DGR Global Limited – Further Interim Orders and Undertaking

TP26/051

The Panel has made further interim orders and has accepted an undertaking in the matter of DGR Global Limited (see TP26/039).

The Panel made the further interim orders and accepted the undertaking to maintain the status quo while it continues to consider the matter.

The further interim orders have the effect of extending the interim orders made on 8 July 2026 in relation to Tenstar Trading Limited (see TP26/041) that restricted Tenstar from disposing of or otherwise dealing with any shares in DGR in which it had a relevant interest so that Tenstar’s associates, Samuel Holdings Pty Ltd, and Samuel Holdings’ associates are now subject to the same restriction.

The further interim orders have effect until the earliest of further order of the Panel, the determination of the proceedings, and 2 months from the date of the interim orders.

A copy of the interim orders is attached as Annexure A.

The further interim orders supersede the undertaking given by Samuel Holdings (see TP26/044). The Panel has consented to the withdrawal of the undertaking by Samuel Holdings.

The Panel has also accepted an undertaking from Mr Benn Whistler to the same effect as the further interim orders. The undertaking continues until the earliest of the determination of the proceedings and 2 months from the date of the undertaking.

A copy of the undertaking is attached as Annexure B.

Andrew Bubniw
Acting Chief Executive, Takeovers Panel
Level 16, 530 Collins Street
Melbourne VIC 3000
Ph: +61 3 9655 3500
takeovers@takeovers.gov.au

Annexure A

Corporations Act
Section 657E
Interim Orders

DGR Global Limited

Jeremy Raper made an application to the Panel dated 4 July 2026 in relation to the affairs of DGR Global Limited.

The Panel ORDERS:

  1. The interim orders dated 8 July 2026 are revoked and replaced by these further interim orders.
  2. Without the prior consent of the Panel, each of Tenstar and Samuel Holdings and each of their respective associates must not sell, dispose of, transfer, charge, or otherwise deal with any shares in DGR Global Limited in which they have a relevant interest or cause any of those shares to be sold, disposed of, transferred, charged, or otherwise dealt with.
  3. In these interim orders the following terms have their corresponding meaning:
    Tenstar
    Tenstar Trading Limited, an entity incorporated under the laws of the British Virgin Islands with registration number 104875
    Samuel Holdings
    Samuel Holdings Pty Ltd
  4. These interim orders have effect until the earliest of:
    1. further order of the Panel
    2. the determination of the proceedings and
    3. 2 months from the date of these interim orders.

Tania Mattei
General Counsel
with authority of Michael Lishman
President of the sitting Panel
Dated 30 July 2026

Annexure B

Australian Securities and Investments Commission Act 2001 (Cth) Section 201A
Undertaking

DGR GLobal limited

Benn Whistler undertakes to the Panel that, without the prior consent of the Panel, he will not (and will use his best endeavours to ensure that his associates will not) sell, dispose of, transfer, charge, or otherwise deal with any of the shares in DGR Global Limited in which he has a relevant interest or cause any of those shares to be sold, disposed of, transferred, charged, or otherwise dealt with.

This undertaking continues until the earliest of the determination of the proceedings and 2 months from the date of this undertaking.

Signed by Benn Whistler
Dated 30 July 2026

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