TradeWindow Holdings Limited logo

TradeWindow completes $1 million placement

Capital Raise23 September 2025TWLIndustrials

Template
Corporate Action Notice

(Other than for a Distribution)

Updated January 2024

Page 1 of 3

[NOTE: This form must be used by an Issuer to notify the market of a corporate action other than a distribution (for

example: a Rights issue, Accelerated Offer, bonus issue, Placement or Share Purchase Plan).

There are different times when this form must be released via the Market Announcement Platform (MAP) depending

on the type of action.

This form must be submitted to NZX for release through MAP:

• in compliance with Listing Rule 4.17.6 or 4.17.7 for a Rights issue or Accelerated Offer;

• in compliance with Listing Rule 4.17.8 for a Share Purchase Plan; and

• in compliance with Listing Rule 4.17.9 for a Placement

• in compliance with Listing Rules 3.14.1, at least 5 Business Days prior to the Record Date for other types of

corporate action.]

Section 1: Issuer information (mandatory)

Name of issuer Trade Window Holdings Limited

Class of Financial Product Ordinary shares

NZX ticker code TWL

ISIN (If unknown, check on NZX

website)

NZTWLE0004S0

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

Non-

Renounceable

Rights issue or

Accelerated

Offer


Call Bonus issue

Placement X

Record date 23/09/2025

Ex Date (one business day before the

Record Date)

22/09/2025

Currency NZD

External approvals required before offer

can proceed on an unconditional basis?

No

Details of approvals required N/A

2 of 3
Section 7: Placement

(delete full section if not applicable, or mark rows as N/A if not applicable)*

Number of Equity Securities to be

issued

Up to 5,438,196 ordinary shares.

Issue price per Equity Security NZ$0.19

Maximum dollar amount of Equity

Securities to be issued

1


TWL intends to issue up to NZ$1.03 million of ordinary

shares under the Placement, with the ability to accept

oversubscriptions at TWL's absolute discretion. Shares

are issued in accordance with NZX Listing Rule 4.5.

Proposed issue date 24/09/2025

Existing holders eligible to

participate

2


Yes

Related Parties eligible to

participate

3


Yes

Basis upon which participation by

existing Equity Security holders will

be determined

Eligible wholesale and institutional investors invited by

TWL and the Lead Manager.

Purpose(s) for which the Issuer is

issuing the Equity Securities

TWL has agreed that the funds received via the

Placement will be applied as follows:

• to improve TWL's working capital;

• to allow TWL to invest and grow in the Australian

market;

• to support existing software solutions;

• to accelerate the development of new software

solutions;

• to support an application for a foreign exempt listing

on the ASX; and

• to pay expenses incurred with the mandate engaged

with the Lead Manager pursuant to the Placement.

Reason for placement rather than a

pro-rata rights issue or an offer

under a Share Purchase Plan in

which the Issuer’s existing Equity

Security holders would have been

eligible to participate

TWL considers a placement to be in the best interests of

TWL and its existing shareholders, as the placement will

allow TWL to access a broader pool of potential investors

giving greater certainty around the achievement of the

targeted raising size and more favourable pricing for TWL.

Equity Securities to be issued

subject to voluntary escrow

No


1


Where the issue price per Equity Security is not fixed, and the number of Equity Securities to be issued is not known, the Issuer

should instead indicate the maximum dollar amount of Equity Securities to be issued.

2

Issuers should answer Y if existing shareholders are eligible to participate even if their participation is subject to satisfaction of

eligibility criteria applying to the placement generally, such as the offer only being made to investors in certain jurisdictions or with a

certain status, such as wholesale, sophisticated or professional investors only.

3

Issuers should answer Y if there are no restrictions on participation by Related Parties as a result of their status as Related Parties

(i.e. restrictions on participation applying to the placement generally should be disregarded).

3 of 3
Number and class of Equity

Securities to be issued that will be

subject to voluntary escrow and the

date from which they will cease to

be escrowed

N/A

Section 8: Lead Manager and Underwriter (mandatory)

Lead Manager(s) appointed Yes

Name of Lead Manager(s) Gerald Andrew McDouall

Fees, commission or other

consideration payable to Lead

Manager(s) for acting as lead

manager(s)

TWL has agreed to pay the Lead Manager the

following fees in connection with its services provided

in respect of the Placement:

• a success fee at the rate of 6% of the value of

funds raised for subscription in ordinary shares to

be issued by TWL.


The Lead Manager may also opt to take all or part of

its fees as ordinary shares issued by TWL at the same

pricing as those provided under the Placement.

Underwritten No

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

Andrew Balgarnie, Chief Strategy Officer

Contact person for this announcement Andrew Balgarnie

Contact phone number +64 27 559 4133

Contact email address andrew@tradewindow.io

Date of release through MAP 24 /09/2025



* Please do not delete individual rows. Full sections can be deleted if the section relates to a different type of

corporate action

** Please note that in NZX’s systems, standard rounding indicates 0.5 and above round up, below 0.5 round down.

Please contact NZX if you are intending to treat fractions differently.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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