Vista Group International Limited/Announcement

VGL – FY2016 Results Announcement

Full Year Results23 February 2017VGLInformation Technology

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(1) EBITDA is defined as earnings before depreciation and amortisation ($3.3m), net finance expense, income tax and the expense
accrual related to the VCL deferred consideration

MARKET ANNOUNCEMENT
24 February 2016, Vista Group International Ltd, Auckland, New Zealand

Vista Group FY2016 Financial Results – Strong performance continues with
35% growth in revenue.
Highlights
• Strong 35% revenue growth for consolidated Vista Group to $88.6m over FY2015 (28% organic
growth excluding acquisitions)
• EBITDA
(1)
increase of 16.6% over FY2015 to $17.6m
• Completion of 3 strategic acquisitions during the first half of FY2016
• Completion of a major strategic transaction in China (one of the largest tech industry
transactions by a NZ company in China) in what is the fastest growing film market in the world
• Strong growth in business while continuing to invest in significant product development
• Increased investment in new platforms for future growth including the commencement of
moving the Vista Cinema product to the cloud, a social application based around movie goers
and a platform to connect various parts of the cinema industry that has arisen from our China
experience
• Continued significant investment in Movio Media with a number of new enhancements to
drive additional customer engagements
• Final dividend declared at top end of previous guidance range
• Outlook for 2017 remains positive

Vista Group (NZX and ASX: VGL) has today announced its audited results for the 12 months to 31
December 2016. Overall performance is strong and the Group has continued to highlight its underlying
core business strengths:
o Consistent strong revenue growth
o Strong annuity revenue
o Sustained Profitability
o Positive Operating Cash Generation
o Leading global position in an expanding Film industry

(1) EBITDA is defined as earnings before depreciation and amortisation ($3.3m), net finance expense, income tax and the expense
accrual related to the VCL deferred consideration
(2) Underlying EBITDA is defined as EBITDA
(1)
less foreign currency gains and losses and has the impact of the acquisitions in 2016
removed

The result for FY2016 does include the recognition of the accounting treatment of the transaction in
China. This was explained in our market release of 21 February 2017.
Net profit after tax, which includes the one-off capital gain from the China transaction, was up 705% to
$49.5m and has increased Vista Group’s Equity position to $138.3m.

Business overview
Vista Cinema delivered another very strong performance in 2016 with positive revenue growth, and a
continuation of excellent EBITDA results. Growth was achieved while substantially boosting
organisational capability with over 88 people added in key areas of Product Development and Global
Operations.
Vista Cinema implemented in new countries (including Ukraine, Denmark, and Paraguay), and for new
customers including Jinyi (China), Ster Kinekor (South Africa), and Nordisk (Denmark). Vista Cinema
ended 2016 with 5,557 sites implemented globally – an increase of 847 (18%) from the previous year.
This represented 686 new license sites and 161 from the CCG relationship in France. In addition, Vista
Cinema implemented its software in 285 non cinema sites for existing customers in related small retail
food and beverage operations.
Exciting new developments in both new and existing product areas were well advanced in 2016. In
particular, the areas of Staff Management, Media Management, and the management of third party
ticket sales channels present increasing opportunities for growth. Additionally, in 2016, Vista Cinema
ramped up its investment in the software design area, investing further in a strong design (UI/UX) team,
and broadening the technology base of the products created.
Veezi reached the milestone of 500 contracted sites during 2016, and is now installed in over 20
countries. Significant work was undertaken on a country wide agreement in Sweden. This has been
completed in 2017 and with over 120 letters of intent signed, it is expected to provide a significant boost
to site numbers. First sites went live in the important countries of China and France, while work on the
product to make it saleable in India neared completion. Average revenue per contracted cinema
continues to grow as product additions were made available and customer transaction volumes
exceeded expectations.
Movio Cinema revenue grew 42% in 2016, with notable growth in South Africa, Norway, Denmark, the
UAE and the successful implementation of Vue in the United Kingdom. Movio Cinema’s Campaign
component grew significantly, with email volume increasing 108% to 1.5 billion and the SMS business
growing from an initial 500,000 messages in 2015 to 10 million in 2016. Contracted customers increased
47% to 50 from FY2015.
Movio Media continues to evolve the product offering to fill new demand, with a number of product
releases attracting new customers, in particular the addition of ethnicity data for the US market. This
capability assisted in securing long term agreements with Warner Bros and Sony. New contracts are
expected in early 2017 which will expand the reach of the Media product. Revenue contribution
increased more than 100% from FY2015 with further growth projected.

(1) EBITDA is defined as earnings before depreciation and amortisation ($3.3m), net finance expense, income tax and the expense
accrual related to the VCL deferred consideration
(2) Underlying EBITDA is defined as EBITDA
(1)
less foreign currency gains and losses and has the impact of the acquisitions in 2016
removed

MACCS performed slightly below expectation due to the Warner Bros. implementation being moved
from November 2016 to February 2017. Significant services revenue was earned during 2016 as part of
the project, however the expected go-live in February 2017 will enable further license revenue to be
recognised. MACCS has performed well in international territories outside the USA, with a number of
new territories being added. Significant progress was made in bringing its box office collection service
MACCSbox to a number of new markets including Australia and the USA.

New acquisitions
In the first 6 months of 2016 Vista Group completed the strategic acquisition of three companies:
Powster Limited (‘Powster’), Share Dimension B.V. including its subsidiary S.C. Share Dimension S.R.L.
(collectively ‘Share Dimension’) and Flicks.co.nz Limited (‘Flicks’).
Powster has performed to plan and has added to the Vista Group result at both revenue and EBITDA
lines. Progress has been made towards establishing a creative studio in Los Angeles which should add
significant business to Powster in 2017.
Share Dimension is still an early stage business and continues to require investment from Vista Group. A
significant new product in Box Office Forecasting was brought to market and has gained interest from a
number of existing Vista Group customers.
Flicks. While still a relatively small business in terms of revenue, achieved encouraging revenue growth in
New Zealand with all major film distributors advertising on the platform throughout the year. A new
Flicks Android app was added to the NZ market, as well as an update of the existing Apple iOS app. The
visitation rate to Flicks’ web sites and mobile apps in Australia continues to grow and 2017 should see
further monetisation of this growth.

Financial overview
Vista Group has produced strong revenue growth (35%), produced positive operating cash flow
($5.4m) and maintained a strong balance sheet to provide a platform for the continued growth of
Vista Group. Earnings based on EBITDA
(1)
have improved 16.6% to $17.6m despite the $3.0m negative
foreign exchange movement from 2015. Vista Group continued its strong focus on software
development, the improvement of its existing products and the creation of new products for the
market. In line with previous market advice Vista Group has capitalised $4.1m against key projects in
Vista Cinema and Movio.
When the EBITDA
(1)
result is adjusted for abnormal items such as foreign exchange movements and
impact of new acquisitions, underlying EBITDA
(2)
as a percentage of revenue increases to 22%, up 2
percentage points from 2015.
Cash reserves at year end stand at $21.3m, this is a reduction ($6.0m) from FY2015, due to acquisition
activity as the Vista Group completed the strategic acquisitions of Powster, Share Dimension and Flicks
in the first half of FY2016 and its investment in internally generated software.

---

Vista Group –FY 2016 Full Year Results
24 February 2016

PAGE 2
Important notice
This presentation has been prepared by Vista Group International Limited (“Vista Group”).
Information in this presentation:
>is provided for general information purposes only, does not purport to be complete or comprehensive and is not an offer or
invitation for subscription, purchase or recommendation of securities in Vista Group. This presentation does not constitute
investment advice;
>should be read in conjunction with, and is subject to, Vista Group’s financial statements, market releases and information
published on Vista Group’s website (www.vistagroup.co.nz);
>may include projections or forward looking statements about Vista Group and the environment in which Vista Group operations.
Such forward-looking statements are based upon current expectations and involve risks, uncertainties and contingencies outside
of Vista Group’s control. Vista Group’s actual results or performance may differ materially from these statements. Although
management may indicate and believe the assumptions underlying the forward looking statements are reasonable, any
assumptions could prove inaccurate or incorrect and, therefore, there can be no assurance that the results contemplated in the
forward looking statements will be realised;
>may include statements relating to past performance, which should not be regarded as a reliable indicator of future performance.
While all reasonable care has been taken in compiling this presentation, Vista Group accepts no responsibility for any errorsor
omissions.
All information in this presentation is current at the date of this presentation, unless otherwise stated.
All currency amounts are in NZ dollars, unless stated otherwise.

PAGE 3
•Group update
•Results highlights
•Operating performance and trading metrics
•Financial performance
•China transaction
•Outlook
•Questions

VISTA GROUP –
RESULTS HIGHLIGHTS
& GROUP UPDATE

THE STRENGTH OF
VISTA GROUP
•Consistent strong revenue growth
•Strong annuity revenue
•Sustained profitability
•Positive operating cash generation
•Leading global position in an expanding film industry
•Dividend payer

VISTA GROUP UPDATE
VISTA ENTERTAINMENT SOLUTIONS
•Founded 1996 & listed on NZX/ASX in Aug 2014 with market cap
of $187M; now $460M. CGR of 45% p.a
•530+ staff & offices in 10 offices:
•Auckland, Sydney, London, LA, Dallas, Holland,
Shanghai, Romania, Cape Town, Beijing
•Completed the acquisitions of :
•50% of Cinema Intelligence, a Dutch software company
specialising in predicative analytics & intelligence solutions for
cinema exhibitors
•50% of Powster, a UK based provider of movie
websites & marketing platforms to Film studios & distributors
•100% of Flicks NZ & Australia
•Completion of the new venture in China which transitioned Vista
China to an associate company in the second half of 2016

MANUFACTURINGWHOLESALERETAILCONSUMER
PRODUCTIONDISTRIBUTIONCINEMA EXHIBITIONMOVIEGOER
THE BIG SIX
Sony
Disney
Paramount
Warner Bros
Universal
Fox
Legendary Entertainment
Amblin Entertainment
Scott Free Productions
Wingnut Films
Madman
Transmission
Rialto
Hoyts
Event
Reading
Lido
YOU
FILMS
$ $ $ $ $

PAGE 8
Result Highlights
•Strong 35% revenue growth for the consolidated Vista Group to $88.6m over FY2015
•Performance compared to FY2015
•Investment in 3 strategic acquisitions during the first half of FY2016
•Completion of a major strategic transaction in China, the fastest growing film market in the world
•Increased investment in projects to enhance current products and commencement of work on new platforms for growth.
Includes a social application based around movie goers and a platform to connect various parts of the cinema industry
that has arisen from our China experience.
•Headcount growth to support the business in a tight labour market. Headcount (excluding new acquisitions in FY2016)
has increased 24% (104) to 474. Total headcount (including acquisitions) is 532.
Outlook for FY2017 continues to look positive
(1)EBITDA is defined as earnings before depreciation and amortisation ($3.3), net finance expenses, income tax and the expense accrual related to the VCL deferred consideration.
(2)Trading Net profit is defined as Net Profit Before Tax excluding capital gains on the sale of shares in subsidiaries
NZ$m
31 December
2016
31 December
2015
Revenue88.665.4
35.5%
EBITDA
1
17.615.1
16.6%
Trading Net Profit
2
12.010.1
18.8%
Net Profit Before Tax53.010.1
724.1%

VISTA GROUP –TRADING METRICS
TOTAL REVENUE ANALYSIS
0
10000
20000
30000
40000
50000
60000
70000
80000
90000
100000
2013201420152016
$000's
REVENUE ANALYSIS
Other
Maintenance
License Fees
30%
AVERAGE REVENUE
GROWTH PER YEAR
FOR LAST 3 YEARS
32%
INCREASE IN VALUE OF
RECURRING REVENUE to $53.2m
35%
REVENUE GROWTH
OVER FY2015
*28% EXCL. ACQUISITIONS

OPERATING
PERFORMANCE &
TRADING METRICS

VISTA
ENTERTAINMENT
SOLUTIONS (VES)
•Largest Group subsidiary outperformed growth forecasts for
third year in a row. Revenue growth 20%+ in FY2016
•847 new cinema sites added (includes 161 from CCG) to
bring global total to 5,557. In addition 285 installations at
customer owned small retail outlets
•Estimate 38% of large circuit market (global). Total Global
screen growth still strong.
•New office in South Africa to support market. With Ster
Kinekorwe now have 100% of large circuit market. The office
will support opportunities in the growing African market
•Advanced developments on existing products and new
initiatives for future growth
•Investment in staff to support the business

VISTA CINEMA –METRICS
AVERAGE LICENSE
REVENUE PER SITE
↑ 7%
FROM 2014
AVERAGE MAINTENANCE
REVENUE PER SITE
↑ 20%
FROM 2014
-
1,000
2,000
3,000
4,000
5,000
6,000
20092010201120122013201420152016
TOTAL SITE COUNT
AVERAGE LICENSE
REVENUE PER SITE
$27K
OVER 3 YEARS
AVERAGE MAINTENANCE
REVENUE PER SITE
$6K
OVER 3 YEARS
0
200
400
600
800
1000
1200
NEW SITES ADDED
acquisitions
new
customers
existing
customers
Total Sites at Dec 2016
5,557

ASIA
7,017/30,415 screens
23%
WORLD SHARE
Vista Entertainment Solutions percentage of the world market –
for Cinema Exhibition Companies with 20+ screens
AUSTRALASIA
1,698/1,788 screens
95%
EUROPE
4,845/18,953 screens
26%
AFRICA
761/819 screens
93%
WORLD WIDE
38,896/101,108 screens
38%
SOUTH AMERICA
1,260/5,812 screens
22%
CENTRAL AMERICA
6,543/6,750 screens
97%
CANADA
2,052/2,347 screens
87%
USA
13,413/31,913 screens
42%
MIDDLE EAST
1,307/2,311 screens
57%

VEEZI
ENGINEERED BY VISTA
•Site number growth of 52% to 532 at year end across
20 countries
•Addressable market size approx. 25,000 Cinemas
•ARR strong at $5,750 per annum per site ($480 per
month)
•New agreement with Film Industry Organisationin
Sweden with significant opportunity in 2017
•French certification achieved and first site live. Wider
market entry planned for 2017
•China SARFT approval gained and first site live in late
2016
•India market entry planned during 2017

VEEZI –METRICS
532
GLOBAL TOTAL OF
CONTRACTED SITES
$480
AVERAGE REVENUE
PER SITE EACH MONTH
$3.06M
ANNUALISED RECURRING
REVENUE
0
200
400
600
Dec-13Dec-14Dec-15Dec-16
TOTAL SITE COUNT
$-
$100
$200
$300
$400
$500
$600
Dec-13Dec-14Dec-15Dec-16
AVERAGE REVENUE PER
SITE

Investments
•Vista Cloud
Commenced platform change for the core Vista Cinema
product to provide customers the choice of an on premise
or hosted deployment. First parts release in 2017.
•MovieTeam
Released new SaaS Cinema focused staff management
and scheduling product. 6 customer signups by end 2016.
•movieXchange
New SaaS application to assist exhibitors and distributors
with the management of digital marketing content. Release
at CinemaCon 2017.
•Social Media App
A new mobile social application based around films.
•Ticketing Platform
A new platform offering for exhibitors to make it easier to
access the growing number of cinema ticketing sales
channels.

MOVIO
•On track with their Mission: To revolutionize the way film
distributors & cinema exhibitors interact with moviegoers.
Movio Cinema
•Increased customers from 37 to 50 of the world’s largest
cinema circuits including AMC (USA), SterKinekor(SA) and
Vue(UK).
Movio Media
•Introduced ethnicity in 2016, plans for focused U14 data in
2017 –both firsts for the film industry.
•New multi-year deals signed with Sony, Warner Bros.,
Lionsgate.
•Significant opportunities opened up in the digital media
space.
2017
•Increasing the volume of active moviegoers via new data
sources including online transactions.
•Extending the campaign offering to incorporate digital media
(Web, Mobile, Social).

