TradeWindow launches A$5m capital raising

TradeWindow launches A$5m capital raising; moves to ASX listing

Highlights:
- Trade Window Holdings Limited (“TradeWindow” or the “Company”) is raising approximately A$5 million (~NZ$5.76 million) at an issue price of A$0.22/NZ$0.25 per share through a conditional placement of fully paid ordinary shares to eligible investors (the “Placement”).
- The capital raising proceeds will go towards:
- Accelerating development of Freight AI, TradeWindow’s next-generation freight forwarding operating system.
- Strengthening the Company’s balance sheet including repayment of debt.
- Supporting growth in Australia, New Zealand and other markets.
- Facilitating TradeWindow’s Foreign Exempt Listing on the ASX.
- The proposed capital raising follows strong interest from existing and new investors during a recent roadshow, including from Australian institutional investors.
- Further details on Q2 FY26 and 1H FY26 performance will be released with financial results on 28 November 2025 and are expected to be consistent with the unaudited results announced on 4 November 2025.
- The Company plans to offer a Share Purchase Plan to existing shareholders with further details to be released next week.

TradeWindow, a leading provider of digital trade and logistics solutions, today announces that it is launching a Placement to raise approximately A$5 million (NZ$5.76 million), with the ability to accept oversubscriptions at TradeWindow’s discretion.

The Placement will commence today (Friday, 21 November 2025), with a trading halt granted by NZX pending completion of the Placement which is expected by the market open on Tuesday, 25 November 2025. The issuance of shares under the Placement is conditional on shareholder approval of the Placement at a Special Shareholders’ Meeting to be held in early December 2025, ASX approval of TradeWindow’s application for a Foreign Exempt Listing on the ASX, and the Company’s listing on that exchange.

The capital raising and move towards an ASX Foreign Exempt Listing follows positive engagement from existing and new investors during TradeWindow's most recent roadshow in Australia. The Placement Shares will be issued at AU$0.22/NZ$0.25 per share, representing a 20% discount to the Volume Weighted Average Price (VWAP) over the 10 trading days prior to this announcement.

TradeWindow has appointed Bell Potter Securities Limited to act as sole arranger of the Placement.

The new capital raise in the Placement will be used to accelerate the development of TradeWindow’s Freight AI operating system, its next generation freight forwarding solution, to strengthen the Company’s balance sheet including repayment of debt, to support the growth of the Company in Australia and New Zealand and further afield and to facilitate the Company’s Foreign Exempt Listing on the ASX.

TradeWindow CEO AJ Smith said: “We are very pleased with the positive feedback received during the roadshow from existing investors and particularly from new Australian institutional investors we expect to bring onto the TradeWindow share register as part of this Placement.

“These investors, who are familiar with the dynamics in the Australian market, share our view that there is a clear unmet need in the market for a high degree of automation and decision support within modern freight forwarding. They also recognise TradeWindow is well positioned to capture this opportunity.”

Mr Smith reiterated comments made in TradeWindow’s Q2 FY26 investor update that the development of the Company’s AI freight operating system continues to progress strongly. The first module of Freight AI, its e-commerce solution, is expected to be delivered before the end of the financial year.

“Our confidence in our future is strong, with our Q2 FY26 results demonstrating our ability to deepen customer relationships, expand our recurring revenue base and invest in innovation,” Mr Smith said.

TradeWindow will provide further detail on its performance for the half year to the end of September 2025 (Q2 FY26 and 1H FY26) when it releases its financial results for this period on 28 November 2025. These results are expected to be consistent with those provided in the recent update.

Institutional Placement
Key details of the Placement are:
- Seeking to raise approximately A$5 million (NZ$5.76 million) by way of a Placement of new fully paid ordinary shares to select eligible investors.
- TradeWindow has the ability to take oversubscriptions at its discretion.
- Price of AU$0.22/NZ$0.25 per share, representing a 20% discount to the Volume Weighted Average Price (VWAP) over the 10 trading days prior to this announcement.
- All shares to be issued under the Placement will rank equally with existing TWL fully paid ordinary shares currently on issue.
- Shareholder approval of the Placement, ASX approval of TradeWindow’s application for a Foreign Exempt Listing on the ASX, and the Company’s listing on the ASX are conditions of the issue and allotment of the Placement Shares under the Placement.

Indicative timetable
- Trading halt on the NZX commences Friday, 21 November 2025 (pre-market open).
- Placement to close by market open on Tuesday, 25 November 2025.
- Trading halt lifted by market open on Tuesday, 25 November 2025.
- Special Shareholder Meeting to approve the Placement, intended to be convened in early December 2025.
- ASX approval of Foreign Exempt Listing expected early December 2025.
- Allotment and commencement of trading of Placement Shares on the ASX and NZX expected: early / mid December.
The above timetable is indicative and subject to change. All times represent New Zealand time.

Disclaimer
This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, any securities in the United States. Neither this announcement nor any copy of it may be taken, transmitted or distributed, directly or indirectly, in or into or from the United States or any other jurisdiction where to do so may constitute a violation of the relevant laws of those jurisdictions. Any failure to comply with this restriction may constitute a violation of securities laws in those jurisdictions.

Investor webinar
TradeWindow, as announced to the NZX on 17 November 2025, will hold a webinar to present its half year results for FY26.
- Date: Friday, 28 November 2025
- Time: 11:00 AM NZDT
- Format: Online webinar
- Join via: https://ccmediaframe.com/?id=4h3Iaqft

Released for and on behalf of TradeWindow by:
AJ Smith,
Executive Director and Chief Executive Officer

ENDS
About TradeWindow:
Founded in December 2018, TradeWindow is an NZX-listed software company that provides digital solutions for exporters, importers, freight forwarders, and customs brokers to drive productivity, increase connectivity, and enhance visibility. TradeWindow’s software solutions integrate to form a cohesive digital trade platform that enables customers to more efficiently run their back-end operations, share information and securely collaborate with a global supply chain made up of customers, ports, terminals, shipping lines, banks, insurance companies, and government authorities.
www.tradewindow.io

Further information:
Investors
Andrew Balgarnie
TradeWindow
+64 27 559 4133
[email protected]

Simon Hinsley
NWR Communications
+61 401 809 653
[email protected]

NZ Media
Richard Inder
The Project
+64 21 645 643
[email protected]

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Announcement PDF