consolidation or split +securities
commences on a deferred settlement
basis (Q3.4) cannot be changed (even
to postpone it or cancel it) any later
than 12 noon Sydney time on the
previously advised last day for trading
in pre consolidation or split +securities
(Q3.3).
19/03/2025
3.2 Date of
+
security holder meeting
Same date as provided in Q2.2.
11/02/2025
3.2a
Effective date of consolidation or
split
Per Appendix 7A, section 7 the
effective date is +business day 0 in the
timetable and is 3 +business days
before the +record date. This date can
be the date of the security holder
meeting to pass the necessary
resolution to approve the
consolidation or split, or a later date
specified in the resolution.
14/03/2025
3.3
*Last day for trading in pre
consolidation or split
+
securities
Per Appendix 7A, section 7 this is
+
business day 1 in the timetable and
the
+
business day after the effective
date. –

17/03/2025
3.4 *Trading in the post consolidation or 18/03/2025

This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________

+ See chapter 19 for defined terms
1 December 2019 Page 6
split
+
securities commences on a
deferred settlement basis.
If agreed by ASX, trading in the post
consolidation or split securities
commences on a deferred settlement
basis on this day. If the entity’s
+securities are suspended from trading
during this period there will be no
+deferred settlement trading however
ASX still captures this date.
Per Appendix 7A, section 7 this is
+business day 2 in the timetable and
the second
+
business day after the
effective date.
Please note that the
+
record date and
the date that trading in the post
consolidation or split +securities
commences on a deferred settlement
basis cannot be changed (even to
postpone it or cancel it) any later than
12 noon Sydney time on the previously
advised last day for trading in pre
consolidation or split +securities (Q3.3).

3.5
+
Record date
Same as Q3.1 above.
19/03/2025
3.6
First day for entity to update its
register and to send holding
statements to
+
security holders
reflecting the change in the number
of
+
securities they hold.
Per Appendix 7A, section 7 this is
+business day 4 in the timetable, and
the +business day after the
+
record
date.
20/03/2025
3.7
Last day for entity to update its
register and send holding statements
to
+
security holders reflecting the
change in the number of
+
securities
they hold and to notify ASX that this
has occurred. (+Issue Date)

Per Appendix 7A, section 7 this is the
day that the deferred settlement
market ends. This is
+
business day 8 in
the timetable and five
+
business days
after the
+
record date.
Please note that the
+
issue date
cannot be changed (even to postpone
20/03/2025

This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________

+ See chapter 19 for defined terms
1 December 2019 Page 8
Part 4 – Event type and details
Questi
on No.
Question Answer
4.1 *The event is
Please select one. If “consolidation”
please answer Q4.1a, if “split” please
answer Q4.1b.

+
Security consolidation

+
Security split
4.1a *Consolidation ratio
Ratios may only be expressed as whole
numbers. Fractional ratios will need to
be multiplied up to a whole number (for
example 1:1.5 should be expressed as
2:3). Where you consolidate five
+
securities into one
+
security, the answer
above is 5.00 (pre-consolidation)
+
securities will be consolidated into
1.00 (post-consolidation)
+
security. To
consolidate three
+
securities into two
+
securities, the answer above is 3.00
(pre-consolidation)
+
securities will be
consolidated into 2.00 (post-
consolidation)
+
securities.
ALL: Please note that the ratio
(multiplier or divisor) cannot be
changed any later than 12 noon Sydney
time on the day before the previously
advised date in Q3.4.
the
+
securities will be consolidated on
the basis that
every
10 (pre-consolidation)
+
securities will
be consolidated into
9 (post-consolidation)
+
security (/ies)

4.1b *Split ratio
Ratios may only be expressed as whole
numbers. Fractional ratios will need to
be multiplied up to a whole number (for
example 1:1.5 should be expressed as
2:3). Where you split each
+
security into
five, the answer above is every 1.00
(pre-split)
+
security will be divided into
5.00 (post-split)
+
securities. To divide
each two
+
securities into three
+
securities the answer is 2.00 (pre-split)
+
securities will be divided into 3.00
(post-split)
+
securities.
ALL: Please note that the ratio
(multiplier or divisor) cannot be
changed any later than 12 noon Sydney
time on the day before the previously
advised date in Q3.4.
the
+
securities will be split on the
basis that every
__________ (pre-split)
+
securities will
be divided into
__________ (post-split)
+
securities.