MOVIO –METRICS
TOTAL REVENUE PER 1,000
ACTIVE MEMBERS
$305
46%
REVENUE GROWTH
OVER FY2015
162%
MOVIO MEDIA GROWTH
OVER FY2015
0
50
100
150
200
250
300
350
400
450
2013201420152016
Millions
EMAIL GROWTH
Email/SMS sent
0
20
40
60
80
100
120
140
2013201420152016
Millions
MEMBER DATABASE
Non active membersActive Members

MACCS
•MACCS–Movie ACCountingSystem
•Theatrical distribution software
•Financial & logistics solution
•MaccsBox–Theatrical Value Chain
•Collects audited box office results (eBor) centrally
& provides them to distributors
•2016
•Completed the Warner Bros. domestic
enhancements and the release of MACCS 9.0
•Commenced development of cloud based
application for smaller distributors
•Introduced MaccsBoxto the USA
•Deployed SterKinekorin South Africa replacing 3
existing systems
•2017
•Warner Bros. go live Q117
•Further country rollouts of MaccsBox

NUMERO
•Tracks daily results at cinema level & reports to
Film Studios, Distributors & Exhibitors
•SaaS product for film distributors and exhibitors
•2016
•Achieved nearly 100% collection in Australia and
New Zealand markets
•Commenced moving major studios from trial
licenses to full licenses
•Commenced collecting data from China
•2017
•Selling China service to Hollywood
•Building services in new territories

POWSTER
Provides world-leading film marketing products
including interactive content to promote films
•Marketing platform for movie studios, powering the
world’s biggest films. One destination per film with
all cinemas & show-times listed
2016
•All 6 Major studios using Powster platforms in the
US
•Developed Trailered, a new web destination that
enables moviegoers to consume trailers in a
completely new way (2017 release)
•Joined Vista Group
•Doubled Staff across London and LA
2017
•Opening of Los Angeles Studio
•Launch of Trailered
•Launch of VR show times

FLICKS
Authoritative Australasian movie & cinema guide
•Moviegoer access nationally for every movie playing;
cinemas, session times, booking links, videos & trailers,
reviews (user & critical) + editorial from Australasia’s best
industry contributors
2016
•Best year for advertising revenues and best year to date for
total web site visitors
•Transitioned from external ad management to internal,
increasing margin.
•Release of new apps for iOS and android
2017
•Build Australian advertising revenue
•Commence presence in new territories
•Release new SaaS based website product for small cinemas

CINEMA INTELLIGENCE
•2016
•Opened LA office
•Global expansion -running implementations on 3
continents
•Released new forecasting module
•2017
•Key hires in Sales and project management
•Improving product market fit
•Build more integration to Vista
•Strong focus on North America
Cinema intelligence is a business intelligence solution
for cinema exhibitors, designed to optimize
forecasting, booking and scheduling of movies and
events proven to increase profitability and revenues.

VISTA GROUP -
FINANCIAL
PERFORMANCE

Trading Performance
•Strong revenue growth across the consolidated Group of 35% and excluding acquisitions is still up 28%
•Operating expenses reflect the increase in scale of the business
•Underlying EBITDA* performance, which normalisesfor the impact of currency and new acquisitions, improves as a percentage of
revenue to 22%, up 2 percentage points from 2015
Note: EBITDA is defined as earnings before depreciation and amortisation ($3.3), net finance expenses, income tax and the expense accrual related to
the VCL deferred consideration.
Underlying EBITDA is EBITDA less foreign currency gains and losses and has the impact of the acquisitions in 2016 removed.
NZ$m31 December 31 December
20162015%
Revenue88.665.435.5%
Operating Expenses74.257.030.2%
Foreign exchange losses / (gains)1.4(1.7)
Operating Profit13.010.128.7%
Other Revenue/Costs40.00.0
Profit Before Tax53.010.1424.8%
Net Profit attributable to Shareholders48.65.8737.9%
NZ$m2016 Actual2015 Actual
EBITDA15.116.6%17.6
For twelve months ended

Financial Position
•Effect of China transaction receivables $35.5m at
year end
•Trading receivables in line with trading levels
•Cash balance reduced due to acquisitions
•Intangibles including Goodwill increased with
acquisitions of Powster, Share Dimension and
Flicks
•Inclusion of value of the China new venture as an
associate. Valued via third party specialist
•No impairment of Intangibles
•Current liabilities include $1.3m related to China
transaction. Trading liabilities in line with increased
trading levels
•Share Capital increased through the VCL deferred
consideration settlement in March 2016 and the
issue of 2.0% new shares to WePiaoin December
2016.
Current assets
Cash & short term deposits21.327.3
Other receivables73.930.6
95.257.9
Non Current Assets
Plant & equipment4.12.4
Investment in Associate27.7
Intangibles64.650.5
96.452.9
Total assets191.6110.8
Current liabilities42.424.2
Non current liabilities
Loans4.84.8
Deferred tax and consideration6.02.7
10.87.5
Net assets138.479.1
Share Capital55.746.0
Retained earnings71.322.7
Reserves0.72.4
Non controlling interests10.78.0
Total Equity138.479.1

Cash Flow
•Cash receipts from trading supressed by
delay in receiving pre new venture
receivables being settled with China
transaction payments.
•Focus on trade receivable collection has
improved balance
•Cash outflows on operating expenses
reflect uplift in trading levels
•Investment activity includes the Powster,
Share Dimension and Flicks acquisitions
•Cash from Financing activities reflects
the new shares issued to and paid by
WePiao
•FX differences –translation of foreign
currency at 31 December 2016
NZ$m31 December 31 December
20162015
Cash received from trading69.760.6
Cash applied from trading
Operating expenese58.550.5
Tax & interest5.83.4
64.353.9
Net cash flow from operating5.46.7
Cash applied to investing activities
Investments(12.1)(9.3)
Other assets(5.9)(1.1)
(18.0)(10.4)
Cash from financing activities
Proceeds from share issue8.0
8.00.0
Net movement in cash held(4.6)(3.7)
Foreign exchange differences(1.4)
Cash balance at 31 December21.327.3
For twelve months ended

Dividend Proposal
The dividend policy established by the Vista Group Board in 2016 was:
To distribute 30% to 50% of net profit after tax subject to immediate and future growth
opportunities and identified capital expenditure requirements. The dividends will be provided with
the maximum value of imputation (franking) credits available to the company to apply to the
dividend.
The directors have resolved to pay a dividend at the top of the range (50%)
and that the dividend will carry full imputation credits.
The value of the dividend will be 4.61 cents per share representing a total
payment of $3.8m.
The record date for the dividend is 5pm on Friday, 10 March 2017 with the
payment date set for Friday, 24 March 2017.

CHINA
TRANSACTION

PAGE 30
China Transaction
•Successful completion of one of the largest tech industry transactions in China by a New Zealand company
•Full explanation of the treatment and values associated with the recognition of the transaction in our market release of
21 February 2017
•One-off capital gain on sale of shares in Vista China
•Revenue released in 2016 and held as Deferred Revenue on balance sheet
•Value of cash received and that held as a receivable at 31 December 2016.
•Operationally the new venture is making significant progress in positioning itself for growth
•Office in Beijing
•New staff being recruited and joining from WePiao
•Introduction of products beyond Vista Cinema and Veezi
•Growth in the China film market remains strong

OUTLOOK

PAGE 32
Outlook
•Strong outlook for Global Film Industry
•Revenue growth of the existing businesses is expected to be in the range of 20% to 25%
•Strong pipeline supporting future revenue growth
•Vista Cinema to continue strong growth of revenue and earnings
•Strong cash position as the China transaction payments are received
•Veezi expected to grow at a faster rate with addition of Sweden, France, China markets
•Movio to continue sales of Movio Cinema and transaction volumes expected to grow
•Movio Media –significant advancement into Digital Media should accelerate the rate of campaigns and revenue
•Introduction of new platforms expanding the services and offerings of the VGL group to the Film industry
•MACCS will complete the deployment to Warner Bros. in the USA, creating further opportunities in the USA,
while continuing to expand in global territories
•Vista China will push forward under the new structure and grow its business in China
•Leveraging our core strengths to continue growth and underlying performance

QUESTIONS

---

1
VISTA GROUP INTERNATIONAL LIMITED

2
INTERIM REPORT 2016

TABLE OF
CONTENTS

MANAGEMENT COMMENTARY 1
STATEMENT OF COMPREHENSIVE INCOME 3
STATEMENT OF CHANGES IN EQUITY 4
STATEMENT OF FINANCIAL POSITION 5
STATEMENT OF CASHFLOWS 6
NOTES TO THE FINANCIAL STATEMENTS 7

1
VISTA GROUP INTERNATIONAL LIMITED
MANAGEMENT COMMENTARY

The following financial statements, for Vista Group International Limited (the ‘Company’ and its subsidiaries, collectively the ‘Vista
Group’), are for the year ended 31 December 2016 and represent the full year results for Vista Group.
HIGHLIGHTS

• Strong 35% revenue growth for the consolidated Vista Group to $88.6m over FY2015 (28% organic growth excluding
acquisitions).
• EBITDA
(1)
increase of 16.6% over FY2015 to $17.6m.
• Completion of 3 strategic acquisitions during the first half of FY2016, and commencement of the China new venture with Bejing
Weying Technology Co. Ltd (WePiao) on 1 September 2016.
• Issue of 2.0% of new equity in Vista Group to WePiao to strengthen partnership in China.
• Strong growth in business while continuing to invest in significant product development.
• Increased investment in new platforms for future growth including the commencement of moving the Vista Cinema product to
the cloud, a social application based around movie goers and a platform to connect various parts of the cinema industry that
has arisen from our China experiences.
• Continued significant investment in Movio Media with a number of new enhancements to drive additional customer
engagements.
• Headcount numbers (excluding new acquisitions in FY2016) now 474, an increase of 104 employees (28%). Including
acquisitions, total group headcount now stands at 532.

OPERATING METRICS

• 32% increase, $12.8m to $53.2m, in recurring revenue in FY2016, representing 60% of total revenue.
• 41% increase, $8.6m to $29.5m, in non-recurring license revenue in FY2016 on strong sales of new Vista Cinema software
sites and software.
• Positive operating cash flow of $5.4m and continuing strong cash position.
• Impressive 18% increase in Vista Cinema cumulative site numbers over FY2016, up 847 to 5,557 driving recurring maintenance
revenue and additional module upsell opportunities.
• VEEZI revenue increases 122% to $2.3m with annualised recurring revenue (ARR) up 65% to $3.1m driven by higher site
numbers and revenue per site.
• 45% increase in Movio revenue in FY2016.
• New acquisitions in 2016 add $4.9m in revenue since the respective acquisition dates.

OPERATIONAL AND PRODUCT OVERVIEW

Vista Cinema delivered another very strong performance in 2016 with positive revenue growth, and a continuation of excellent
EBITDA results. Growth was achieved while substantially boosting organisational capability with over 88 people added in key areas
of Product Development and Global Operations.

Vista Cinema implemented in new countries (including Ukraine, Denmark, and Paraguay), and for new customers including Jinyi
(China), Ster Kinekor (South Africa), and Nordisk (Denmark). Vista Cinema ended 2016 with 5,557 sites implemented globally – an
increase of 847 (18%) from the previous year. This represented 686 new license sites and 161 from the CCG relationship in
France. In addition, Vista Cinema implemented its software in 285 non cinema sites for existing customers in related small retail food
and beverage operations.

Exciting new developments in both new and existing product areas were well advanced in 2016. In particular, the areas of Staff
Management, Media Management, and the management of third party ticket sales channels present increasing opportunities for
growth. Additionally, in 2016, Vista Cinema ramped up its investment in the software design area, investing further in a strong design
(UI/UX) team, and broadening the technology base of the products created.

Veezi reached the milestone of 500 contracted sites during 2016, and is now installed in over 20 countries. Significant work was
undertaken on a country wide agreement in Sweden. This has been completed in 2017 and with over 120 letters of intent signed, it is
expected to provide a significant boost to site numbers. First sites went live in the important countries of China and France, while
work on the product to make it saleable in India neared completion. Average revenue per contracted cinema continues to grow as
product additions were made available and customer transaction volumes exceeded expectations.

Movio Cinema revenue grew 42% in 2016, with notable growth in South Africa, Norway, Denmark, the UAE and the successful
implementation of Vue in the United Kingdom. Movio Cinema’s Campaign component grew significantly, with email volume

2
ANNUAL FINANCIAL STATEMENTS 2016
increasing 108% to 1.5 billion and the SMS business growing from an initial 500,000 messages in 2015 to 10 million in
2016. Contracted customers increased 47% to 50 from FY2015.

Movio Media continues to evolve the product offering to fill new demand, with a number of product releases attracting new
customers, in particular the addition of ethnicity data for the US market. This capability assisted in securing long term agreements
with Warner Bros and Sony. New contracts are expected in early 2017 which will expand the reach of the Media product. Revenue
contribution increased more than 100% from FY2015 with further growth projected.

MACCS performed slightly below expectation due to the Warner Bros. implementation being moved from November 2016 to
February 2017. Significant services revenue was earned during 2016 as part of the project, however the expected go-live in
February 2017 will enable further license revenue to be recognised. MACCS has performed well in international territories outside
the USA, with a number of new territories being added. Significant progress was made in bringing its box office collection service
MACCSbox to a number of new markets including Australia and the USA.

New acquisitions. In the first 6 months of 2016 Vista Group completed the strategic acquisition of three companies: Powster Limited
(‘Powster’), Share Dimension B.V. including its subsidiary S.C. Share Dimension S.R.L. (collectively ‘Share Dimension’) and
Flicks.co.nz Limited (‘Flicks’).
Powster has performed to plan and has added to the Group result at both revenue and EBITDA lines. Progress has been made
towards establishing a creative studio in Los Angeles which should add significant business to Powster in 2017.

Share Dimension is still an early stage business and continues to require investment from Vista Group. A significant new product in
Box Office Forecasting was brought to market and has gained interest from a number of existing Vista Group customers.

Flicks. While still a relatively small business in terms of revenue, achieved encouraging revenue growth in New Zealand with all
major film distributors advertising on the platform throughout the year. A new Flicks Android app was added to the NZ market, as
well as an update of the existing Apple iOS app. The visitation rate to Flicks’ web sites and mobile apps in Australia continues to
grow and 2017 should see further monetisation of this growth.

FINANCIAL OVERVIEW

Vista Group has produced strong revenue growth (35%), produced positive operating cash flow ($5.4m) and maintained a strong
balance sheet to provide a platform for the continued growth of Vista Group. Earnings based on EBITDA
(1)
have improved 16.6% to
$17.6m despite the $3.0m negative foreign exchange movement from 2015. Vista Group continued its strong focus on software
development, the improvement of its existing products and the creation of new products for the market. In line with previous market
advice Vista Group has capitalised $4.1m against key projects in Vista Cinema and Movio.

When the EBITDA result is adjusted for abnormal items such as foreign exchange movements and impact of new acquisitions,
underlying EBITDA as a percentage of revenue increases to 22%, up 2 percentage points from 2015.

Cash reserves have at year end stand at $21.3m, this is a reduction (6.0m) from FY2015, due to acquisition activity as the Vista
Group completed the strategic acquisitions of Powster, Share Dimension and Flicks in the first half of FY2016 and its investment in
internally generated software.
CHINA TRANSACTION

The new venture in China with WePiao was concluded in August 2016 and Vista China became an associate company from 1
September 2016. The accounting for the China transaction has had an impact on the results and the values reported in the financial
statements. The sale of shares in Vista China and the transition of Vista China from a subsidiary to an associate company has
produced a $41.0m capital profit and a resulting investment value for the Associate of $27.6m. Some trading revenue from the
transaction has also been released in 2016 ($3.4m) with the remaining revenues to be released over the next 3 years. This is
covered in notes 4.1 and 4.4 and has been further explained in our market announcement dated 21 February 2017. The impact of
certain banking restrictions in China has delayed the payment of amounts due to Vista Group prior to year-end. This is seen as a
timing issue only in relation to the receipt of the cash but has resulted in trade receivables and trade payables balances being shown
at year end that are not related to normal trading operations.

(1) EBITDA is defined earnings before net finance expense, income tax, depreciation, amortisation and offer costs. The expense accrual related
to the VCL deferred consideration is also excluded. This is consistent with the measure used in the Prospectus date 3 July 2014.

3
VISTA GROUP INTERNATIONAL LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2016

2016 2015
Section NZ$’000 NZ$’000
Revenue 88,589 65,431
Total revenue
3
88,589 65,431
Sales and marketing expenses 7,100 4,567
Operating expenses
7.6
42,849 31,727
Administration expenses
7.6
22,949 17,995
Acquisition expenses
7.6
1,338 2,722
Foreign currency losses / (gains) 1,378 (1,742)
Total expenses 75,614 55,269
Operating Profit 12,975 10,162
Finance costs (580) (503)
Finance income 480 462
Share of loss from associate
4.1
(914) -
Capital gain on sale of Vista China
4.1
41,069 -
Profit before tax 53,030 10,121
Tax expense
8.1
(3,550) (3,981)
Profit for the year 49,480 6,140
Profit for the year is attributable to:
Owners of the parent 48,620 5,753
Non-controlling interests 860 387
49,480 6,140
Other comprehensive (loss) / income
Items that may be reclassified to profit or loss:
Exchange differences on translation of foreign operations, net of tax (1,779) 510
Total comprehensive income for the year 47,701 6,650
Total comprehensive income for the year is attributable to:
Owners of the parent 47,201 6,346
Non-controlling interests 500 304

47,701 6,650
Earnings per share for profit attributable to the equity holders of
the parent

Basic (cents per share)
6.2
$0.61 $0.07
Diluted (cents per share)
6.2
$0.60 $0.07

The above statement should be read in conjunction with the accompanying notes.

