Wednesday, 22 August 2018

Announcement

SHINTR: ERD: SPH Notice - Steven Newman and NMC Trustees Limited

15 Dec 2017 16:21NZX
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  EROAD Limited

Relevant event being disclosed: Change of nature of relevant interest and
movement of 1% or more in substantial holding

Date of relevant event: 15 December 2017

Date this disclosure made: 15 December 2017

Date last disclosure made: 12 December 2017 (as updated on 13 December 2017
to include attachment to disclosure)

Substantial product holder(s) giving disclosure
Full name(s): Steven Newman and NMC Trustees Limited as trustee of the NMC
Investment Trust

Summary of substantial holding
Class of quoted voting products: Ordinary shares in EROAD Limited (NZX Code:
ERD) ("EROAD")

Summary for Steven Newman
For this disclosure,--
(a) total number held in class: 14,363,557
(b) total in class: 66,116,258
(c) total percentage held in class: 21.725%

For last disclosure,--
(a) total number held in class: 16,008,294
(b) total in class: 61,017,011
(c) total percentage held in class: 26.236%

Summary for NMC Trustees Limited as trustee of the NMC Investment Trust
For this disclosure,--
(a) total number held in class: 14,354,457
(b) total in class: 66,116,258
(c) total percentage held in class: 21.711%

For last disclosure,--
(a) total number held in class: 15,999,194
(b) total in class: 61,017,011
(c) total percentage held in class: 26.221%

Details of transactions and events giving rise to relevant event
Details of the transactions or other events requiring disclosure:
On 12 December 2017, EROAD entered into an agreement ("Placement and
Underwriting Agreement") with First NZ Capital Securities Limited ("FNZC") as
advised in a notice dated 12 December 2017.

A copy of the Placement and Underwriting Agreement was attached to the
updated notice dated 13 December 2017.

Pursuant to the Placement and Underwriting Agreement, FNZC has sold 6,743,984
fully paid ordinary shares in EROAD ("Shares") at a price of $3.04 per Share,
for total consideration of $20.5 million. The sale of Shares was settled on
15 December 2017.

The Shares comprise of:
(a) 5,099,247 new fully paid ordinary shares in EROAD issued by EROAD; and
(b) 1,644,737 existing fully paid ordinary shares in EROAD sold by NMC
Trustees Limited.

In addition, in respect of shares under EROAD''s LTI plan for the period
between 1 April 2014 and 31 March 2017, 51,172 shares held by EROAD LTI
Trustee Limited on Steven Newman''s behalf have become forfeited shares. EROAD
LTI Trustee Limited exercised its call option to require Steven Newman to
transfer to it all of his beneficial interest in the forfeited shares on 15
December 2017. The consideration for the transfer of the beneficial interest
was $141,761.54.

Details after relevant event
Details for Steven Newman

Nature of relevant interest(s): Steven Newman is the holder of 20% or more of
the shares in NMC Trustees Limited and has the power to control dealings and
voting of shares held by NMC Trustees Limited as trustee of the NMC
Investment Trust.

For that relevant interest,--
(a) number held in class: 14,354,457
(b) percentage held in class: 21.711%
(c) current registered holder(s): NMC Trustees Limited
(d) registered holder(s) once transfers are registered: NMC

Trustees Limited as to 14,354,457 shares and unknown as to the transferred
1,644,737 shares.

Nature of relevant interest(s): Steven Newman has the power to control the
acquisition or disposal of, and has the power to exercise or to control the
exercise of, a right to vote the shares held by Alexandra Ashley Newman, his
daughter.

For that relevant interest,--
(a) number held in class: 5,700
(b) percentage held in class: 0.009%
(c) current registered holder(s): Alexandra Ashley Newman
(d) registered holder(s) once transfers are registered: N/A

Nature of relevant interest(s): Steven Newman has the power to control the
acquisition or disposal of, and has the power to exercise or to control the
exercise of, a right to vote the
shares held by Henry James Newman, his son.

For that relevant interest,--
(a) number held in class: 3,400
(b) percentage held in class: 0.005%
(c) current registered holder(s): Henry James Newman
(d) registered holder(s) once transfers are registered: N/A.

Details for NMC Trustees Limited as trustee of the NMC Investment Trust
Nature of relevant interest(s): NMC Trustees Limited is the registered holder
of shares in EROAD.

For that relevant interest,--
(a) number held in class: 14,354,457
(b) percentage held in class: 21.711%
(c) current registered holder(s): NMC Trustees Limited
(d) registered holder(s) once transfers are registered: NMC Trustees Limited
as trustee of the NMC Investment Trust as to 14,354,457 shares and unknown as
to the transferred 1,644,737 shares.

Additional information
Address(es) of substantial product holder(s):
91 Taylor Road, Waimauku, 0882, Auckland, New Zealand

Contact details:
Steven Newman
Phone: +64 9 927 4713
Email: steven.newman@eroad.co.nz

Nature of connection between substantial product holders: Steven Newman is
the holder of 20% more of the shares in NMC Trustees Limited and has the
power to control dealings and voting of shares held by NMC Trustees Limited
as trustee of the NMC Investment Trust.

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: N/A

Disclosure has effect for purposes of directors'' and senior managers''
disclosure Steven Newman is also a director of EROAD.  Pursuant to section
302 of the Financial Markets Conduct Act 2013, this disclosure also
constitutes disclosure by Steven Newman for the purposes of the directors''
and senior managers'' disclosure obligations.

Certification
I, Steven Newman, 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:00312042 For:ERD    Type:SHINTR     Time:2017-12-15 16:21:50
Views: 266
EROAD Limited Ordinary Shares
 3.700 Change:
0.00
0.00%
 
Open:3.700 
High:3.700 
Low:3.700 
Volume:0 
Last Traded:07/02/18 00:20:49 
Bid:3.650 
Ask:3.700 
52-Wk High:3.990 
52-Wk Low:1.610