4.2 *Scrip fraction rounding:
Please select the appropriate
Fractions rounded up to the next
whole number

This appendix is available as an online form Appendix 3A.3
Notification of
+
Security consolidation or split
_________________________________________________________________________________

+ See chapter 19 for defined terms
1 December 2019 Page 10
Part 5 –
+
Securities on issue before and after consolidation or split
A change to the terms or price of
+
convertible securities should be advised in Part 6 –
“Further information”.
Questi
on No.
Question Answer
5.1 *
+
Securities on issue before and after the consolidation or split
Please confirm the number of the entity’s
+
securities on issue before and after the
consolidation or split. Please note Listing Rule 7.21 in respect of
+
convertible
securities, Listing Rules 7.22.1, 7.22.2 in respect of options and Listing Rule 7.24 in
respect of partly paid
+
securities. If an estimate is provided please provide the
actual amounts as soon as reasonably practicable and no later than the
+
issue
date.
ASX
+
securit
y code
ASX
+
security
description
Quoted/
unquote
d
Number on
issue pre
consolidation
or split
Number on
issue post
consolidation
or split
Estimate/
Actual
TWR ORDINARY
FULLY PAID
FOREIGN
EXEMPT NZX
Quoted 380,612,125 342,550,913 Estimated
5.2 *Exercise price of options
Please confirm the exercise price of options on issue before and after the
consolidation or split. Please note Listing Rule 7.21 in respect of
+
convertible
securities, and Listing Rules 7.22.1, 7.22.2 in respect of options.
ASX
+
securit
y code
ASX
+
security
description
Quoted/
unquote
d
Currency Exercise
price pre
consolidatio
n or split
Exercise price post
consolidation or split

5.3 *Partly paid
+
securities affected by the consolidation or split
Please confirm the effect of the consolidation or split on “paid to” and “unpaid”
amounts for partly paid
+
securities on issue before and after the consolidation or
split. Please note Listing Rule 7.21 in respect of
+
convertible securities and Listing
Rule 7.24 in respect of partly paid
+
securities. If there is more than one
+
security
please include the additional
+
securities.
ASX
+
securit
y code
ASX
+
security
descript
ion
Quoted
/
unquote
d
Currenc
y
Paid up
amount
pre
consolida
tion or
split
Paid up
amount
post
consolida
tion or
split
Unpaid
amount
pre
consolida
tion or
split
Unpaid
amount
post
consolidat
ion or split

---

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 1
+Rule 3.10.1, 3.20.4, 7.18-7.24, 15.3, Appendix 7A section 8
Appendix 3A.4
Notification of cash return of capital
Information or documents not available now must be given to ASX as soon as available.
Information and documents given to ASX become ASX’s property and may be made public.
Please note that two or more corporate actions on the same
+
security may not run with
different record dates if the timetables result in overlapping (but not identical) ex-periods.
It is permissible to run different corporate actions with the same record date except in
the case of consolidations or splits which cannot run at the same time as any other
corporate action for that entity.
*Denotes minimum information required for first lodgement of this form.
**Denotes information that must be provided on or before
+
business day 0 of the relevant
Appendix 6A or Appendix 7A timetable.
The balance of the information, where applicable, must be provided as soon as
reasonably practicable by the entity.
If a cash special dividend is paid at the same time as the return of capital the entity must
also lodge Appendix 3A.1 – notification of dividend / distribution.
Part 1 – Entity and announcement details
Questi
on no
Question Answer
1.1 *Name of entity TOWER LIMITED
1.2 *Registration type and number
One of ABN/ARSN/ARBN/ACN or
other registration type and number (if
“other” please specify what type of
registration number has been
provided).
ARBN 645 941 028
1.3 *ASX issuer code TWR
1.4 *The announcement is
Tick whichever is applicable.
New announcement
Update/amendment to previous
announcement
Cancellation of previous
announcement
1.4a *Reason for update
Mandatory only if “Update” ticked in
Q1.4 above. A reason must be
provided for an update.
N/A