4
ANNUAL FINANCIAL STATEMENTS 2016
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2016

ATTRIBUTABLE TO THE OWNERS OF THE PARENT

CONTRIBUTED
EQUITY
RETAINED
EARNINGS
FOREIGN
CURRENCY
RESERVE
SHARE-BASED
PAYMENT
RESERVE
TOTAL
NON-
CONTROLLING
INTERESTS
TOTAL EQUITY

Section NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000

Balance at 1 January 2016 45,952 22,661 164 2,296 71,073 7,979 79,052
Profit for the period - 48,620 - - 48,620 860 49,480
Other comprehensive loss - - (1,419) - (1,419) (360) (1,779)
Total comprehensive income - 48,620 (1,419) - 47,201 500 47,701
Issue of share capital
6.1
7,983 - - - 7,983 - 7,983
Share-based payments
6.3
75 - - 1,043 1,118 - 1,118
Disposal of Vista China
4.1
264 264 264
VCL share based payment
4.2
1,644 - (1,644) - - 0
Acquisition of non-controlling
interests
- - - - - 2,249 2,249
Balance at 31 December 2016 55,654 71,281 (991) 1,695 127,639 10,728 138,367

Balance at 1 January 2015 45,952 15,895 (429) 1,666 63,084 7,675 70,759
Profit/(loss) for the period - 5,753 - - 5,753 387 6,140
Other comprehensive income - - 593 - 593 (83) 510
Total comprehensive income - 5,753 593 - 6,346 304 6,650
Share-based payments
6.3
- - - 1,643 1,643 - 1,643
2014 employee share based
payment transactions - closed
2015
6.4
- 1,013 - (1,013) - - -
Balance at 31 December 2015 45,952 22,661 164 2,296 71,073 7,979 79,052

The above statement should be read in conjunction with the accompanying notes.

5
VISTA GROUP INTERNATIONAL LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2016

2016 2015
Section NZ$’000 NZ$’000
CURRENT ASSETS
Cash
5.1
15,798 16,863
Short term deposits
5.1
5,540 10,437
Trade and other receivables
7.1
73,392 30,069
Income tax receivable

449 517
Total current assets 95,179 57,886
NON-CURRENT ASSETS
Property, plant and equipment
7.3
4,162 2,380
Investment in associate
4.1
27,669 -
Goodwill
4.3
50,285 41,109
Intangible assets
7.2
12,789 9,152
Deferred tax asset
8.2
1,541 220
Total non-current assets

96,446 52,861
Total assets 191,625 110,747
CURRENT LIABILITIES
Trade and other payables
7.5
14,519 6,637
Deferred revenue 22,473 14,476
Contingent consideration
4
3,122 1,253
Income tax payable

2,315 1,788
Total current liabilities 42,429 24,154
NON-CURRENT LIABILITIES
Borrowings
5.3
4,848 4,792
Deferred revenue 3,444 -
Employee benefits - VCL acquisition 343 468
Provisions 279 -
Deferred tax liability
8.2
1,915 2,281
Total non-current liabilities

10,829 7,541
Total liabilities

53,258 31,695
Net assets 138,367 79,052
EQUITY
Contributed equity
6.1
55,654 45,952
Retained earnings 71,281 22,661
Foreign currency revaluation reserve (991) 164
Share based payment reserve
6.3
1,695 2,296
Total equity attributable to owners of the parent 127,639 71,073
Non-controlling interests
4.4
10,728 7,979
Total equity

138,367 79,052

For and on behalf of the Board who authorised these financial statements for issue on 24 February 2017.

Kirk Senior – Chairman Susan Peterson – Chair Audit and Risk Committee

The above statement should be read in conjunction with the accompanying notes.

6
ANNUAL FINANCIAL STATEMENTS 2016
STATEMENT OF CASHFLOWS
FOR THE YEAR ENDED 31 DECEMBER 2016

2016 2015
Section NZ$’000 NZ$’000
CASHFLOWS FROM OPERATING ACTIVITIES
Receipts from customers 69,247 60,113
Interest received 476 462
Payments to suppliers (58,502) (50,527)
Taxes paid (5,484) (3,114)
Interest paid (317) (339)
Net cash inflow from operating activities
5.2
5,420 6,595
CASHFLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment (3,353) (1,059)
Purchase of intangible assets (4,890) (2,672)
Advance to associate (1,121) -
Acquisition of a business, net of cash acquired (7,163) (6,680)
Disposal of Vista China (1,439)
Net cash (applied to) investing activities (17,966) (10,411)
CASHFLOWS FROM FINANCING ACTIVITIES
Issue of ordinary shares
6.1
7,983 -
Net cash inflow from financing activities 7,983 -
Net decrease in cash and short term deposits (4,563) (3,816)
Cash and short term deposits at the beginning of the year 27,300 30,746
Foreign exchange differences (1,399) 370
Cash and short term deposits at end of year
5.1
21,338 27,300

The above statement should be read in conjunction with the accompanying notes.

7
VISTA GROUP INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS

GENERAL INFORMATION ACCOUNTING POLICIES CRITICAL JUDGEMENTS

1. GENERAL INFORMATION

GENERAL INFORMATION
In the current year, the layout of these financial statements has been updated to present them in a way that is easier for the reader to
understand. This has been achieved by including Accounting Policies and Critical Judgements alongside the notes and focusing on
presenting the information in a manner that increases clarity and ease of understanding.

The notes are consolidated into nine sections. Each section contains an introduction which is indicated by the symbol above. The
first section outlines general information about Vista Group and guidance on how to navigate through this document.

ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of these financial statements are set out throughout the document where
they are applicable. These policies have been consistently applied to all years presented, unless otherwise stated.

Accounting policies are identified by the symbol above.

CRITICAL JUDGEMENTS AND ESTIMATES IN APPLYING THE ACCOUNTING POLICIES
Further details of the nature of these Critical Judgements and estimates may be found throughout the financial statements as they
are applicable and are identified by the symbol above.

GENERAL INFORMATION
These consolidated financial statements are for Vista Group International Limited (the ‘Company’ and its subsidiaries, collectively
‘Vista Group’) which is a company incorporated and domiciled in New Zealand, and whose shares are publicly traded on the New
Zealand Stock Exchange (NZX) and the Australian Securities Exchange (ASX).

The Company is registered under the Companies Act 1993 and is an FMC reporting entity under Part 7 of the Financial Markets
Conduct Act 2013. The financial statements of Vista Group have been prepared in accordance with the requirements of Part 7 of the
Financial Markets Conduct Act 2013 and the NZX Main Board Listing Rules.

In accordance with the Financial Markets Conduct Act 2013 because financial statements are prepared and presented for Vista
Group, separate financial statements for the Company are no longer required to be prepared and presented.

The principal activity of Vista Group is the sale, support and associated development of software for the film industry.

These financial statements were approved by the Directors on 24 February 2017.

8
ANNUAL FINANCIAL STATEMENTS 2016
2. BASIS OF PREPARATION

This section outlines the legislation and accounting standards which have been followed in the preparation of these financial
statements along with explaining the how the information has been aggregated.

2.1 KEY LEGISLATION AND ACCOUNTING STANDARDS

The consolidated financial statements of Vista Group have been prepared in accordance with Generally Accepted Accounting
Practice in New Zealand (NZ GAAP). Vista Group is a for-profit entity for the purposes of complying with NZ GAAP. The
consolidated financial statements comply with New Zealand equivalents to International Financial Reporting Standards (NZ IFRS),
other New Zealand financial reporting standards and authoritative notices that are applicable to entities that apply NZ IFRS. The
consolidated financial statements also comply with International Financial Reporting Standards (IFRS) and interpretations issued by
the IFRS Interpretations Committee (IFRS IC) applicable to companies reporting under IFRS.

The financial statements have been prepared on the basis of historical cost except for contingent consideration which is measured at
fair value.

2.2 ADOPTION OF NEW ACCOUNTING STANDARDS

Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2016 reporting
period and have not been early adopted by Vista Group. The key items applicable to Vista Group are:

NZ IFRS 15: Revenue from contracts with customers (effective date: annual periods beginning on or after 1 January 2018)
NZ IFRS 15 deals with revenue recognition and establishes principles for reporting useful information to users of financial statements
about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers.
Revenue is recognised when a customer obtains control of a good or service and thus has the ability to direct the use and obtain the
benefits from the good or service. The standard replaces NZ IAS 18 'Revenue' and NZ IAS 11 'Construction contracts' and related
interpretations. The standard is effective for annual periods beginning on or after 1 January 2018. Vista Group intends to adopt NZ
IFRS 15 on its effective date and has yet to assess its full impact.

NZ IFRS 9: Financial Instruments (effective date: annual periods beginning on or after 1 January 2018)
NZ IFRS 9 addresses the classification, measurement and derecognition of financial assets and financial liabilities and introduces
new rules for hedge accounting. In July 2014, the IASB made further changes to the classification and measurement rules and also
introduced a new impairment model. These latest amendments now complete the new financial instruments standard. The standard
is effective for accounting periods beginning on or after 1 January 2018. Vista Group intends to adopt NZ IFRS 9 on its effective date
and has yet to assess its full impact.

NZ IFRS 16: Leases (Effective date: periods beginning on or after 1 January 2019)
NZ IFRS 16, ‘Leases’, which replaces the current guidance in NZ IAS 17, was published by the International Accounting Standards
Board (IASB) in January 2016. Under NZ IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the
use of an identified asset for a period of time in exchange for consideration. Under NZ IAS 17, a lessee was required to make a
distinction between a finance lease (on balance sheet) and an operating lease (off balance sheet). NZ IFRS 16 now requires a
lessee to recognise a lease liability reflecting future lease payments and a ‘right-of-use asset’ for virtually all lease contracts. The
IASB has included an optional exemption for certain short-term leases and leases of low-value assets; however, this exemption can
only be applied by lessees. The standard is effective for accounting periods beginning on or after 1 January 2019. Early adoption is
permitted but only in conjunction with NZ IFRS 15, ‘Revenue from Contracts with Customers. Vista Group intends to adopt NZ IFRS
16 on its effective date and has yet to assess its full impact.

There are no other standards that are not yet effective and that would be expected to have a material impact on Vista Group.

9
VISTA GROUP INTERNATIONAL LIMITED
2.3 BASIS OF CONSOLIDATION

Vista Group’s financial statements consolidate those of the Company, and its subsidiaries as at 31 December 2016. A subsidiary is
an entity over which Vista Group has control. Control is achieved when Vista Group is exposed, or has rights, to variable returns
from its involvement with the investee and has the ability to affect those returns through its power to direct the activities of the
investee.
Consolidation of a subsidiary begins when Vista Group obtains control over the subsidiary and ceases when Vista Group loses
control of the subsidiary. Income and expenses of a subsidiary acquired or disposed of during the year are included within the
statement of comprehensive income from the date Vista Group gains control until the date Vista Group ceases to control the
subsidiary. All subsidiaries have a reporting date of 31 December. In preparing the consolidated financial statements, all inter entity
balances and transactions and unrealised profits and losses arising within the consolidated entity have been eliminated in full. A
change in the ownership interest of a subsidiary without a loss of control is accounted for as an equity transaction.
Non-controlling interests, presented as part of equity, represent the portion of a subsidiary's profit or loss and net assets that is not
held by Vista Group. Vista Group attributes total comprehensive income or loss of subsidiaries to the amounts of the Company and
the non-controlling interests based on their ownership interests.

Vista Group treats transactions with non-controlling interests that do not result in a loss of control as transactions with equity owners
of the group. A change in ownership interest results in an adjustment between the carrying amounts of the controlling and non-
controlling interests to reflect their relative interests in the subsidiary. Any difference between the amount of the adjustment to non-
controlling interests and any consideration paid or received is recognised in a separate reserve within equity attributable to the
owners of the Company.

2.4 FOREIGN CURRENCY

FUNCTIONAL AND PRESENTATION CURRENCY
Items included in the financial statements of each of Vista Group’s entities are measured using the currency of the primary economic
environment in which the entity operates (‘the functional currency’). The consolidated financial statements are presented in New
Zealand Dollars (NZD), which is Vista Group’s presentation currency. All financial information has been presented rounded to the
nearest thousand dollars ($000).

TRANSACTIONS AND BALANCES
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-
end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of
comprehensive income.

FOREIGN CURRENCY TRANSLATION RESERVE (FCTR)
The FCTR is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries for
consolidation purposes.

GROUP COMPANIES
The results and financial position of all Vista Group entities (none of which has the currency of a hyper-inflationary economy) that
have a functional currency different from the presentation currency are translated into the presentation currency as follows;

a) assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet
b) income and expenses for each income statement and statement of other comprehensive income, are translated at
average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the
transactions);
c) all resulting exchange differences are recognised in other comprehensive income
d) goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the
foreign entity and translated at the closing rate. Exchange differences arising are recognised in other comprehensive
income

Foreign exchange gains and losses that relate to borrowings are presented in the statement of comprehensive income, within
finance costs. All other foreign exchange gains and losses are presented in the statement of comprehensive income on a net basis
within other expenses.

10
ANNUAL FINANCIAL STATEMENTS 2016
2.5 INVESTMENT IN ASSOCIATE

Associates are those entities over which Vista Group is able to exert significant influence but which are not subsidiaries or jointly
controlled entities. Vista Group’s investment in an associate is accounted for using the equity method. Under the equity method, the
investment in an associate is initially recognised at cost. In the event of loss of control of a subsidiary, resulting in an associate
company, this is recognised initially at fair value. The carrying amount of the investment in associates is increased or decreased to
recognise Vista Group’s share of the profit or loss and other comprehensive income of the associate after the acquisition date.
Dividends received or receivable from associates and joint ventures are recognised as a reduction in the carrying amount of the
investment.

When the Vista Group’s share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including any
other unsecured long-term receivables, Vista Group does not recognise further losses, unless it has incurred obligations or made
payments on behalf of the other entity. Unrealised gains on transactions between Vista Group and its associates are eliminated to
the extent of the Vista Group’s interest in these entities. Unrealised losses are also eliminated unless the transaction provides
evidence of an impairment of the asset transferred. The carrying amount of equity-accounted investment is tested for impairment in
accordance with the policy described in section 7.4.

The financial statements of the associate are prepared for the same reporting period as Vista Group. When necessary, adjustments
are made to bring the accounting policies in line with those of Vista Group.

11
VISTA GROUP INTERNATIONAL LIMITED
2.6 GROUP INFORMATION

The financial statements include the following significant subsidiaries:

NAME PRINCIPAL ACTIVITY
COUNTRY OF
INCORPORATION

SHAREHOLDING
2016

SHAREHOLDING
2015
Vista Entertainment Solutions
Limited

Software development and
licensing
New Zealand 100% 100%

Virtual Concepts Limited Holding company New Zealand 100% 100%

Movio Limited
Provision of online loyalty
data analytics and
marketing
New Zealand 100% 100%

Movio Inc
Provision of online loyalty
data analytics and
marketing
USA 100% 100%

MACCS International B.V.
Software development and
licensing
Netherlands 50.1% 50.1%

Vista Entertainment Solutions
(UK) Limited
Software licensing United Kingdom 100% 100%

Vista Entertainment Solutions
(USA) Inc
Software licensing USA 100% 100%

Vista Entertainment Solutions
Shanghai Limited*
Software licensing China 39.5% 100%

Book My Show Limited
Online cinema ticketing
website
New Zealand 74% 74%

Book My Show (NZ) Limited
Online cinema ticketing
website
New Zealand 74% 74%

Share Dimension B.V.
Software development and
licensing
Netherlands 50% -

S.C. Share Dimension S.R.L Software development Romania 50% -

Flicks.co.nz Limited Advertising sales New Zealand 100% -

Powster Limited
Marketing and creative
solutions
United Kingdom 50% -

*Vista Entertainment Solutions Shanghai Limited is no longer a subsidiary, see section 4.1 for details.

12
ANNUAL FINANCIAL STATEMENTS 2016
3. FINANCIAL PERFORMANCE

This section outlines further details of Vista Group’s financial performance by building on information presented in the
Statement of Comprehensive Income

3.1 REVENUE
Revenue is recognised to the extent that it is probable that the economic benefits will flow to Vista Group and the revenue can be
reliably measured. The following specific recognition criteria must also be met before revenue is recognised.

PRODUCTS
Product revenue comprises the sale of computer software licenses and is recognised when the significant risks and rewards of
ownership have been transferred by making the software usable to the licensee. No revenue is recognised if there are significant
uncertainties regarding recovery of the consideration due, associated costs or the possible non-implementation and return of the
software. In 2016 a fee related to the sale of an exclusive distribution right in China is recognised in this category. See section 4.1
for more detail.

MAINTENANCE
Maintenance services are billed in advance for a fixed term. Revenue is recorded within deferred revenue on the statement of
financial position and recognised on a straight-line basis over the term of the contract billing period, as services are provided.

SERVICES
Services comprise of service fees which are one-off charges. Revenue is recognised when the service is complete or on a stage of
completion basis.

