TradeWindow Holdings Limited has launched a NZ$1 million Share Purchase Plan (SPP) offering eligible New Zealand and Australian shareholders the chance to buy shares at NZ$0.25 each, a 7% discount to recent trading prices. The capital raised will support the development of its Freight AI platform, debt reduction, and market expansion.
- SPP offers up to NZ$50,000 per eligible shareholder at NZ$0.25 per share
- Shares priced at 7% discount to recent volume-weighted average price
- Target raise of NZ$1 million with potential for oversubscription
- Funds to accelerate Freight AI development and repay debt
- Offer open to New Zealand and Australian shareholders, excluding US persons
TradeWindow’s Strategic Capital Raise
TradeWindow Holdings Limited has announced a Share Purchase Plan (SPP) aimed at raising up to NZ$1 million by inviting its eligible New Zealand and Australian shareholders to purchase additional shares at a discounted price. The offer opens on 2 February 2026 and closes on 13 February 2026, with shares expected to be allotted around 19 February.
The shares are priced at NZ$0.25 each, reflecting a 7% discount to the volume-weighted average price (VWAP) of the company’s shares over the 10 trading days prior to 27 January 2026. This pricing aligns with the recent private placement completed in December 2025, which raised NZ$5.7 million from institutional and select investors.
Purpose and Use of Funds
Proceeds from the SPP will be directed towards accelerating the development of Freight AI, TradeWindow’s next-generation freight forwarding operating system. This technology is central to the company’s growth strategy, aiming to enhance operational efficiencies and expand its footprint in Australia, New Zealand, and other markets.
Additionally, the capital raised will strengthen TradeWindow’s balance sheet by facilitating debt repayment, thereby improving financial flexibility. The funds will also support the company’s planned Foreign Exempt Listing on the Australian Securities Exchange (ASX), broadening its investor base and market presence.
Participation Details and Conditions
Eligible shareholders are those registered on the company’s share register as of 30 January 2026 with addresses in New Zealand or Australia. Each shareholder may apply to purchase up to NZ$50,000 worth of shares, subject to scaling if applications exceed the NZ$1 million target. The offer excludes shareholders in the United States or those acting on behalf of US persons, in compliance with securities regulations.
TradeWindow has obtained specific relief from the Australian Securities and Investments Commission (ASIC) to allow Australian shareholders to participate up to the NZ$50,000 limit, which is higher than the typical A$30,000 cap. Applications must be submitted online by 5, 00pm New Zealand time on 13 February 2026.
Risks and Market Considerations
The company cautions investors about the potential volatility in share price between the offer opening, application, and allotment dates. It is possible that shares may trade below the issue price after allotment, reflecting broader market fluctuations influenced by recent global events. Shareholders are advised to seek professional financial advice before participating.
TradeWindow also reserves the right to scale back applications proportionally based on existing shareholdings to ensure equitable allocation if demand exceeds the planned raise. Fractional shares will be rounded down, with any residual amounts retained by the company.
Bottom Line?
As TradeWindow seeks to accelerate its Freight AI ambitions, the SPP’s uptake and subsequent market reaction will be key indicators of shareholder confidence and the company’s growth trajectory.
Questions in the middle?
- Will the SPP reach or exceed its NZ$1 million target, triggering scaling?
- How will the development progress of Freight AI impact TradeWindow’s competitive position?
- What are the implications of the planned ASX Foreign Exempt Listing for liquidity and investor access?