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 2
1.4b
*Date of previous announcement to
this update
Mandatory only if “Update” ticked in
Q1.4 above.
N/A
1.4c
*Reason for cancellation
Mandatory only if “Cancellation” ticked
in Q1.4 above. If information has
previously been provided in Part 3D of
the form “Preference
+
security
distribution rate details” please also
confirm whether the rate changes
remain in place for the
+
security or are
also cancelled.
N/A
1.4d *Date of previous announcement to
this cancellation
Mandatory only if “Cancellation” ticked
in Q1.4 above.
N/A
1.5 *Date of this announcement
The date of lodgement of the form by
the entity via ASX Online.
12/03/2025
1.6
*Applicable ASX
+
security code and
description for cash return of capital
Please select the
+
security to which the
notification applies. Only one
+
security
can be selected for each form.
Consequent changes to option pricing
are covered in later parts of this form.
ASX
+
security code: TWR
+
Security description: ORDINARY
FULLY PAID FOREIGN EXEMPT NZX

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 3
Part 2 – Approvals
Questi
on No.
Question Answer
2.1
*Are any of the below approvals
required for the cash return of capital
before business day 0 of the
timetable?
•
+
Security holder approval
• Court approval
• Lodgement of court order with
+
ASIC
• ACCC approval
• FIRB approval;
• Another approval/condition
external to the entity required to
be given/met before business
day 0 of the timetable for the
cash return of capital.
If any of the above approvals apply to
the cash return of capital before
business day 0 of the timetable,
please answer ‘yes’ and provide
details at Q2.1a. If “no” go to Q2.2.
The purpose of the question is to
confirm that relevant approvals are
received prior to ASX establishing an
ex market in the
+
securities. If the
entity wishes to disclose approvals or
conditions which are to be resolved at
a later date it should use Part 5
“Further information”.
Y

2.1a Approvals
Select appropriate approval from drop down box as applicable. More than one
approval can be selected. This question refers only to events which take place
before business day 0 of the timetable. The purpose of the question is to confirm
that relevant approvals are received prior to ASX establishing an ex market in
the
+
securities. The “Date for determination” is the date that you expect to know if
the approval is given for example the date of the
+
security holder meeting in the
case of
+
security holder approval or the date of the court hearing in the case of
court approval. If the entity wishes to disclose approvals or conditions which are
to be resolved at a later date it should use Part 5 “Further information”. Please
note that Listing Rules 7.19.1-7.19.3 set time limits for the notification of court
approval, the proposed date for lodgement of court order with a regulatory

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 4
authority and confirmation that the court order has been lodged with the
regulatory authority.
*Approval/
condition
*Date for
determination
*Is the date
estimated
or actual?
**Approval
received/
condition
met?
Only
answer this
question
when you
know the
outcome of
the
approval –
please
advise on
or before
+
business
day 0 of
the relevant
Appendix
6A or
Appendix
7A
timetable.
Comments
+
Security holder
approval
11/02/2025
Estimated
OR
Actual
Yes
No

Court approval
N/A
Estimated
OR
Actual
Yes
No

Lodgement of
court order with
+
ASIC
N/A
Estimated
OR
Actual
Yes
No

ACCC approval
N/A
Estimated
Yes
No

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 5
OR
Actual
FIRB approval
N/A
Estimated
OR
Actual
Yes
No