DEVELOPMENT
Development revenue comprises the revenue associated with development effort as requested and paid for by customers. This
category includes revenue associated with development services to deliver the localisation of Vista Group software under the reseller
agreement with Vista China. See section 4.1.

OTHER REVENUE
Other revenue comprises revenue earned from advertising.

2016 2015
Section NZ$’000 NZ$’000
Product 39,153 21,750
Maintenance 35,124 31,427
Services 9,534 12,070
Development 4,321 -
Other 457 184
Total revenue 88,589 65,431

CRITICAL JUDGEMENTS USED IN APPLYING ACCOUNTING POLICIES AND ESTIMATION
UNCERTAINTY
As disclosed in 4.1, Vista Group entered into a reseller agreement with Vista China which included a number of performance
obligations made by Vista Group. Management has applied judgement and estimation in determining the nature of these
performance obligations, the time period over which these obligations will be satisfied, the associated revenue for each obligation
and from this the amount of revenue that has been recognised for the year ended 31 December 2016.

13
VISTA GROUP INTERNATIONAL LIMITED
3.2 SEGMENT REPORTING

Vista Group operates in a single vertical film/cinema market and is structured through operating subsidiaries that report monthly to
the Chief Executive. The Chief Executive and the Board are considered to be the Chief Operating Decision Maker in terms of NZ
IFRS 8 Operating Segments.

Vista Group operates across four regions. Asia Pacific (APAC) which comprises primarily Vista China, note that after the disposal of
this entity (see section 4.1) non-current operating assets are reduced to nil in 2016 (2015: $127,000). The other three regions
comprise Europe, Middle East and Africa (EMEA), the United States and Canada (Americas) and the Oceania region which consists
of New Zealand and Australia, within which Vista Entertainment Solutions Limited and the Company, the parent company are
included.

Revenue is reported via five main sources – Product, Maintenance, Services, Development and Other, there is no material indirect
revenue source. No allocation of costs or assets is made against these revenue groups that would enable disclosure of segmented
information in this way.

Revenue is allocated to geographical regions on the basis of where the sale is recorded by each operating entity within Vista Group.
Independent resellers are used to promote the Vista products in multiple jurisdictions. The revenues recognised via these
independent resellers are not allocated geographically, rather they are shown within the Oceania and EMEA regions.

GEOGRAPHIC INFORMATION

REVENUE

2016 APAC EMEA AMERICAS OCEANIA Total
NZ$’000
Product 4,809 11,849 10,695 11,800 39,153
Maintenance 849 9,264 12,700 12,311 35,124
Services 334 5,892 2,460 848 9,534
Development 554 896 936 1,935 4,321
Other - - - 457 457
Total revenue 6,546 27,901 26,791 27,351 88,589

2015 APAC EMEA AMERICAS OCEANIA Total
NZ$’000
Product 1,611 5,385 6,894 7,860 21,750
Maintenance 2,207 7,899 11,246 10,074 31,427
Services 172 5,875 3,919 (309) 9,656
Development 184 613 643 974 2,414
Other - - 130 54 184
Total revenue 4,174 19,772 22,832 18,653 65,431

No individual customer exceeded 10% of revenue in 2016 or 2015.

Non-current operating assets by location are presented in the following table. Note that investment in associate is excluded from the
non-current assets balance presented.

GEOGRAPHIC INFORMATION

NON-CURRENT OPERATING ASSETS

2016 2015
NZ$’000 NZ$’000
Oceania

34,498 26,981
APAC

- 127
Americas

8,394 9,028
EMEA

25,885 16,725
Total non-current operating assets 68,777 52,861

14
ANNUAL FINANCIAL STATEMENTS 2016
4. ACQUISITIONS DISPOSALS AND BUSINESS COMBINATIONS

This section outlines how Vista Group has accounted for transactions to acquire new businesses and dispose of an existing
subsidiary and how this has impacted the financial statements.

4.1 VISTA CHINA TRANSACTION

TRANSACTION DESCRIPTION

On 25 August 2016, Vista Group received final regulatory approval to establish a new venture with Bejing Weying Technology Co.
Ltd (WePiao) to establish a new venture in China. Under the terms of the agreement, WePiao has acquired a 55.4% equity holding in
Vista Entertainment Solutions (Shanghai) Limited (Vista China) via the combination of the purchase from Vista Group of 18.3% of the
existing shares in Vista China and the issue of new shares. On completion of the transaction, Vista Group holds a 39.5%
shareholding in Vista China, with the remaining 5.0% being held by a third party. Due to the revised shareholding in Vista China and
Board composition, Vista Group ceased to have effective control of Vista China as of the completion date of the transaction. Holding
two Board seats out of seven enables Vista Group to exercise significant influence over Vista China and therefore classifies this
entity as an Associate and ceases to consolidate Vista China as of the completion date.

Under the Reseller Agreement, Vista China has been granted an exclusive distribution right for the initial period of ten years within
mainland China, with a right of renewal, to all existing Vista Group software including Vista Cinema, VEEZI, Movio, MACCS and
Numero. The Reseller Agreement specifies the payment of Localisation fees to Vista Group to cover the effort that must be invested
to prepare Vista Group software products for further deployment in the China market. Support and Maintenance fees are also
payable under the Reseller Agreement to cover customer support, training and upgrades to Vista Group software suite.

GAIN ON SALE OF VISTA CHINA

At the disposal date, the carrying value of the identifiable net assets in Vista China was $1.5m. Vista Group sold 18.3% of the shares
in Vista China for $16.5m. The fair value of the retained 39.5% shareholding in Vista China has been valued by an independent
valuation expert at $28.6m. Vista Group has recognised a gain on sale of $41.1m, calculated as follows;

2016
NZ$’000
Consideration received or receivable 16,533
Fair value of the 40% of Vista China retained by Vista Group 28,583
45,116
Less: carrying value of net assets of Vista China (1,511)
Transaction costs (2,272)
Foreign currency translation reserve (264)
Gain on sale of Vista China before income tax 41,069
Income tax expense -
Gain on sale of Vista China after income tax 41,069

15
VISTA GROUP INTERNATIONAL LIMITED
CARRYING AMOUNTS OF VISTA CHINA

The carrying amounts of assets and liabilities for Vista China as at the date of sale 25 August 2016 were:

25 August 2016
NZ$’000
Total non-current assets 126
Cash 4,723
Trade and other receivables 3,681
Total current assets 8,404
Total assets 8,530
Total non-current liabilities (67)
Other current liabilities (926)
Trade and other payables (6,026)
Total liabilities (7,019)
Net assets 1,511

Vista China was consolidated as a subsidiary for the period through 31 August 2016. During this period the entity contributed
revenue of $6.7m and EBIT of $0.4m. Vista Group recognised an equity accounted loss for the period after which Vista China
ceased to be consolidated of $0.9m. As at 31 December 2016, Vista Group holds a sundry receivable of $16.5m from WePiao for the
purchase of 18.3% of the equity of Vista China. As at 31 December 2016, Vista Group also holds a trade receivable of $19.0m from
Vista China. See section 4.4 for more information.

CRITICAL JUDGEMENTS USED IN APPLYING ACCOUNTING POLICIES AND ESTIMATION
UNCERTAINTY
Judgement and estimation is applied in determining the fair value of the 39.5% interest retained in Vista China following the sale of
the controlling shareholding to Wepiao. An appropriately qualified independent expert was appointed by the Board who determined
the fair value of the retained interest at $28.6m. The determination of this amount was based on the sale price for the 18.3% of Vista
China sold by Vista Group and the amount at which new shares in Vista China were issued to Wepiao, adjusted to reflect a premium
for control.

16
ANNUAL FINANCIAL STATEMENTS 2016
4.2 2016 ACQUISTIONS AND OTHER BUSINESS COMBINATIONS

BUSINESS COMBINATIONS
The acquisition method of accounting is used to account for all business combinations, regardless of whether equity instruments or
other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises cash and the fair value of any
asset or liability resulting from a contingent consideration arrangement.

Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions,
measured initially at their fair values at the acquisition date. Vista Group recognises any non-controlling interest in the acquired entity
on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest’s proportionate share of the acquired
entity’s net identifiable assets.
Acquisition-related costs are expensed as incurred.

The excess of the:
• consideration transferred,
• amount of any non-controlling interest in the acquired entity; and
• acquisition-date fair value of any previous equity interest in the acquired entity

over the fair value of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair value of the
net identifiable assets of the subsidiary acquired, the difference is recognised directly in the statement of comprehensive income as a
bargain purchase.

Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their present
value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at which a similar
borrowing could be obtained from an independent financier under comparable terms and conditions.

Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are
subsequently remeasured to fair value with changes recognised in the statement of comprehensive income.

If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity interest
in the acquiree is remeasured to fair value at the acquisition date. Any gains or losses arising from such remeasurement are
recognised in the statement of comprehensive income.

17
VISTA GROUP INTERNATIONAL LIMITED
POWSTER LIMITED

On 1 April 2016, Vista Group acquired a 50% shareholding in Powster Ltd (Powster). Powster is a London based business that
provides bespoke marketing concepts and creative solutions to the film and entertainment industry.

This strategic acquisition continues Vista Group’s strategy of creating a comprehensive suite of technology solutions for the global
film industry. Vista Group will benefit from Powster’s capability to deliver innovative digital marketing and operational solutions for
distributors and exhibitors and as a result it will enhance Vista Group’s product offering to studios. Powster will benefit from potential
cost efficiencies from being part of Vista Group as well as leveraging Vista Group’s relationships across its geographic locations and
customer base.

The terms of the acquisition achieve effective control of Powster via Vista Group’s ability to exercise majority voting rights.
Accordingly, the investment in Powster is treated as a subsidiary and consolidated at the acquisition date.

Details of the purchase consideration, the net assets acquired and goodwill are as follows:

NZ$’000
Cash 7,188
Contingent consideration 2,493
Total purchase consideration 9,681

The assets and liabilities recognised as a result of the acquisition are as follows:

NZ$’000
Property, plant and equipment 65
Cash on hand 1,994
Trade and other receivables 1,895
Tax payable (726)
Trade and other payables (134)
Net identifiable assets acquired 3,094

Non-controlling interest 1,547
Goodwill 8,134
Total purchase consideration 9,681

The fair value of trade receivables is $1.54m with no bad debt provision required as all customer accounts are deemed to be fully
performing. The total amount of accounts receivable past due but not impaired was $0.9m.

CONTINGENT CONSIDERATION

The purchase agreement includes contingent consideration. Contingent consideration is payable in two tranches to be paid in April
2017 and April 2018 respectively. The Payment tranches are based upon the achievement of EBITDA (1) for the FY2016 and
FY2017 periods. For the purposes of quantifying the amounts payable for each respective tranche, an estimate has been developed
based on the expected performance of the Powster business for these financial years. The assumptions used have been validated
by senior management. The estimated cashflows for each tranche have been discounted back to the balance date at a cost of
capital of 8%, to be unwound over the period of the tranche as a finance charge.

(1) EBITDA is defined as earnings before net finance expenses, income tax, depreciation and amortisation

At the acquisition date, the fair value of the contingent consideration was estimated to be $2.5m. There has been no change to this
estimate as at 31 December 2016. The maximum amount payable under the purchase agreement is uncapped, based on financial
performance.

18
ANNUAL FINANCIAL STATEMENTS 2016
GOODWILL

Goodwill is attributable to Powster’s ability to enable Vista Group to increase the breadth of its product offering to studios. Goodwill is
also attributable to Powster’s cost efficiencies provided by access to Vista Group’s infrastructure and customer network. Goodwill is
not deductible for tax purposes.

Vista Group elected to measure the non-controlling interest in the acquiree as a proportion of net assets acquired.

Revenue included in the consolidated income statement from 1 April 2016 to 31 December 2016 is $3.9m. Powster contributed net
profit before tax of $2.1m for the same period. Had Powster been consolidated from 1 January 2016, the impact on the statement of
comprehensive income for the period ended 31 December 2016 would have been an increase in revenue to $5.0m and an increase
in net profit before tax to $2.3m.

19
VISTA GROUP INTERNATIONAL LIMITED
SHARE DIMENSION BV

On 4 January 2016, Vista Group acquired a 50% shareholding in Share Dimension B.V. a Netherlands based software development
company. Share Dimension B.V. and its subsidiary S.C. Share Dimension S.R.L. are Dutch and Romanian software development
companies respectively, specialising in predictive analytics applications for cinema exhibitors. Their flagship product Cinema
Intelligence, offers a collection of modules aimed at optimising the scheduling of films to increase the profitability of cinema
exhibitors.

The strategic partnership presents benefits to both parties. Share Dimension gains market access opportunities to Vista Group’s
customer network, whilst Vista Group gains access to new and additional technology for its customers. Creating a strong integration
between the products will increase the velocity of the uptake of the Share Dimension product.

Vista Group acquired a 50% shareholding in Share Dimension. Effective control of Share Dimension is achieved as a result of Vista
Group controlling the majority voting rights of the Supervisory Board. Accordingly, the investment in Share Dimension is treated as a
subsidiary and consolidated as of the acquisition date. Details of the purchase consideration, the net assets acquired and goodwill
are as follows:

NZ$’000
Cash 2,235
Total purchase consideration 2,235

The assets and liabilities recognised as a result of the acquisition are as follows:

NZ$’000
Property, plant and equipment 53
Intangible assets 419
Cash on hand 701
Trade and other receivables 409
Trade and other payables (568)
Net identifiable assets acquired 1,014

Non-controlling interest 507
Goodwill 1,728
Total purchase consideration 2,235

GOODWILL
Goodwill is attributable to integrating Share Dimension’s technology platform creating new opportunities and markets for Vista
Group. Goodwill is not deductible for tax purposes.

CONTINGENT CONSIDERATION

The purchase agreement includes contingent consideration. Contingent consideration is payable in two tranches to be paid in April
2017 and April 2018 respectively. The payment tranches are based upon the achievement of specified total revenue, recurring
revenue and EBITDA (1) targets for the FY2016 and FY2017 periods. Based on the forecasts provided by Share Dimension, an
estimate has been developed to calculate the amounts payable for both these financial years. The calculation assumptions used
have been validated by senior management. At acquisition date and 31 December 2016, the fair value estimate of the contingent
consideration payable is nil. The maximum amount of contingent consideration payable under the purchase agreement is uncapped,
based on financial performance.

Vista Group elected to measure the non-controlling interest in the acquiree as a proportion of net assets acquired. Revenue included
in the consolidated income statement from 1 January 2016 to 31 December 2016 is $0.58m. Share Dimension contributed a net loss
before tax of $1.31m for the same period.

20
ANNUAL FINANCIAL STATEMENTS 2016
FLICKS.CO.NZ LIMITED

On 8 April 2016, Vista Group acquired 100% of the shares of Flicks.co.nz Limited (Flicks), a company based in Auckland, New
Zealand. Flicks is New Zealand’s most complete and up-to-date source of movie, cinema and session time information.

Vista Group acquired Flicks because of its strong position in the New Zealand cinema industry and the potential for synergies to be
realised through combination with Vista Group.

Details of the purchase consideration, the net assets acquired and goodwill are as follows:

NZ$’000
Cash 604
Deferred purchase price 130
Total purchase consideration 734

The assets and liabilities recognised as a result of the acquisition are as follows:

NZ$’000
Property, plant and equipment 3
Intangible assets 38
Cash on hand 55
Trade receivables 78
Trade and other payables (44)
Net identifiable assets acquired 130

Goodwill 604
Total purchase consideration 734

The fair value of trade receivables is $78,000 with any individual debts that were known to be uncollectable written off in the period
within which they were identified.

GOODWILL

Goodwill is attributable to Flicks’ strong position in the New Zealand cinema industry and the potential for synergies to be realised
when combined within Vista Group. Goodwill is not deductible for tax purposes.

The deferred purchase price of $0.14m (20% of the purchase price) is to be paid on the first anniversary following the completion
date. The payment of the deferred purchase price was contingent at the time of the transaction upon the achievement of certain
performance criteria for the year ended 31 March 2016. Upon receipt of the 31 March 2016 accounts, it was deemed that the
performance criteria were achieved and therefore the deferred purchase price is expected to be paid and is therefore recognised as
part of the business combination.
The deferred purchase price payment is discounted for one year at 8%. Therefore, the total amount recognised as part of the
business combination is $0.13m with a finance charge over the period 1 April 2016 to 31 March 2017.

The acquired business contributed revenues of $0.45m and net profit before tax of $0.06m to Vista Group for the period 8 April 2016
to 31 December 2016. Had Flicks been consolidated from 1 January 2016, the impact on the statement of comprehensive income for
the full year period ended 31 December 2016 would have been an increase in revenue to $0.58m and an increase in net profit before
tax to $0.09m.

