THL – 2017 Long Term Incentive Plan

3 April 2017 NZX ANNOUNCEMENT TOURISM HOLDINGS LIMITED (thl) LONG TERM INCENTIVE SCHEME The board of thl has resolved to establish a long term incentive scheme for employees. The board has approved the initial grant of 1,040,000 options to the Chief Executive and other senior executives of the company under this new long term incentive scheme. This long term incentive scheme will replace the existing long term incentive scheme thl currently operates (although the existing scheme will remain in place until all future entitlements are realised or forfeited). The key terms of the new long term incentive scheme are as follows: o thl will grant options to acquire ordinary shares in thl. The options will not be quoted and will not hold voting rights. Each option may be converted into one ordinary share in thl on their exercise. o 1/3 of the options will vest 2 years after the grant date; 1/3 will vest 3 years after the grant date; and 1/3 will vest 4 years after the grant date. o In order to exercise the options, the participant must pay the applicable exercise price. The exercise price for each option will be calculated by reference to the volume weighted average price of each thl share during the 20 working day period prior to the relevant grant date plus an uplift to reflect the company's average cost of capital for the first two years from the grant date less dividends paid during that two-year period. The board believes that the long term incentive scheme benefits both shareholders and employees by aligning the interests of the employees with shareholders and incentivising them to grow the value of the company. END Authorised by: Rob Campbell Chairman Tourism Holdings Limited For further information, contact: Grant Webster thl Chief Executive Direct Dial: +64 9 336 4255 | Mobile: +64 21 449 210 End CA:00299271 For:THL Type:GENERAL Time:2017-04-03 09:35:03