SPH Notice – Kern Group (Logistics) Pty Limited

Disclosure of movement of 1% or more in substantial holding or change in nature of relevant interest, or both Sections 277 and 278, Financial Markets Conduct Act 2013 To NZX Limited and To TIL Logistics Group Limited (NZX: TLL) Relevant event being disclosed: Movement of 1% or more in the substantial holding Date of relevant event: 10 October 2018 Date this disclosure made: 10 October 2018 Date last disclosure made: 8 October 2018 Substantial product holder(s) giving disclosure Full name(s): Kern Group (Logistics) Pty Limited Summary of substantial holding Class of quoted voting products: Ordinary shares Summary for Kern Group (Logistics) Pty Limited For this disclosure,-- (a) total number held in class: 4,423,580 (b) total in class: 82,507,548 (c) total percentage held in class: 5.361% For last disclosure,-- (a) total number held in class: 5,423,580 (b) total in class: 82,507,548 (c) total percentage held in class: 6.573% Details of transactions and events giving rise to relevant event Details of the transactions or other events requiring disclosure: On 8 October 2018, Kern Group (Logistics) Pty Limited filed a substantial product holder notice ("SPH Notice") stating that it had advised TIL Logistics that it intends to undertake a sale of up to 1,600,000 ordinary shares in TIL Logistics, representing approximately 1.939% of all TIL Logistics ordinary shares by way of a bookbuild process managed by Woodward Partners ("Block Trade"). The Block Trade settled on 10 October 2018 and Kern Group (Logistics) Pty Limited sold 1,000,000 ordinary shares, at a price of $1.50 per share to investors participating in the Block Trade. Details after relevant event Details for Kern Group (Logistics) Pty Limited Nature of relevant interest(s): Registered holder and beneficial owner of ordinary shares in TIL Logistics Group Limited. Kern Group (Logistics) Pty Limited's power of disposal of its shares has been qualified by the escrow deed (subject to the exclusions in the escrow deed permitting, amongst other things, the sale of up to 1,600,000 shares) between TIL Logistics and Kern Group (Logistics) Pty Limited, Kern Group Pty Limited and Kern Consulting Group Super Fund dated 8 October 2018 (copy attached to the SPH Notice, dated 8 October 2018). For that relevant interest,-- (a) number held in class: 4,236,643 (b) percentage held in class: 5.135% (c) current registered holder(s): No change (d) registered holder(s) once transfers are registered: Unknown Details for Kern Group (Logistics) Pty Limited Nature of relevant interest(s): More than half of Kern Group (Logistics) Pty Ltd's voting products are held by bodies corporate that are related to Kern Group Pty Ltd resulting in Kern Group (Logistics) Pty Ltd having a relevant interest in the financial products of TIL Logistics Group Limited held by Kern Group Pty Ltd. Kern Group Pty Ltd's power of disposal of its shares has been qualified by the escrow deed (subject to the exclusions in the escrow deed permitting, amongst other things, the sale of up to 1,600,000 shares) between TIL Logistics and Kern Group (Logistics) Pty Limited, Kern Group Pty Limited and Kern Consulting Group Super Fund dated 8 October 2018 (copy attached to the SPH Notice, dated 8 October 2018). For that relevant interest,-- (a) number held in class: 186,937 (b) percentage held in class: 0.227% (c) current registered holder(s): No change (d) registered holder(s) once transfers are registered: No change Additional information Address(es) of substantial product holder(s): GPO Box 564, Brisbane, Queensland, Australia 4001 Contact details: Russell Daly,+61 7 3270 8000, DalyR@kerngroup.com.au 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: Bowker Holdings 99 Limited, Gregory James Kern, James Ramsay, Nerida Joy Ramsay and RMY Trustees (2010) Limited; Gregory Peter Whitham; Alan Paul Terris; Kevin Garnet Smith; Kaylene Stewart, Larry Stewart and SR Taranaki Trustees Limited Certification I, Gregory James Kern, 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. End CA:00325132 For:TLL Type:SHINTR Time:2018-10-10 09:35:00