21
VISTA GROUP INTERNATIONAL LIMITED
VIRTUAL CONCEPTS LIMITED (VCL) - ACQUISITION OF REMAINING 43% OF SHARE CAPITAL IN 2014

The acquisition of the remaining 43% of VCL (trading as Movio Limited) in August 2014 included contingent consideration that was
payable to the former owners in the form of cash and shares. Contingent consideration is payable in three tranches on 1 April 2016,
1 April 2017 and 1 April 2018. As at 31 December 2016, the first tranche had been paid in line with the estimate made at 31
December 2015 and amounted to $0.7m in cash and $1.6m in shares. At the reporting date, the fair value of the remaining
contingent consideration to be paid in the second tranche in 2017 was revised down by $0.5m. Amounts related to the third tranche
payable in 2018 remain unchanged and currently expected to be paid on the date specified above.

The table summarises the changes in estimates in the contingent consideration for VCL:

Total contingent consideration at 31 December 2016
Revised estimate Original estimate Movement

NZ$’000 NZ$’000 NZ$’000
- Cash (current) 1,063 1,226 (163)
- Cash (non-current) 343 343 -
- Cash (Shares) 936 1,247 (311)

2,342 2,816 (474)

Vista Group has recognised a liability in regards to amounts to be settled in shares of $0.9m. This will be settled by a variable
number of shares depending upon the share price at exercise. The number of shares will be based upon the average share price for
the 30 days preceding exercise date.

Further details related to the acquisition of VCL are included in the 2015 Annual Report.

22
ANNUAL FINANCIAL STATEMENTS 2016
TICKETSOFT

In April 2015, Vista Group acquired the assets of US based cinema software company Ticketsoft. The total consideration to acquire
the assets of Ticketsoft included contingent consideration of $1.8m, payable quarterly through to September 2016. Payment is based
upon the achievement of certain performance obligations, primarily the number of sites transitioned to Vista Group software. During
2015, $0.5m was paid out as contingent consideration based on sites deployed during that period.

At 31 December 2016, the estimated total pay-out under the contingent consideration has been adjusted down from $1.75m to
$1.15m. The updated calculation is based upon a revised estimate of the number of sites expected to transition. The impact of $0.6m
from the revised estimate is recognised through the Statement of Comprehensive Income within acquisition costs.

PREVIOUS ACQUISITIONS

Details of acquisitions during the year ended 31 December 2015 are included in the 2015 Annual Report.

4.3 GOODWILL

2016 2015
NZ$’000 NZ$’000
Gross carrying amount
Balance 1 January 44,663 37,270
Acquisition through business combinations (see Section 4.2) 10,466 7,015
Disposals - -
Exchange differences (1,290) 378
Balance 31 December 53,839 44,663
Accumulated impairment
Balance 1 January (3,554) (3,554)
Balance 31 December (3,554) (3,554)

Carrying amount 31 December 50,285 41,109

Goodwill can be analysed as follows:

NZ$’000 NZ$’000
Vista Entertainment Solutions Limited (VESL) 12,865 12,461
Virtual Concepts Limited (VCL) 16,970 16,965
MACCS International BV (MACCS) 11,165 11,683
Share Dimension BV (Share Dimension) 1,762 -
Powster Limited (Powster) 6,919 -
Flicks.co.nz Limited (Flicks) 604 -
Goodwill allocation at 31 December 50,285 41,109

The Directors have carried out an annual impairment review of goodwill allocated to the CGU’s, in order to ensure that recoverable
amounts exceed aggregate carrying amounts (see section 7.4 for key assumptions and sensitivity analysis).

23
VISTA GROUP INTERNATIONAL LIMITED
4.4 OTHER RELATED PARTIES

ASSOCIATE COMPANIES

VISTA CHINA

Vista Group has a 39.5% interest in Vista China (see section 4.1 for details), a material associate company that has been accounted
for using the equity method in the consolidated financial statements. Vista Group commenced equity accounting for Vista China,
formerly a subsidiary, on the date after which control ceased, being 1 September 2016.
Subsequent to 1 September 2016, the types of related party transactions undertaken were defined under the reseller agreement.
The reseller agreement specifies transactions related to localisation work, support and maintenance fees and payment for an
exclusive 10 year distribution right for all Vista Group software with a right of renewal for another 10 year period. At the
commencement date of the transaction with Wepiao there was an outstanding receivable of $3.9m from Vista China which is
included in the total outstanding balance as at 31 December 2016.

RECEIVABLES /
(PAYABLE)
RECEIVABLES /
(PAYABLE)
ENTITY NATURE OF TRANSACTIONS 2016 2015
NZ$’000 NZ$’000
Vista Entertainment Solutions Shanghai Limited Related party receivable 19,010 -
Vista Entertainment Solutions Shanghai Limited Related party payable (1,280) -
Total exposure 17,730 -

Related party transactions for the 4 months ended 31 December 2016 include:

31 DECEMEBER
2016
NZ$’000
License fees 2,462
Development fees 5,793
Maintenance fees 5,572
Receivable owing prior to associate status 5,183
Total 19,010

As at 31 December 2016, only $3.4m of the fees identified above had been recognised as revenue in Vista Group with the remaining
balance of $16.6m held on the Statement of Financial Position as deferred revenue which is estimated to be earned and recognised
over the next 3 years.
All of the related party transactions during the period were made on normal commercial terms and no amounts owed by related
parties have been provided for, written off or forgiven during the period.

24
ANNUAL FINANCIAL STATEMENTS 2016
A summarised income statement for Vista China and a reconciliation to the equity accounted loss recognised in Vista Group is
detailed below for the four month period subsequent to disposal. This has been amended to reflect adjustments made by entity
when using the equity method including modifications for differences in accounting policies.

Result for the four month period ending 31 December 2016
NZ$’000
Revenue 3,391
Total expenses (5,740)
Operating loss (2,349)
Finance income 37
Loss for the period (2,312)
Vista Group equity accounted interest
39.5%
Vista Group equity accounted loss for the period (914)

A summarised statement of financial position as at 31 December 2016 is presented below:

Statement of Financial Position as at 31 December 2016
NZ$’000
Cash 40,173
Trade and other receivables 8,256
Total current assets 48,429
Total non-current assets 154
Total assets 48,583
Total current liabilities (27,656)
Net assets 20,927
Total equity 20,927

The carrying value of the investment in associate held by Vista Group is detailed below:

Carrying value as at 31 August 2016 28,583
Equity accounted loss for the period (914)
Investment in associate 27,669

25
VISTA GROUP INTERNATIONAL LIMITED
NUMERO LIMITED

Vista Group has a 50% interest in Numero Limited, an associate that is accounted for using the equity method in the consolidated
financial statements. Vista Group has ceased to recognise further losses during the year related to Numero as accumulated losses
would exceed Vista Group's equity interest.

Vista Group’s related parties include its associate company, Numero Limited. All of the related party transactions during the period
were made on normal commercial terms and no amounts owed by related parties have been provided for, written off or forgiven
during the period (2015: $Nil).
The types of related party transactions undertaken during the period relate to recharges for development work undertaken and
advances made.

RECEIVABLES /
(PAYABLE)
RECEIVABLES /
(PAYABLE)
ENTITY NATURE OF TRANSACTIONS 2016 2015
NZ$’000 NZ$’000
Numero Limited Related party loan 2,621 1,500
Numero Limited Constructive obligation (50) (50)
Numero Limited Related party receivable 2,792 1,910
Total 5,363 3,360

The related party transactions incurred during the year include:

31 DECEMEBER
2016
NZ$’000
Recharges - license fees 396
Recharges - development fees 523
Recharges - other advances (37)
Total 882

The amounts receivable are unsecured and no guarantees are in place. Vista Group can call the debt recognised as an
intercompany receivable at any time. Interest of 10% is charged against the intercompany loan per the loan agreement. The
Company has not recorded any impairment of the balance receivable as at 31 December 2016 (2015: $Nil) due to the Board’s
confidence in future performance of Numero, based on the budget for the coming year and forecasts beyond 2017.

Vista Group ceased to recognise further losses related to the associate company Numero in 2015. Losses were previously
recognised to the extent of the value held in equity for Numero, however this has now been offset by Vista Group’s share of losses.
During the year Numero made a loss of $1.26m, Vista Group’s share being $0.63m (2015: $0.75m).

At balance date, Vista Group has continued to recognise a constructive obligation of $50,000 (2015: $50,000).

26
ANNUAL FINANCIAL STATEMENTS 2016
COMPENSATION OF KEY MANAGEMENT PERSONNEL
Key management personnel include Vista Group’s Board of Directors and senior management.

Key management personnel remuneration includes the following expenses:

2016 2015
NZ$’000 NZ$’000
Salaries including bonuses 2,730 1,762
Share based payments - 36
Directors fees 236 305

During 2016 the number of employees classified as senior management increased from six at the end of 2015 to ten, due to
organisational changes and acquisitions. Effective from 1 July 2016, Kirk Senior, Chairman of Vista Group became executive
Chairman and his remuneration was reclassified from that point onwards from Directors fees to Salaries including bonuses in the
table above.

5. CASH AND CASH FLOWS

This section builds on information from the Statement of Cash Flows and provides details on the cash and cash equivalents
and term deposits held on the balance sheet. This section also provides details of a range of financial risks associated with these
balances and how Vista Group manages these risks.

5.1 CASH AND SHORT TERM DEPOSITS

CASH

Cash comprises cash at bank and on hand.

SHORT TERM DEPOSITS

Short term deposits, which are subject to an insignificant risk of changes in value are presented on the statement of financial
position.

2016 2015
NZ$’000 NZ$’000
Cash 15,798 16,863
Short term deposits 5,540 10,437
Total cash and short term deposits 21,338 27,300

27
VISTA GROUP INTERNATIONAL LIMITED
5.2 RECONCILIATION OF NET SURPLUS TO CASH FLOWS

2016 2015
Section NZ$’000 NZ$’000
Net profit / (loss) after tax 49,480 6,140
Non-cash items:
Amortisation 2,308 1,216
Depreciation

1,044 781
Share based payment expense

1,118 2,259
Unwinding of discount on contingent consideration

289 164
Capital gain on sale of Vista China

(41,069) -
Acquisition expenses

1,068 -
Loss from investment in associate

914 -
Foreign exchange movements

(295) (872)
Allowance for bad debts

(25) 36

(34,648) 3,584
Movements in working capital

Increase / (decrease) in related party in trade and other payables

1,171 -
(Increase) / decrease in related party trade and other receivables, net
of deferred revenue

(5,183) -
Increase / (decrease) in trade and other payables

9,551 1,322
(Increase) / decrease in trade and other receivables, net of deferred
revenue

(12,986) (5,318)
Increase / (decrease) in taxation receivable and payable

(1,965) 867
Net change in working capital

(9,412) (3,129)
Net cash flows from operating activities

5,420 6,595

5.3 BORROWINGS

Borrowings are initially recognized at fair value less directly attributable transactions costs and subsequently measured at
amortised cost using the effective interest method. Borrowing costs are expensed as incurred.

In November 2013, Vista Group established a $2.0m commercial credit facility with ASB Bank Limited to fund working capital
requirements. The interest rate is floating at 6.10% (2015: 6.4%) per annum with no set expiry date. At balance date, there was no
draw down against this facility.

In March 2014, Vista Group established a EUR 3.0 million facility with ASB Bank Limited to acquire 25.1% of the share capital of
MACCS International BV. The loan matures on 12 March 2020 and the current interest rate is 2.85% (2015: 2.66%) per annum.

Security for both the commercial credit facility and the Euro loan with ASB Bank Limited is secured by a general security agreement
under which the Bank has a security interest in all Vista Group’s tangible assets. Covenants in place include a total equity and
EBITDA covenant which are reported quarterly. Vista Group has been fully compliant with all covenants for the year.

2016 2015
NZ$’000 NZ$’000
Related party loan 303 -
Bank borrowings 4,545 4,792
Total borrowings 4,848 4,792

28
ANNUAL FINANCIAL STATEMENTS 2016
5.4 FINANCIAL RISK MANAGEMENT

Vista Group is exposed to three main types of risks in relation to financial instruments, which are market (foreign currency risk and
interest rate risk), credit and liquidity.

Vista Group’s risk management framework is set by the Board and implemented by management. It’s focus includes actively
monitoring and securing Vista Group’s short to medium-term cash flows by minimising the exposure to financial markets. The most
significant financial risks to which Vista Group is exposed are described below.

FOREIGN CURRENCY RISK
Most of Vista Group’s transactions carry a component that is ultimately repatriated back to NZD. Exposures to currency exchange
rates arise from overseas sales, which are primarily denominated in US dollars (USD), Pounds Sterling (GBP), Australian dollars
(AUD) and Euros (EUR).
To mitigate exposure to foreign currency risk, non-NZD cash flows are monitored in accordance with the Vista Group’s risk
management policies. Vista Group’s risk management policies include treasury management and foreign exchange policies the
implementation of which is set and reviewed regularly by the Board. Vista Group’s risk management procedures distinguish short-
term foreign currency cash flows (due within 6 months) from longer-term cash flows (due after 6 months). Where the amounts to be
paid and received in a specific currency are expected to largely offset one another, no further hedging activity is undertaken. The
foreign exchange policy does allow for the use of hedging activity, however to date these instruments have not been utilised.

Foreign currency denominated financial assets and liabilities which expose Vista Group to currency risk are disclosed below. The
amounts shown are those reported to key management translated into NZD at the closing rate:

USD GBP EUR AUD RMB
NZ$’000 NZ$’000 NZ$’000 NZ$’000 NZ$’000
31 December 2016

-
Financial assets
Cash 6,390 3,220 2,835 984 -
Trade receivables 14,912 4,676 3,978 979 13,827
Sundry receivables - - - - 16,510
Financial liabilities
Trade payables (677) (260) (376) (188) (2,197)
Borrowings - - (4,848) - -
Contingent consideration (735) (2,250) - - -
Total exposure 19,890 5,386 1,589 1,775 28,140
31 December 2015

Financial assets

Cash 5,050 8 324 137 1,329
Trade receivables 7,460 77 1,437 942 2,010
Sundry receivables - - - - -
Financial liabilities

-
Trade payables (62) - (30) (2) (27)
Borrowings - - (4,792) - -
Contingent consideration (1,253) - - - -
Total exposure 11,195 85 (3,061) 1,077 3,312

29
VISTA GROUP INTERNATIONAL LIMITED
The following table illustrates the sensitivity of profit or loss and equity in regards to Vista Group’s financial assets and financial
liabilities affected by USD/NZD exchange rate the GBP/NZD exchange rate, the EUR/NZD exchange rate and AUD/NZD exchange
rate ‘all other things being equal’. It assumes a +/- 10% change of the NZD/USD exchange rate for the year ended at 31 December
2016 (2015: 10%). A +/- 10% change is considered for the NZD/GBP exchange rate (2015: 10%). A +/- 10% change is considered
for the NZD/AUD exchange rate (2015: 10%). A +/- 10% change is considered for the NZD/EUR exchange rate (2015: 10%). These
percentages have been determined based on the average market volatility in exchange rates in the previous 12 months. The
sensitivity analysis is based on Vista Group’s foreign currency financial instruments held at each reporting date.

PROFIT / EQUITY

USD GBP EUR AUD RMB
NZ$’000 NZ$’000 NZ$’000 NZ$’000 NZ$’000
31 December 2016

-
10% strengthening in NZD (1,808) (490) (144) (161) (2,558)
10% weakening in NZD 2,210 598 177 197 3,127
31 December 2015

10% strengthening in NZD (1,018) (8) 278 (98) -
10% weakening in NZD 1,244 9 (340) 120 -

Exposures to foreign exchange rates vary during the year depending on the volume of overseas transactions. Nonetheless, the
analysis above is considered to be representative of Vista Group’s exposure to market risk.

INTEREST RATE RISK

Vista Group’s interest rate risk primarily arises from long-term borrowing, cash, short term deposits and advances to associates.
Borrowings and deposits at variable rates expose Vista Group to cash flow interest rate risk. Borrowings and deposits at fixed rates
expose Vista Group to fair value interest rate risk.

The following tables set out the interest rate repricing profile and current interest rate of the interest bearing financial assets and
liabilities.

AS AT 31 DECEMBER 2016
EFFECTIVE
INTEREST
RATE
FLOATING
FIXED UP TO
3 MONTHS
FIXED UP TO
6 MONTHS
FIXED UP TO
5 YEARS
TOTAL
NZ$’000 NZ$’000 NZ$’000 NZ$’000 NZ$’000
Assets

Advance to Numero 10% - - - 2,621 2,621
Short term deposits 2.33% - 5,540 - - 5,540
Cash 15,798 - - - 15,798

15,798 5,540 - 2,621 23,959
Liabilities

Bank borrowings 2.85% - - - (4,545) (4,545)
Related party loan 5% - - - (303) (303)

- - - (4,848) (4,848)
Total exposure

15,798 5,540 - (2,227) 19,111

30
ANNUAL FINANCIAL STATEMENTS 2016
Profit or loss is sensitive to higher / lower interest income / expense from cash and short term deposits as a result of changes in
interest rates.