Other (please
specify in
comment
section)
21/10/2024
Estimated
OR
Actual
Yes
No
New Zealand Inland
Revenue approval
Other (please
specify in
comment
section)
12/03/2025
Estimated
OR
Actual
Yes
No
New Zealand High
Court approval
2.2
*Is the cash return of capital a
selective reduction of capital
If “yes” please answer Q2.2a and 2.2b,
if “no” go to Part 3.
N
2.2a
*Date of lodgement of
+
security
holder resolution approving the cash
return of capital with
+
ASIC
Please provide the estimated or actual
date of lodgement of
+
security holder
resolution approving the cash return of
capital with
+
ASIC. If estimated date is
provided please provide the actual
date by way of an update to this form
when the resolution has been lodged
with
+
ASIC.
N/A

2.2b *Date that is fourteen days after date
of lodgement of
+
security holder
resolution approving the capital
return with
+
ASIC
N/A

Amended 29/06/15

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 6
Part 3 – cash return of capital timetable and details
Questi
on No.
Question Answer
3.1 *
+
Record date
Per Appendix 7A, section 8 the +record
date is
+
business day 3 in the
timetable. This is three +business days
after the effective date (Q3.1a).
This is the last day for the entity to
register transfers on a pre return of
capital basis and the date on which
the register is closed to determine
entitlements to the cash return of
capital.
The
+
record date must be at least four
+
business days from the current date.
Please note that the +record date and
the date that trading in the re-
organised +securities on an “ex return
of capital” basis commences (Q3.3)
cannot be changed (even to postpone
it or cancel it) any later than 12 noon
Sydney time on the day before the
previously advised date that trading in
the re-organised +securities on an “ex
return of capital” basis commences
(Q3.3)..
19/03/2025
3.1a Effective date of the cash return of
capital
Per Appendix 7A, section 8 the
effective date is +business day 0 in the
timetable and is 3 +business days
before the +record date.
In the case of an equal reduction, this
is the day after the resolution
approving the cash return of capital
and in the case of a selective
reduction, 14 days after the date of
lodgement of a copy of the resolution
approving the cash return of capital
with ASIC under section 256C(3) of the
Corporations Act.
14/03/2025
3.2
*Does the entity have quoted options
on issue
If the answer is Yes, answer 3.4a, 3.5a
& b
N
3.2a Last day for trading in “cum return of
capital” +securities. If the entity has
17/03/2025

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 7
quoted options, last day for trading in
pre-return of capital quoted options.
Per Appendix 7A, section 8 this is
+business day 1 in the timetable and
one +business day after the effective
date.
The last day for trading in pre return of
capital quoted options only applies if
the entity has quoted options in which
case the exercise price will change
and new holding statements will be
issued to option holders.
3.3
*Trading in the re-organised
+
securities on an “ex return of capital”
basis commences.
If the entity has quoted options and
ASX agrees, trading in the quoted
options commences on a
+
deferred
settlement basis.
If the entity’s +securities are suspended
from trading during this period there
will be no +deferred settlement trading
however ASX still captures this date.
Per Appendix 7A, section 8 this is
+business day 2 in the timetable and
the second
+
business day after the
effective date.
Please note that the
+
record date and
the date that trading in the re-
organised +securities on an “ex return
of capital” basis commences cannot
be changed (even to postpone it or
cancel it) any later than 12 noon
Sydney time on the day before the
previously advised last day for trading
in “cum return of capital” +securities
(Q3.2a).
18/03/2025
3.4
+
Record date
Same as Q3.1 above.
19/03/2025

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 8
3.4a If the entity has quoted options, first
day for the
+
entity to send holding
statements to
+
security holders
notifying them of the change in
exercise price for the quoted options
they hold.
This date only applies if the entity has
quoted options.
Per Appendix 7A, section 8 this is
+business day 4 in the timetable and
one
+
business day after the record
date.
N/A
3.5
* Payment date for cash return of
capital.
If applicable and the
+
entity has
quoted options,
+
deferred settlement
market in options ends. Last day for
entity to send holding statements to
+
security holders notifying them of
the change in exercise price for the
quoted options they hold and to
notify ASX that this has occurred.
Per Appendix 7A, section 8 this is
+business day 8 in the timetable and
five
+
business days after the
+
record
date.
Please note that the payment date
cannot be changed (even to postpone
it or cancel it) any later than 12 noon
Sydney time on the day of the previous
payment date advised.
By 02/04/2025
3.5a
If the entity has quoted options,
trading in the options starts on a
normal T+2 basis
Per Appendix 7A, section 8 this is
+
business day 9 in the timetable. This
date is six
+
business days after the
+
record date and is the
+
business day
after the payment date.
N/A
3.5b
If the entity has quoted options, first
settlement of trades conducted on a
+
deferred settlement basis and on a
normal T+2 basis
Per Appendix 7A, section 8 this is
+
business day 11 in the timetable. This
date is eight
+
business days after the
+
record date and two
+
business days
after T+2 trading starts.
N/A

