For personal use only

1 March 2022

Market Information

Company Announcements Office

NZX Limited

ASX Limited

Level 1, NZX Centre

Exchange Centre

11 Cable Street

Level 6, 20 Bridge Street

WELLINGTON

Sydney NSW 2000

AUSTRALIA

Capital Return to Shareholders - Final Court Orders Received

Tower Limited (Tower) has received final orders from the High Court on 1 March 2022, approving the return of approximately NZ$30.4 million of capital to its shareholders.

On 13 December 2021 Tower announced that it had received initial orders from the High Court to seek shareholders' approval for the return of capital and to obtain IRD approval. 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 2 February 2022 with 99.46% of the votes cast, being cast in favour of the resolution. IRD approval 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$0.72 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.

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

For personal use only

The record date for the scheme is 8 March 2022, with a summary of the key important dates set out below:

Event

Date

Last trading day - Last trading day prior to halt

4 March 2022

of trading on NZX and ASX.

Record Date - Record date for determining

8 March 2022

entitlement to participate in the scheme.

Implementation Date - Shares cancelled.

9 March 2022

Trading resumes - Trading on NZX and ASX

9 March 2022

resumes (with ASX trading to be on a deferred

basis for this day under temporary code

TWRDB).

Payment - Computershare to make payment

By 22 March 2022

and send new shareholding statements (within

10 working days of record date).

Blair Turnbull

Chief Executive Officer

Tower Limited

For media enquiries, please contact in the first instance:

Emily Davies

Head of Corporate Affairs and Reputation +64 21 815 149 emily.davies@tower.co.nz

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

For personal use only

Template

Corporate Action Notice

(Other than for a Distribution)

Updated as at 17 October 2019

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

NZTWRE0011S2

website)

Name of Registry

Computershare Investor Services Limited

Type of corporate action

Share purchase

Renounceable

(Please mark with an X in the relevant

plan

Rights issue

box/es)

Capital

Non

reconstruction

X

Renounceable

Rights issue

Call

Bonus issue

Record date

08/03/2022

Ex-Date (one business day before the

07/03/2022

Record Date)

Currency

NZD/AUD

Section 2: Capital reconstruction (delete if not applicable)

Nature of capital reconstruction

Financial Product

Financial

(Please mark with an X in

Split

Product

applicable box)

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).

Number of Financial Products to be

42,164,726 ordinary shares are estimated to be cancelled

issued/ redeemed

(to be determined after rounding).

Per Financial Product amount (if

NZ$0.72 for each share cancelled (shareholders with

cash reconstruction)

Australian registered address to be paid NZ$0.72

converted into Australian dollars at the exchange rate

organised by Tower's share registrar, as approved by

Tower).

Payment date (if cash

09/03/2022 - 22/03/2022

reconstruction)

Allotment date

N/A

Page 1 of 2

For personal use only

Section 3: Authority for this announcement (mandatory)

Name of person authorised to make this

Blair Turnbull

announcement

Contact person for this announcement

Emily Davies

Contact phone number

+64 21 815 149

Contact email address

emily.davies@tower.co.nz

Date of release through MAP

01/03/2022

2 of 2

For personal use only

This appendix is available as an online form

Appendix 3A.3

Notification of +Security consolidation or split

_________________________________________________________________________________

+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

Question

Question

Answer

No.

1.1

*Name of entity

TOWER LIMITED

1.2

*Registration type and number

ARBN 645941028

One of ABN/ARSN/ARBN/ACN or other registration

type and number (if "other" please specify what type of

registration number has been provided).

1.3

*ASX issuer code

TWR

1.4

*The announcement is

New announcement

Tick whichever is applicable.

Update/amendment to previous

announcement

Cancellation of previous announcement

1.4a

*Reason for update

N/A

Mandatory only if "Update" ticked in Q1.4 above. A

reason must be provided for an update.

1.4b

*Date of previous announcement to this

N/A

update

Mandatory only if "Update" ticked in Q1.4 above.

1.4c

*Reason for cancellation

N/A

Mandatory only if "Cancellation" ticked in Q1.4 above.

1.4d

*Date of previous announcement to this

N/A

cancellation

Mandatory only if "Cancellation" ticked in Q1.4 above.

+ See chapter 19 for defined terms

1 December 2019

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Tower Limited published this content on 01 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 March 2022 03:47:00 UTC.