AS AT 31 DECEMBER 2016
EFFECTIVE
INTEREST RATE
+1%
EFFECTIVE
INTEREST RATE -1%
NZ$’000 NZ$’000
Assets

Cash 158 (158)
Short term deposits 5 (5)
Total exposure 163 (163)

CREDIT RISK

Credit risk is the risk that a counterparty fails to discharge an obligation to Vista Group. Vista Group is exposed to this risk for various
financial instruments, for example trade and sundry receivables and deposits with financial institutions. The maximum exposure to
credit risk is limited to the carrying amount of financial assets recognised at 31 December, as summarised section 9.4.

Vista Group continuously monitors defaults of customers and other counterparties, identified either individually or by Vista Group,
and incorporates this information into its credit risk controls. Vista Group’s policy is to deal only with creditworthy counterparties.

At 31 December Vista Group has certain trade receivables that have not been settled by the contractual due date but are not
considered to be impaired because of the nature of contracts and the longevity of ongoing customer relationships. The amounts at
31 December, analysed by the length of time past due, are:

2016 2015
NZ$’000 NZ$’000
Not more than 3 months 10,881 8,450
Between 3 months and 4 months 580 1,267
Over 4 months 4,241 3,988
15,702 13,705

As at 31 December 2016, Vista Group holds a receivable from its associate company, Vista Entertainment Solutions Shanghai Limited,
amounting to $19.0m, $5.2m of which is presented above and is not more than 3 months past due. The transaction driving this
receivable primarily relates to the Wepiao transaction as Vista China ceased to be a subsidiary and became an associate. See section
4.1 for more detail.

In respect of trade receivables, Vista Group is not exposed to any significant credit risk exposure to any single counterparty or any
group of counterparties having similar characteristics. Trade receivables consist of a large number of customers in various industries
and geographical areas. Based on historical information about customer default rates, management considers the credit quality of
trade receivables that are not past due or impaired to be good.

The credit risk for cash and short term deposits is considered negligible, since the counterparties are reputable banks with high
quality external credit ratings.

31
VISTA GROUP INTERNATIONAL LIMITED
LIQUIDITY RISK

Liquidity risk is the risk that Vista Group might be unable to meet its obligations. Vista Group’s objective is to maintain a balance
between continuity of funding and flexibility through monitoring of cash and short term deposits and the use of bank overdrafts and
bank loans (see note 5.3). Vista Group’s policy is that not more than 25% of borrowings should mature in the next 12-month period.
No debt will mature in less than one year at 31 December 2016 (2015: Nil) based on the carrying value of borrowings reflected in the
financial statements. Vista Group assessed the concentration of risk with respect to refinancing its debt as being low. Access to
sources of funding is sufficiently available and debt maturing within 12 months can be rolled over with existing lenders.

Vista Group has significant cash balances held as cash on hand and in short term deposits of $21.3m (refer section 5.1). The
dividend policy is to distribute between 30% to 50% of net profit after tax subject to immediate and future growth opportunities and
identified capital expenditure requirements. At balance date Vista Group has a NZD $2m on call credit facility with the ASB, against
which there has been no draw down.

The table below summarises the maturity profile of Vista Group’s non-derivative financial liabilities based on contractual
undiscounted payments.

ON DEMAND
LESS THAN 3
MONTHS
3 TO 12
MONTHS
1 TO 5 YEARS > 5 YEARS TOTAL
NZ$’000 NZ$’000 NZ$’000 NZ$’000 NZ$’000 NZ$’000
2016
Trade payables - 6,229 - - - 6,229
Sundry accruals - 4,231 - - - 4,231
Borrowings - - - 4,848 - 4,848
Interest on borrowings - 32 97 308 - 437
Contingent consideration - - 3,122 - - 3,122
- 10,492 3,219 5,156 - 18,867
2015

Trade payables - 762 - - - 762
Sundry accruals - 2,918 - - - 2,918
Borrowings - - - 4,792 - 4,792
Interest on borrowings - 32 96 22 - 150
Contingent consideration - - 1,253 - - 1,253
- 3,712 1,349 4,814 - 9,875

32
ANNUAL FINANCIAL STATEMENTS 2016
6. CAPITAL STRUCTURE

This section outlines Vista Group’s capital structure and details of share based employee incentives which have an impact
on Vista Group’s equity.

EQUITY, RESERVES AND DIVIDEND PAYMENTS

Share capital represents the nominal value of shares that have been issued. Incremental costs directly attributable to the issue of
ordinary shares are recognised as a deduction from equity. Retained earnings include all current and prior period retained profits.
Dividend distributions payable to equity shareholders are included in trade and other payables when the dividends have been
approved by the Board on or before the end of the reporting period but not yet distributed. All transactions with owners of the parent
are recorded separately within equity.

All shares are ordinary authorised, issued and fully paid shares. They all have equal voting rights and share equally in dividends and
any surplus on winding up. The shares have no par value.
6.1 CONTRIBUTED EQUITY

2016 2015 2016 2015
No. of shares 000's No. of shares 000's NZ$’000 NZ$’000
Shares issued and fully paid:
Beginning of the year 79,973 79,973 45,952 45,952
Ordinary shares issued during the year 1,967 - 9,702 -
Total shares authorised at 31 December 81,940 79,973 55,654 45,952

During the 2016 financial year, 1,967,204 shares were issued (2015: Nil). A total of 314,076 shares were issued for no consideration
in respect to share-based payments related to VCL contingent consideration (refer note 4.2). A total of 14,323 shares were issued in
respect to an employee incentive agreement for no consideration. A total of 1,638,805 representing 2% of total Vista Group shares
were issued to Weying NZ (BVI) Limited, a 100% owned subsidiary of Vista Group’s China joint partner WePiao for consideration of
$8.0m. Refer to section 4.1 for detail.

33
VISTA GROUP INTERNATIONAL LIMITED
6.2 EARNINGS PER SHARE AND DIVIDENDS

EARNINGS PER SHARE

Vista Group presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing the
profit or loss attributable to ordinary shareholders of the Parent by the weighted average number of ordinary shares in issue during
the year.

Diluted EPS reflects any commitments Vista Group has to issue shares in the future that would decrease EPS. In 2016, these are in
the form of share based payments and performance rights. To calculate the impact it is assumed that share based payments related
to FY16 earning targets are achieved and all the performance rights are taken, therefore adjusting the weighted average number of
shares.
The following reflects the income and share data used in the basic and diluted EPS computations:

2016 2015
NZ$’000 NZ$’000
Profit attributable to ordinary shareholders of the Parent for basic earnings 48,620 5,753
Profit attributable to ordinary shareholders of the Parent adjusted for the effect of
dilution
48,620 5,753
Weighted average number of shares in basic earnings per share 80,356 79,973
Shares deemed to be issued for no consideration in respect of share-based
payments
434 203
Weighted average number of shares used in diluted earnings per share 80,932 80,463

EPS $0.61 $0.07
Diluted EPS $0.60 $0.07

DIVIDENDS

Vista Group intends to pay an annual dividend for 2016. The dividend at 50%, will be at the top end of the policy range. This will be
based on the profit after tax for the year attributable to owners of the parent after adjustment for the capital gain related to the
disposal of Vista China.

6.3 SHARE BASED PAYMENTS

EQUITY SETTLED LONG TERM INCENTIVE SCHEME
During the 2015 financial year, the Directors approved and implemented an equity settled long-term incentive scheme for selected
key management personnel. During the 2016 financial year the Directors issued the 2016 Long Term Incentive Scheme, under
identical terms and conditions. The Long Term Incentive Scheme is intended to focus performance on achievement of key long term
performance metrics, refer to note 6.4 for more details of the scheme.

SHARE BASED PAYMENT RESERVE

The share based payment reserve is used to record any equity share based incentives. The reserve value represents the difference
between the value at the time of allocation and the cash received incentives plus the equity component of contingent consideration
payable.

34
ANNUAL FINANCIAL STATEMENTS 2016
6.4 EQUITY SETTLED LONG TERM INCENTIVE SCHEME

During 2016, the Directors approved the second annual issue of an equity settled Long Term Incentive Scheme implemented in 2015
for selected key management personnel (“Participants”). The plan is intended to focus performance on achievement of key long term
performance metrics.

The allocation of performance rights is based on a percentage of annual base salary, adjusted by a risk factor calculated using the
Monte Carlo valuation model. Performance rights are granted under the plan for no consideration and carry no dividend or voting
rights. Participation in the scheme is at the Board’s discretion and participants in the scheme are not guaranteed a place from year to
year.

The amount of performance rights that will vest depends on Vista Group’s relative Total Shareholder Return (“TSR”) to shareholders.
Vesting of performance rights is dependent upon Vista Group achieving relative TSR targets over a two and three year performance
period, against all other NZX50 companies (excluding Vista Group), with 50% of the value of rights allocated under each target.
Vesting of the performance rights is defined by the following table:

PERCENTILE PERFORMANCE AGAINST NZX50 COMPANIES VESTING PERFORMANCE RIGHTS
Less than 50th percentile Zero
50th - 75th percentile 50% to 75% pro-rata on a straight line basis
Greater than 75th percentile 100%

TSR is measured by the change in TSR from the start date of the grant period until the end of the performance period (two years and
three years). The scheme allows the carry forward of any performance rights that do not vest in the first vesting period to be eligible
to vest in the vesting period for the second tranche of performance rights. The scale at which carried over rights may vest at the end
of the tranche two vesting period shall commence at the TSR percentile achieved in respect of the tranche one vesting period.

The fair value of rights granted is recognised as an employee expense in the statement of comprehensive income with a
corresponding increase in the employee share based payments reserve. The fair value is measured at grant date and amortised
over the vesting periods. Vista Group has recognised $0.55m of employee expenses during the year ended 31 December 2016
(2015: $0.2m).

The fair value of the rights granted is measured using Vista Group share price as at the grant date less the present value of the
dividends forecast to be paid prior to each vesting date. When performance rights vest, the amount in the share based payments
reserve relating to those rights are transferred to share capital. When any vested performance rights lapse upon employee
termination, the amount in the share based payments reserve relating to those rights is transferred to retained earnings.

35
VISTA GROUP INTERNATIONAL LIMITED
Set out below are summaries of performance rights granted under the plan:

GRANT DATE EXPIRY DATE
TOTAL VALUE OF GRANTED
PERFORMANCE RIGHTS $000's
PERFORMANCE RIGHTS GRANTED AT
31 DECEMBER 2016 000's
1 January 2015 1 April 2017 248 103
1 January 2015 1 April 2018 248 100
1 January 2016 1 April 2018 413 115
1 January 2016 1 April 2019 413 116
1,322 434

2016 2015

000 000
GRANT DATE
AVERAGE
EXCERCISE PRICE
PER
PERFORMANCE
RIGHT
NUMBER OF
PERFORMANCE
RIGHTS
AVERAGE
EXCERCISE PRICE
PER
PERFORMANCE
RIGHT
NUMBER OF
PERFORMANCE
RIGHTS
As at 1 January $2.44 206 -
Granted during the year $3.62 231 $2.44 206
Exercised during the year - -
Forfeited during the year $3.62 (3) -
As at 31 December $3.11 434 $2.44 206

VIRTUAL CONCEPTS LIMITED (VCL) INCENTIVE SCHEME
Certain employees of VCL receive remuneration in the form of share based payments contingent upon achieving certain annual
milestones as part of the acquisition of VCL. The cost is recognised within acquisition expenses in the statement of comprehensive
income, refer to section 4.2 for more details of the scheme.

EXPENSES ARISING FROM SHARE BASED PAYMENT TRANSACTIONS

The expense recognised for employee services received during the year is shown in the following table and are included within
operating expenses:

2016 2015
Section NZ$’000 NZ$’000
Expenses arising from VCL acquisition 1,564 1,435
Equity settled LTI scheme 551 208
Total expense

2,115 1,643

36
ANNUAL FINANCIAL STATEMENTS 2016
6.5 CAPITAL MANAGEMENT POLICIES AND PROCEDURES

Vista Group's capital management objective is to provide an adequate return to its shareholders. This is achieved by pricing products
and services commensurately within the level of risk.

Vista Group monitors capital requirements to ensure that it meets its lending covenant obligations and to maintain an efficient overall
financing structure. At balance date Vista Group maintains low levels of debt.

The amounts managed as capital by Vista Group for the reporting periods under review are summarised as follows:

2016 2015
NZ$’000 NZ$’000
Consolidated shareholders' funds 138,367 79,052
Consolidated assets 191,625 110,747
Capital ratio 72% 71%

37
VISTA GROUP INTERNATIONAL LIMITED
7. ASSETS AND LIABILITES

This section outlines further details of Vista Group’s financial performance by building on information presented in the
Statement of Financial Position

7.1 TRADE AND OTHER RECEIVABLES

2016 2015
NZ$’000 NZ$’000
Trade receivables 45,440 23,653
Sundry receivables 19,979 2,163
Accrued revenue 987 -
Prepayments 1,573 843
Related party loan (see Section 4.4) 2,621 1,500
Related party receivables – trading (see Section 4.4) 2,792 1,910
Total trade and other receivables 73,392 30,069

Vista Group has recognised a loss of $5,000 (2015: $36,000) in respect of bad and doubtful trade receivables during the year ended
31 December 2016. The loss has been included in administration expenses. The impairment allowance included in trade receivables
as at 31 December 2016 was $110,000 (2015: $160,000). Sundry receivables include a receivable of $16.5m from Wepiao related to
the equity purchase of 18.3% of Vista China. See section 4.1. Trade receivables include a receivable of $19.0m from Vista China.
See section 4.4 for more detail.

ASSESSMENT OF THE DOUBTFUL DEBT PROVISION
The assessment of providing for doubtful debts involves judgement. The collectability of trade receivables and sundry receivables is
reviewed on an on-going basis. A provision for impairment is established when there is objective evidence that Vista Group will not
be able to collect an amount due according to the original terms of the receivable. See section 5.4 for detail.

7.2 INTANGIBLE ASSETS

INTANGIBLE ASSETS
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business
combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any
accumulated amortisation and accumulated impairment losses.

Intangible assets with finite lives are amortised over the useful economic life. The amortisation period and the amortisation method
for an intangible asset with a finite life are reviewed at least at the end of each reporting period. The amortisation expense on
intangible assets with finite lives is recognised in the statement of comprehensive income in the expense category that is consistent
with the function of the intangible assets.

DEVELOPMENT COSTS AND INTERNALLY GENERATED SOFTWARE
Costs associated with maintaining computer software programmes are recognised as an expense within the statement of
comprehensive income as incurred. Development costs that are directly attributable to the design and testing of identifiable and unique
software products controlled by Vista Group are recognised as intangible assets only when all of the following criteria are met:

• it is technically feasible to complete the software product so that it will be available for use;
• management intends to complete the software product and use or sell it;
• there is an ability to use or sell the software product;
• it can be demonstrated how the software product will generate probable future economic benefits;
• adequate technical, financial and other resources to complete the development and to use or sell the software product are
available; and
• the expenditure attributable to the software product during its development can be reliably measured.
Other development expenditures that do not meet these criteria are recognised as an expense as incurred within operating expenses.
Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

38
ANNUAL FINANCIAL STATEMENTS 2016
INTELLECTUAL PROPERTY
Intellectual property has been acquired through business combination. Customer relationships include the purchase of existing
customer bases via an existing license agreement or business combination. Software licenses include the purchase of third party
software in the normal course of business. Internally generated software is recognised on the basis described above.

Intangible assets are amortised on a straight-line basis over the following useful economic lives:
• Intellectual property 4 to 15 years;
• Customer relationships 4 to 15 years;
• Software licenses 2.5 years;
• Internally generated software 3 to 5 years based on their estimated useful life
Refer to section 7.4 for policies on goodwill measurement and impairment testing

INTERNALLY
GENERATED
SOFTWARE
SOFTWARE
LICENSES
INTELLECTUAL
PROPERTY
CUSTOMER
RELATIONSHIPS
TOTAL
2016 NZ$’000 NZ$’000 NZ$’000 NZ$’000 NZ$’000
Gross carrying amount
Balance 1 January 2016 643 2,260 1,608 6,469 10,980
Additions – acquired - 64 - 1,117 1,181
Internally generated software 4,171 - - - 4,171
Acquisition through business
combinations (see Section 4.2)
- 38 419 - 457
Exchange differences - - (87) (311) (398)
Balance 31 December 2016 4,814 2,362 1,940 7,275 16,391

Accumulated amortisation
Balance 1 January 2016 - (523) (211) (1,094) (1,828)
Amortisation (96) (152) (624) (1,436) (2,308)
Exchange differences - - 162 372 534
Balance 31 December 2016 (96) (675) (673) (2,158) (3,602)
Carrying amount 31 December
2016
4,718 1,687 1,267 5,117 12,789

INTERNALLY
GENERATED
SOFTWARE
SOFTWARE
LICENSES
INTELLECTUAL
PROPERTY
CUSTOMER
RELATIONSHIPS
TOTAL
2015 NZ$’000 NZ$’000 NZ$’000 NZ$’000 NZ$’000
Gross carrying amount

Balance 1 January 2015 - 2,136 1,408 3,413 6,957
Additions – acquired - 100 - 1,929 2,029
Internally generated software 643 - - - 643
Acquisition through business
combinations (see Section 4.2)
- - 193 1,083 1,276
Exchange differences - 24 7 44 75
Balance 31 December 2015 643 2,260 1,608 6,469 10,980

Accumulated amortisation

Balance 1 January 2015 - (281) (63) (268) (612)
Amortisation - (242) (148) (826) (1,216)
Balance 31 December 2015 - (523) (211) (1,094) (1,828)
Carrying amount 31 December
2015
643 1,737 1,397 5,375 9,152

39
VISTA GROUP INTERNATIONAL LIMITED
7.3 PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT
Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. Cost includes
expenditure that is directly attributable to the acquisition of the asset.