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 9
3.6 *Currency in which the cash return of
capital is made
This currency will be the currency in
which all other fields relating to the
return of capital will appear. This is
referred to as the “primary currency”.
NZD – New Zealand Dollar
3.7 *Cash return of capital amount per
+
security
Please provide the amount of the cash
return of capital in the primary
currency. If the currency is not AUD
please answer 3.7a – 3.7c.
NZD 1.1858
3.7a AUD equivalent return of capital
amount per
+
security (in primary
currency)
Only for non-AUD returns of capital.
ASX publishes an AUD equivalent
amount for non-AUD returns of
capital. If this amount is not provided
by the entity it is calculated and
published using the RBA rate of
exchange on the day before the
effective-date. The entity should only
populate this field if an actual amount
is known. If amount not known please
answer 3.7b. If known go to 3.7c.
Unknown
3.7b
If AUD equivalent not known, date for
information to be released
21/03/2025
3.7c FX rate (in format AUD 1.00 / Primary
currency rate)
N/A
Amended 07/03/16; Amended 01/12/19

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 10
Part 4 – Changes to option pricing as a result of the cash return of capital
Questi
on No.
Question Answer
4.1 *Will the cash return of capital
affect the exercise price of any
entity-issued options
If “yes”, please answer Q4.1a, if
“no” go to Part 5.
N
4.1a *Exercise price of options
Please confirm the exercise price of options on issue before and after the cash
return of capital. Please provide the amount in the primary currency in dollars (or
equivalent denomination for foreign currency). Listing Rule 7.22.3 governs the
change in exercise price of options in a cash return of capital. If there is more than
one
+
security please include the additional
+
securities.
ASX
+
securit
y code
ASX
+
security
description
Quoted/
unquoted
Curren
cy
Exercise price
before cash
return of capital
Exercise price
after cash return
of capital

This appendix is available as an online form Appendix 3A.4
Notification of cash return of capital
+ See chapter 19 for defined terms
1 December 2019 Page 11
Part 5 – Further Information
Questi
on No.
Question Answer
5.1 *Has the entity applied for an ATO
class ruling relating to this cash
return of capital?
If “yes” please answer Q5.1a, if “no” go
to 5.2. If the ATO ruling is a condition
of the event proceeding please include
it at Q2.1 and 2.1a – Conditions.
Y
5.1a
*Please provide further information
on the ATO ruling
If the ATO ruling is a condition of the
event proceeding please include it at
item 2.1 and 2.1a - Conditions.
The ATO Ruling has been applied for
and is currently in the process of being
considered by the ATO. A market
announcement will be issued when the
ATO concludes its consideration of the
application.
5.2
Source of funds for cash return of
capital

Cash on hand
5.3 Further information relating to this
cash return of capital
Please provide any further information
relating to this cash return of capital.
The return of capital remains subject to
the Board, at its sole discretion,
remaining satisfied that TWR is
complying with solvency and
regulatory capital requirements,
including under its capital management
process requirements, and that it
remains prudent to undertake the
return of capital, in each case, up to the
time the return of capital is given effect
by cancellation of shares, being 20
March 2025.

As at the date of this announcement,
the Board remains satisfied in relation
to these matters.

Introduced 22/09/14, Amended 29/06/15; Amended 07/03/16; Amended 01/12/19

Capital Change Notice Capital Return to Shareholders - Sealed Final Court Orders

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