The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable
that the future economic benefits embodied within the asset will flow to Vista Group and its cost can be measured reliably. The costs
of the day-to-day servicing of property, plant and equipment are recognised within the statement of comprehensive income as
incurred.
Depreciation is provided on fixtures, fittings and computers. Depreciation is recognised in the profit or loss to write off the cost of an
item of property, plant and equipment, less any residual value, over its expected useful life:
• Fixtures and fittings 6 to 14 years straight line
• Computer equipment 2.5 to 6 years straight line

FIXTURES & FITTINGS
COMPUTER
EQUIPMENT
TOTAL
2016 NZ$’000 NZ$’000 NZ$’000
Gross carrying amount
Balance 1 January 2016 2,441 2,761 5,202
Divestment of Vista China assets (87) (78) (165)
Acquisition through business combinations (section 4.2) 24 97 121
Additions 1,873 955 2,828
Exchange differences (51) (70) (121)
Balance 31 December 2016 4,200 3,665 7,865

Accumulated depreciation
Balance 1 January 2016 (824) (1,998) (2,822)
Current year depreciation (474) (570) (1,044)
Divestment of Vista China assets 10 29 39
Exchange differences 33 91 124
Balance 31 December 2016 (1,255) (2,448) (3,703)

Carrying amount 31 December 2016 2,945 1,217 4,162

FIXTURES & FITTINGS
COMPUTER
EQUIPMENT
TOTAL
NZ$’000 NZ$’000 NZ$’000
2015

Gross carrying amount

Balance 1 January 2015 1,927 2,095 4,022
Additions 453 606 1,059
Exchange differences 61 60 121
Balance 31 December 2015 2,441 2,761 5,202

Accumulated depreciation

Balance 1 January 2015 (584) (1,391) (1,975)
Current year depreciation (222) (559) (781)
Exchange differences (18) (48) (66)
Balance 31 December 2015 (824) (1,998) (2,822)

Carrying amount 31 December 2015 1,617 763 2,380

40
ANNUAL FINANCIAL STATEMENTS 2016
7.4 IMPAIRMENT TESTING

IMPAIRMENT TESTING OF GOODWILL, OTHER INTANGIBLE ASSETS AND PROPERTY, PLANT
AND EQUIPMENT

Goodwill and other indefinite life intangible assets are not amortised and are tested for impairment annually irrespective of whether
there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. After initial
recognition goodwill is measured at cost less any accumulated impairment losses.

Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be
recoverable.

An impairment loss is recognised if the carrying amount of an asset exceeds its recoverable amount. Impairment losses are
recognised in the statement of comprehensive income.

The recoverable amount of an asset is the greater of its value in use and its fair value less cost to sell. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely
independent of the cash inflows from other assets or groups of assets (cash-generating units). The allocation is made to those cash
generating units that are expected to benefit from the business combination in which goodwill arose. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset.

CRITICAL JUDGEMENTS USED IN APPLYING ACCOUNTING POLICIES AND ESTIMATION
UNCERTAINTY
Information about estimates and judgements that have the most significant effect on recognition and measurement of goodwill and
intangible assets are provided below. Actual results may be substantially different.

GOODWILL AND OTHER INTANGIBLE ASSETS
The amount of goodwill initially recognised is dependent on the allocation of the purchase price to the fair value of the identifiable
assets acquired and the liabilities assumed. The determination of the fair value of the assets and liabilities, particularly intangible
assets is based, to a considerable extent, on management’s judgement. Goodwill is subject to annual impairment testing.

Judgement is applied specifically to the following:

1) Assumptions in the value in use calculation for impairment testing purposes.
2) Assumptions in fair value calculation on acquisition.

Goodwill has been allocated to the following Cash Generating Units (CGU):

- Virtual Concepts Limited - Powster Limited
- MACCS International BV - Share Dimension BV
- Vista Entertainment Solutions Limited - Flicks.co.nz Limited
This is the lowest level at which goodwill is monitored for internal management reporting purposes. In determining the recoverable
amount of each CGU the value in use calculation is based on post tax cash flows for subsequent years which are extrapolated using
estimated growth rates. Management has projected the cash flows for each CGU over a five-year period based on approved budgets
for the first year. Determination of appropriate post tax cash flows and discount rates for the calculation of value in use is subjective
and requires a number of assumptions and estimates to be made, including growth in net profit, timing and quantum of future capital
expenditure, long term growth rates and the selection of discount rates to reflect the risks involved.

41
VISTA GROUP INTERNATIONAL LIMITED
The key assumptions used for the value in use calculation are as follows:

2016 2015
NZ$’000 NZ$’000
Revenue growth average over 5 years 13% - 50% 12% - 28%
Terminal growth rate 2.5% 2.5%
CGU post-tax WACC rate – MACCS, Flicks and Vista 9.0% 12.0%
CGU post-tax WACC rate – Powster 12.0% -
CGU post-tax WACC rate – VCL and Share Dimension 16.0% 16.0%

The revenue growth average range has increased due to new acquisitions completed in 2016 which have higher revenue growth
assumptions than those tested in 2015.

Other factors considered when testing goodwill for impairment include:

• actual financial performance against budgeted financial performance;
• any material unfavourable operational and regulatory factors; and
• any material unfavourable economic outlook and market competition.

IMPAIRMENT TESTING RESULTS

The calculations confirmed that there was no impairment of goodwill during the year (2015: $Nil). The Board believes that any
reasonable possible change in the key assumptions used in the calculations for all CGU’s with the exception of Share Dimension,
would not cause the carrying amount to exceed the recoverable amount. The Share Dimension CGU impairment assessment is
sensitive to revenue growth assumptions. Should the average revenue growth assumption decrease over the five year period
tested, by more than 5%, then the carrying value would equal the recoverable amount.

42
ANNUAL FINANCIAL STATEMENTS 2016
7.5 TRADE AND OTHER PAYABLES

Section 2016 2015
NZ$’000 NZ$’000
Trade payables 6,229 762
Sundry accruals 4,231 3,325
Deferred lease incentives 510 -
Constructive obligations - associates
4.4
50 50
Employee benefits 2,436 1,909
Employee benefits - VCL contingent consideration
4.2
1,063 591
Total trade and other payables

14,519 6,637

Included in trade and other payables is a balance of $1.28m payable to the associate company Vista China. See section 4.4 for
detail.

7.6 EMPLOYEE BENEFIT PAYABLES AND ACCRUALS

SHORT-TERM EMPLOYEE BENEFITS
Accruals for wages, salaries, including non-monetary benefits, commissions and annual leave expected to be settled within 12
months of the reporting date are recognised in respect of employees’ services up to the reporting date. They are measured at the
amounts expected to be paid using the remuneration rate expected to apply at the time of settlement, on an undiscounted basis.
Expenses for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates paid or payable.

Vista Group has pension obligations in respect of various defined contribution plans. Vista Group pays contributions to publicly or
privately administered pension insurance plans on a mandatory or contractual basis. Vista Group has no further payment obligations
once the contributions have been paid. The contributions are recognised as an employee entitlement expense when they are due.

EMPLOYEE BENEFITS EXPENSE INCLUDED IN TOTAL EXPENSES

2016 2015
NZ$’000 NZ$’000
Wages and salaries 40,324 29,679
Share-based payment expense 551 208
Defined contribution plans 3,716 2,815
Total employee benefits 44,591 32,702

43
VISTA GROUP INTERNATIONAL LIMITED
8.TAX

8.1 INCOME TAX EXPENSE

INCOME TAX
The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss in the Statement of
Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.
In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date
in the countries where Vista Group’s subsidiaries operate and generate taxable income. Management periodically evaluates
positions taken in tax returns with respect to situations in which applicable tax regulations are subject to interpretation and
establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

2016 2015
NZ$’000 NZ$’000
Income tax expense comprises:
Current tax expense 5,326 4,001
Deferred tax expense (Section 8.2) (1,776) (20)
Tax expense 3,550 3,981

RECONCILIATION OF INCOME TAX EXPENSE
The relationship between the expected tax expense based on the domestic effective tax rate of the Company at 28% (2015: 28%)
and the reported tax expense in the statement of comprehensive Income can be reconciled as follows:

2016 2015
NZ$’000 NZ$’000
Profit before tax 53,030 10,121
Taxable income 53,030 10,121
Domestic tax rate for Vista Group International Limited 28% 28%
Expected tax expense / (benefit) 14,848 2,834

Foreign subsidiary company tax (358) (110)
Non-assessable income/non-deductible expenses (10,579) 1,179
Prior period adjustment (314) (103)
Deferred taxation not previously recognised 4 10
Impairment of foreign tax credits - 133
Other (51) 38
Actual tax expense / (benefit) 3,550 3,981

As at 31 December 2016, Vista Group has $5,839,264 (2015: $3,680,502) of imputation credits available for use in subsequent
reporting periods.

44
ANNUAL FINANCIAL STATEMENTS 2016
8.2 DEFERRED TAX ASSETS AND LIABILITIES

DEFERRED INCOME TAX
Deferred income tax is provided in full, using the liability method, on temporary differences arising between tax bases of assets and
liabilities and their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for
if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the
transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that
have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income
tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which
the temporary differences can be utilised.

Deferred income tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the
timing of the reversal of the temporary difference is controlled by Vista Group and it is probable that the temporary difference will not
reverse in the foreseeable future.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against
current tax liabilities and when the deferred income taxes assets and liabilities relate to income taxes levied by the same taxation
authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net
basis.

Deferred taxes arising from temporary differences and unused tax losses can be summarised as follows:

OPENING
BALANCE
ACQUIRED AS
PART OF A
BUSINESS
COMBINATION
RECOGNISED IN
INCOME
STATEMENT
CLOSING
BALANCE
2016 NZ$’000 NZ$’000 NZ$’000 NZ$’000
Trade and sundry receivables 15 - 13 28
Employee benefits 324 - 98 422
Property, plant and equipment (185) - (9) (194)
Other (513) - 572 59
Intangible assets (1,884) (89) 287 (1,686)
Unused tax losses 182 - 815 997
Deferred tax temporary asset/(liability) (2,061) (89) 1,776 (374)

OPENING
BALANCE
ACQUIRED AS
PART OF A
BUSINESS
COMBINATION
RECOGNISED IN
INCOME
STATEMENT
CLOSING
BALANCE
2015 NZ$’000 NZ$’000 NZ$’000 NZ$’000
Trade and sundry receivables 33 - (18) 15
Employee benefits 160 - 164 324
Property, plant and equipment - - (185) (185)
Other (371) - (142) (513)
Intangible assets (1,553) (554) 223 (1,884)
Unused tax losses 204 - (22) 182
Deferred tax temporary asset/(liability) (1,527) (554) 20 (2,061)

45
VISTA GROUP INTERNATIONAL LIMITED
The analysis of deferred tax assets and liabilities is as follows:

NZ$’000 NZ$’000
Deferred tax assets:
Deferred tax assets to be recovered after more than 12 months 1,105 220
Deferred tax assets to be recovered within 12 months 436 -
Deferred tax liabilities:
Deferred tax liability to be recovered after more than 12 months (1,880) (1,948)
Deferred tax liability to be recovered within 12 months (35) (333)

9. OTHER INFORMATION

9.1 EXPENSES

GOVERNMENT GRANTS

Government grants are recognised where there is reasonable assurance that the grant will be received and all attached conditions
will be complied with. When the grant relates to an expense item it is recognised as a deduction against that cost on a systematic
basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an
asset, it is recognised as income in equal amounts over the expected useful life of the related asset.

During the year, Vista Group recognised a total of $1.86m (2015: $2.0m) of grants from the Callaghan Innovation and NZTE to assist
with Research and Development and new market entry respectively. At balance date, there is a 10% retention amount related to
2016 grants of $0.19m yet to be paid and subject to independent auditor review. Government grants are recognised within the
statement of comprehensive income as a reduction to administrative expenses.

AUDITOR’S REMUNERATION INCLUDED IN ADMINISTRATION EXPENSES

2016 2015
NZ$’000 NZ$’000
Audit of financial statements
Audit and review of financial statements - PwC 239 157
Audit and review of financial statements - Grant Thornton - 40
Other services
Performed by PwC:
IFRS accounting advice 10 51
Review of R&D growth grant 8 -
Advice on long-term employee incentive scheme 7 137
FRS 101 conversion accounting advice for UK subsidiary 12 -
iXBRL financial statement tagging 4 -
Due diligence agreed upon procedures 19 -
Performed by Grant Thornton:
Tax advisory services - 98
Other accounting and compliance advice - 2
Total other services 60 288
Total fees paid to auditor(s) 299 485

46
ANNUAL FINANCIAL STATEMENTS 2016
OTHER EXPENSES

2016 2015
NZ$’000 NZ$’000
Included in administration expenses:
Depreciation (Section 7.3) 1,044 781
Amortisation of intangible assets (Section 7.2) 2,308 1,216
Lease payments recognised as an operating lease expense 2,572 1,854

Vista Group has expensed $8.1m of aggregated research and development expenditure associated with software research and
development for 2016 (2015: $7.1m) within operating expenses in the statement of comprehensive income.

9.2 OPERATING LEASES

LEASED ASSETS

All leases are operating leases. Leases in which a significant portion of the risks and rewards of ownership are not transferred to
Vista Group as a lessee are classified as an operating lease. Payments made under operating leases (net of any incentives received
from the lessor) are charged to the Statement of Comprehensive Income on a straight-line basis over the period of the lease.
Associated costs, such as maintenance and insurance, are expensed as incurred in the statement of comprehensive income.

OPERATING LEASE COMMITTMENTS
Vista Group has operating lease commitments in respect of property and equipment. The total future minimum payments under non-
cancellable operating leases were payable as follows:

2016 2015
NZ$’000 NZ$’000
Less than one year 2,552 1,937
Between one and five years 5,451 4,039
More than five years - -
8,003 5,976

47
VISTA GROUP INTERNATIONAL LIMITED
9.3 FINANCIAL INSTRUMENTS

FINANCIAL INSTRUMENTS

The classification of financial assets and liabilities depends on the purpose for which the financial assets were acquired.
Management determines the classification of Vista Group's financial assets and liabilities at initial recognition.

Vista Group’s financial assets for the periods covered by these financial statements consist only of loans and receivables.

Vista Group measures all financial liabilities, with the exception of contingent consideration, at amortised cost in the periods covered
by these financial statements. Contingent consideration is measured at fair value. Contingent consideration is classified as equity or
a financial liability. Amounts classified as a financial liability are subsequently remeasured to fair value with changes in the fair value
recognised in the statement of comprehensive income.

(a) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active
market. They are included in current assets, except for loans and receivables with maturities greater than 12 months after the
balance sheet date. These are classified as non-current assets. Vista Group’s loans and receivables comprise ‘trade and other
receivables’ in the statement of financial position.

(b) Financial liabilities measured at amortised cost
Financial liabilities measured at amortised cost are non-derivative financial liabilities with fixed or determinable payments that are not
quoted in an active market. Trade and other payables, employee benefits, related party loans and borrowings are classified as
financial liabilities measured at amortised cost.

Recognition and derecognition
Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been
transferred and Vista Group has transferred substantially all the risks and rewards of ownership. Financial liabilities are derecognised
if Vista Group’s obligations specified in the contract expire or are discharged or cancelled.

Measurement
At initial recognition, Vista Group measures a financial asset and liability at its fair value plus transaction costs that are directly
attributable to the acquisition of the financial asset.

After initial recognition, loans and receivables are subsequently carried at amortised cost using the effective interest method. After
initial recognition, financial liabilities are measured at amortised cost using the effective interest method.

Impairment
Vista Group assesses at the end of each reporting period whether there is objective evidence that a financial asset or group of
financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if
there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a
‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of
financial assets that can be reliably estimated. Evidence of impairment may include indications that the debtor or group of debtors is
experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter
bankruptcy or other financial reorganisation and observable data indicating that there is a measurable decrease in the estimated
future cashflows, such as changes in arrears or economic conditions that correlate with defaults.

For loans and receivables, the amount of the loss is measured as the difference between the asset’s carrying amount and the
present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial
asset’s original effective interest rate. The carrying amount of the asset is reduced and the amount of the loss is recognised in the
statement of comprehensive income.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event
occurring after the impairment was recognised (such as an improvement in the debtor’s credit rating), the reversal of the previously
recognised impairment loss is recognised in the statement of comprehensive income

48
ANNUAL FINANCIAL STATEMENTS 2016
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES

Vista Group’s financial assets and liabilities by category are summarised as follows:
Cash and short term deposits
These are short term in nature and carrying value is equivalent to their fair value.

Trade, related party and other receivables
These assets are short term in nature and are reviewed for impairment; the carrying value approximates their fair value.

Trade, related party and other payables
These liabilities are mainly short term in nature with the carrying value approximating their fair value.

Related party loans
Fair value is estimated based on current market interest rates available for receivables of similar maturity and risk. The interest rate
is used to discount future cash flows.

Borrowings
Borrowings have fixed and floating interest rates. Fair value is estimated using the discounted cash flow model based on a current
market interest rate for similar products; the carrying value approximates their fair value.

Fair values
Vista Group's financial instruments that are measured subsequent to initial recognition at fair values and are grouped into levels
based on the degree to which the fair value is observable:
Level 1 - fair value measurements derived from quoted prices in active markets for identical assets.
Level 2 - fair value measurements derived from inputs other than quoted prices included within level 1 that are observable for the
asset or liability, either directly or indirectly.
Level 3 - fair value measurements derived from valuation techniques that include inputs for the asset or liability which are not
based on observable market data.
The fair value of the contingent consideration on Ticketsoft was assessed as level 3, using a discount rate of 8% to reflect the time
value of money. The main level 3 inputs used by Vista Group were based upon a defined set of metrics related to the transition of
Ticketsoft customers to Vista Cinema software. There have been no transfers between levels or changes in the valuation methods
used to determine the fair value of the Group's financial instruments during the period. Sensitivities to reasonably possible changes
in non-market observable valuation inputs would not have a material impact on the Vista Group's financial results.

FINANCIAL INSTRUMENTS BY CATEGORY

Section 2016 2015
NZ$’000 NZ$’000
Loans and receivables
Cash
5.1
15,798 16,863
Short term deposits
5.1
5,540 10,437
Trade receivables
7.1
45,440 23,653
Sundry receivables
7.1
19,979 2,163
Related party receivables - trading
4.4
2,792 3,410
89,549 56,526

Financial liabilities measured at amortised cost
Trade payables
7.5
6,229 762
Sundry accruals
7.5
4,231 2,918
Borrowings
5.3
4,848 4,792
Financial liabilities measured at fair value
Contingent consideration
4
3,122 1,253
18,430 9,725

49
VISTA GROUP INTERNATIONAL LIMITED
9.4 OTHER DISCLOSURES

CONTINGENT LIABILITIES
There were no contingent liabilities for Vista Group at 31 December 2016 (2015: $Nil).

CAPITAL COMMITMENTS
There were no capital commitments for Vista Group at 31 December 2016 (2015: $Nil).

EVENTS AFTER BALANCE DATE

On 17 February 2017, Vista Group announced the appointment of Mr. Cris Nicolli to its Board of Directors as a non-executive
independent director.

On 21 February 2017, the Directors approved a fully imputed final dividend of 4.61 cents per share. The dividend record date is 10
March 2017 and payment date is 24 March 2017.

There have been no other events subsequent to 31 December 2016 which materially impact on the results reported (2015: nil).

PricewaterhouseCoopers, 188 Quay Street, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz
Independent auditor’s report
To the shareholders of Vista Group International Limited
The consolidated financial statements comprise:
the statement of financial position as at 31 December 2016;
the statement of comprehensive income for the year then ended;
the statement of changes in equity for the year then ended;
the statement of cash flows for the year then ended; and
the notes to the financial statements, which include a summary of significant accounting policies.
Our opinion
In our opinion, the consolidated financial statements of Vista Group International Limited (the
Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial
position of the Group as at 31 December 2016, its financial performance and its cash flows for the year
then ended in accordance with New Zealand Equivalents to International Financial Reporting
Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in theAuditor’s responsibilities for the audit of the consolidated financial
statementssection of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)
Code of Ethics for Assurance Practitioners(PES 1) issued by the New Zealand Auditing and Assurance
Standards Board and the International Ethics Standards Board for Accountants’Code of Ethics for
Professional Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Our firm carries out other services for the Group in the areas of related assurance services and
employee incentive scheme advice. The provision of these assurance and other services has not
impaired our independence as auditor of the Group.

PwC
Our audit approach
Overview
An audit is designed to obtain reasonable assurance whether the financial
statements are free from material misstatement.
Overall group materiality: $880,000, which represents 1% of total revenues.
We chose revenue as the benchmark because, in our view, this is the metric
against which is most commonly used by management and the users of the
financial statements to measure the performance of the Group, and is a
generally accepted benchmark.
We agreed with the Audit and Risk Committee that we would report to them
misstatements identified during our audit above $40,000 as well as
misstatements below that amount that, in our view, warranted reporting for
qualitative reasons.
Our key audit matters are:
Accounting for the Vista China transaction
Impairment testing of goodwill
Materiality
The scope of our audit was influenced by our application of materiality.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall Group materiality for the consolidated financial statements as a whole as set out
above. These, together with qualitative considerations, helped us to determine the scope of our audit,
the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both
individually and in aggregate on the consolidated financial statements as a whole.
Audit scope
We designed our audit by assessing the risks of material misstatement in the consolidated financial
statements and our application of materiality. As in all of our audits, we also addressed the risk of
management override of internal controls including among other matters, consideration of whether
there was evidence of bias that represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the consolidated financial statements as a whole, taking into account the structure of the
Group, the accounting processes and controls, and the industry in which the Group operates.
We perform audits of the significant subsidiaries of the Group as well as the holding company to
appropriately address the risk of misstatement and to obtain sufficient audit coverage and evidence.
These audits were undertaken by PwC New Zealand and performed at a materiality level calculated
with reference to a proportion of the Group materiality appropriate to the relative financial scale of the
subsidiary concerned.

PwC
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the consolidated financial statements of the current year. These matters were addressed in
the context of our audit of the consolidated financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matterHow our audit addressed the key audit
matter
Accounting for the Vista China transaction
Note 4.1 provides details of a number of
transactions that collectively have been termed
the Vista China Transaction. These
transactions resulted in two significant
estimates where judgement needed to be
applied.
1. Valuation of the retained shareholding in
Vista China
Following the disposal of Vista China, the
retained interest in Vista China of 39.5% was
initially recorded at fair value. The valuation
was carried out by an independent expert who
determined that the value of the residual
interest was $28.6m.
The valuation involved:
Determining the value of Vista China based
on the price paid by Bejing Weying
Technology Co. (WePaio) for the 55%
controlling shareholding acquired;
Determining an appropriate discount rate
reflecting significant influence but not
control;
Assessing whether the related reseller
arrangements were on arms-length terms.
Determining the appropriate discount rate and
assessing the terms of the reseller agreement
involved the applicable of judgement and
estimation.
2. Revenue recognition from the Reseller
Agreement
Vista Group has a number of performance
obligations under the reseller agreement.
These included the granting of exclusive
distribution rights of Vista’s licensed programs
in China, localisation of these products, and
We obtained and reviewed the agreements
associated with the transaction and held
discussions with management and the Directors
to understand the legal and commercial
substance of the arrangements entered into.
Having identified that there were two key areas
of judgement and estimation, we addressed these
as follows.
In relation to the valuation of the retained
interest in Vista China, we engaged our own
expert experienced in valuing companies to
assess the valuation approach undertaken by
managements’ independent expert. This included
reviewing the valuation methodology and
whether the discount rate used was supportable
by reference to the terms of the transaction and
comparison to other similar transactions.
We also considered the independence of
managements’ expert, their experience in valuing
companies and the conclusions reached.
In relation to the reseller agreement we gained
an understanding of Vista’s performance
obligations under the agreement. Through review
of the agreement and discussions with
management we determined the appropriate
revenue recognition policy for each performance
obligation.
We then gained an understanding of how
management had negotiated the revenue due
under the contract and assessed how
management had allocated this to each
performance obligation using standard selling
prices, in particular the revenue associated with
the granting of distribution rights and
localisation of the licensed programs. Through

PwC
ongoingtraining,support and maintenance
services. Management has applied judgement
in determining the nature of these
performance obligations, the time period over
which these obligations will be satisfied, the
associated revenue for each obligation and
from this the amount of revenue that should be
recognised.
This assessment has resulted in $3.4m of
revenue being recognised for the year ended 31
December 2016 and $11.0m of revenue being
deferred in the Statement of Financial
Position.
this we also gained comfort that the reseller
arrangement was on arm’s length terms.
We ensured that:
At balance date the distribution rights had
been granted in accordance with the
agreement and accordingly the associated
revenue recognised;
Revenue from maintenance and support
services had been recognised on a straight-
line basis over the period the services are to
be provided in accordance with the
agreement; and
Localisation services have yet to be
completed in accordance with the agreement
and therefore have been recorded as deferred
revenue.
From the procedures performed we have no
matters to report.
Impairment testing of goodwill
Note 4.3 provides details of the composition of
the goodwill balance of $50.3 million as at 31
December 2016.
Management is required to perform an annual
assessment to determine whether there is any
impairment of goodwill. This is disclosed in
Note 7.4.
To do this, management used a discounted
cash flow (DCF) model to value each division
(cash generating unit) and then compared
these values to the carrying value of the
associated assets and liabilities of each cash
generating unit, including goodwill as at 31
December 2016.
The discounted cash flow models involve the
application of judgment including determining
certain key assumptions and estimates,
specifically:
The future revenue growth rates for the 5
year period forecast based on historic and
expected future performance;
Determining the long term growth rates for
cash flows beyond the 5 year forecast
period;
We gained an understanding of the business
process applied by management in assessing
impairment of goodwill. We held discussions
with management about the performance of each
cash generating unit and whether there were any
events or circumstances that would indicate that
goodwill was impaired.
We assessed the reasonableness of the key
estimates and assumptions made by
management, by performing the following
procedures:
Obtaining an understanding of how
management prepared its budgets and
forecast and the associated review and
approval processes;
Assessing the reliability of management’s
historical budgets and forecasts by reference
to actual performance;
Assessing whether the growth rates used over
the 5 year period forecast were reasonable
compared to historic growth, board approved
budgets and other strategic and operational
initiatives being undertaken;

PwC
Calculating the weighted average cost of
capital for each cash generating unit used
to discount the forecast cash flows.
The assessments completed by management
concluded that goodwill was not impaired as at
31 December 2016 but the valuation of Share
Dimension was sensitive to changes in the
revenue growth assumptions, as disclosed in
Note 7.4 of the financial statements.
Comparing the terminal growth rates against
New Zealand long-term rates and industry
specific rates; and
Recalculating the discount rates used and
comparing the discount rates against similar
market participants.
We also performed a sensitivity analysis by
increasing and decreasing key assumptions to
consider whether any reasonably possible
changes could result in impairment of
goodwill.
Based on the procedures performed and evidence
examined we obtained comfort that the key
assumptions and estimates were appropriate to
support the impairment tests and that a
reasonable possible change in key assumptions
would not result in an impairment other than in
respect of the carrying value of Share
Dimension’s goodwill of $1.7 million.
Information other than the financial statements and auditor’s report
The Directors are responsible for the annual report. The annual report is expected to be made available
to us after the date of this auditor’s report.
Our opinion on the consolidated financial statements does not cover the other information included in
the annual report and we do not express any form of assurance conclusion on the other information. In
connection with our audit of the consolidated financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
with the consolidated financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated. If, when we read the annual report, we conclude that there is a
material misstatement of this other information, we are required to report that fact.
Responsibilities of the Directors for the consolidated financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of
the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal
control as the Directors determine is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Directors are responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to liquidate
the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements, as a whole, are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,

PwC
but is not a guarantee that an audit conducted in accordance with ISAs NZ and ISAs will always detect
a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the financial statements is located at the
External Reporting Board’s website at:
https://xrb.govt.nz/Site/Auditing_Assurance_Standards/Current_Standards/Page1.aspx
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been
undertaken so that we might state those matters which we are required to state to them in an auditor’s
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our
audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Julian Prior.
For and on behalf of:
Chartered AccountantsAuckland
24 February 2017

---

MARKET ANNOUNCEMENT
24 February 2017, Vista Group International Ltd, Auckland, New
Zealand

Vista Group – NZX Appendix 1

Reporting Period12months to31 December 2016
Previous Reporting Period12months to31 December 2015
Revenue from ordinary activities88,589$ 35.4%
7,551$ 31.3%
48,620$ 745.1%
20162015
1.231$ 0.686$
Final DividendAmount per security
Record Date for Dividends10 March, 2017
Dividend Payment Date24 March, 2017
CommentsRefer also to other documents released (audited financial
statements, market announcement, results presentation and
Appendix 7)
The 2016 result for Vista Group represents strong growth in
revenue and shows the strength of Vista Group in producing
consistent revenue growth, sustained profit growth and
positive operating cashflow.
NZ 4.61 cents per shareNZ 1.79 cents per share
The Net profit/(loss) after tax attributable to security holders
does include the one-off capital gain ($41.1m) on the sale of
a majority stake in Vista China during 2016.
Net profit / (loss) attributable to security
holders
Imputed amount per
security
Net Tangible Assets per share
Net tangible assets per share
Amount $000's
NZ$
Percentage change
%
Net Profit / (Loss) from ordinary activities
after tax attributable to security holders

---

MARKET ANNOUNCEMENT
24 February 2017, Vista Group International Ltd, Auckland, New
Zealand

Vista Group – NZX Appendix 7

The Appendix 7 details required under the NZX listing rules are contained on the following page

Brian J Cadzow, Director Commercial and Legal
Vista Group International
Contact +64 9 984 4570

APPENDIX 7 – NZSX Listing Rules
Number of pages including this one
(Please provide any other relevant
NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10.
details on additional pages)
For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.
Full name
of Issuer
Name of of f icer authorised to
Authority f or event,
make this notice
e.g. Directors' resolution
Contact phone
Contact f ax
number
number
Date
Nature of event
Bonus
If ticked,
Rights Issue
T ick as appropriate
Issue
state whether:
T axable
/ Non T axable
Conversion
Interest
Renouncable
Rights Issue
Capital
Call
Dividend
If ticked, state
Full
non-renouncable
change
X
whether:
Interim
Year
X
Special
DRP Applies
EXISTING securities affected by this
If more than one security is af f ected by the event, use a separate f orm.
Description of the
ISIN
class of securities
If unknown, contact NZX
Details of securities issued pursuant to this event
If more than one class of security is to be issued, use a separate f orm f or each class.
Description of the
ISIN
class of securities
If unknown, contact NZX
Number of Securities to
Minimum
Ratio, e.g
be issued f ollowing event
Entitlement
1 f or 2
f or
Conversion, Maturity, Call
T reatment of Fractions
Payable or Exercise Date
T ick if
provide an
pari passu
OR
explanation
Strike price per security f or any issue in lieu or date
of the
Strike Price available.
ranking
M onies Associated with Event
Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.
Source of
Amount per security
Payment
(does not include any excluded income)
Excluded income per security
(only applicable to listed PIEs)
Supplementary
Amount per security
Currency
dividend
in dollars and cents
details -
NZSX Listing Rule 7.12.7
T otal monies
Taxation
Amount per Security in Dollars and cents to six decimal places
In the case of a taxable bonus
Resident
Imputation Credits
issue state strike price
W ithholding T ax
(Give details)
Foreign
FDP Credits
W ithholding T ax
(Give details)
Timing
(Ref er Appendix 8 in the NZSX Listing Rules)
R ecord D ate 5p m
A p p l i cati on D ate
For calculation of entitlements -
Also, Call Payable, Dividend /
Interest Payable, Exercise Date,
Conversion Date.
N oti ce D ate
A l l otm en t D ate
Entitlement letters, call notices,
For the issue of new securities.
conversion notices mailed
Must be within 5 business days
of application closing date.
O F F ICE US E O NL Y
Ex Date:
Commenc e Quoting Rights:
Security Code:
Cease Quoting Rights 5pm:
Commenc e Quoting New Sec urities:
Security Code:
Cease Quoting Old Sec urity 5pm:
10 March, 2017
24 March, 2017
$
NZD $0.004778
NZD $0.017928
New Zealand Dollars
Nil
$3,777,447
D ate P ayab l e
Nil
Enter N/A if not
applicable
NZVGLE0001S5
In dollars and cents
Revenue Reserves
NZD $0.0461
(09) 984 4570
24
02
2017
Ordinary Shares
EMAIL: announce@nzx.com
Notice of event affecting securities
Vista Group International Limited
Rodney Hyde
Directors Resolution

Vista Group finalises recognition of China transaction VGL – ASX Appendix 3A.1

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.