Capital change notice – share rights plan

Capital Change Notice



Section 1: Issuer information
Name of issuer Kiwi Property Group Limited
NZX ticker code KPG
Class of financial product Unlisted Performance Share
Rights and Restricted Share
Rights
ISIN (If unknown, check on NZX website)
Not applicable
Currency Not applicable
Section 2: Capital change details
Number issued/acquired/redeemed
1,126,274 Performance Share
Rights and 116,338 Restricted
Share Rights
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per security No cash consideration is
payable for the issue of the
performance share rights or
restricted share rights.
Nature of the payment (for example, cash or other
consideration)
Not applicable
Amount paid up (if not in full) Not applicable
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the number of
Financial Products of the Class, excluding any Treasury Stock,
in existence)
1

New class of securities.
For an issue of Convertible Financial Products or Options, the
principal terms of Conversion (for example the Conversion
price and Conversion date and the ranking of the Financial
Product in relation to other Classes of Financial Product) or the
Option (for example, the exercise price and exercise date)
See terms of issue below.
Reason for issue/acquisition/redemption and specific authority
for issue/acquisition/redemption/ (the reason for change must
be identified here)
Performance share rights and
restricted share rights issued
pursuant to the Kiwi Property
Group Limited Share Rights
Plan.
Total number of Financial Products of the Class after the
issue/acquisition/redemption/Conversion (excluding Treasury
Stock) and the total number of Financial Products of the Class
held as Treasury Stock after the issue/acquisition/redemption.
1,126,274 unlisted
performance share rights.
116,338 unlisted restricted
share rights.
1,242,612 ordinary shares if all
performance share rights and
restricted share rights vest or
are exercised.
There is no treasury stock.

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

In the case of an acquisition of shares, whether those shares
are to be held as treasury stock
Not applicable
Specific authority for the issue, acquisition, or redemption,
including a reference to the rule pursuant to which the issue,
acquisition, or redemption is made
Board resolution dated 4
October 2019 and listing rule
4.6.1.
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
(A) Performance Share
Rights
The performance share rights
vest each year over a three
year period from 1 April 2019.
Vesting of the performance
share rights is subject to the
satisfaction of the following two
tranches of hurdles:
(1) 75% of the performance
share rights are subject to
the Company's
performance against the
target return on capital
employed over the
performance period (being
1 April 2019 to 31 March
2020) ("Performance
Period"); and
(2) 25% of the performance
share rights are subject to
the Company's relative
return over the
Performance Period.
Upon vesting, each
performance share right can
be converted into one ordinary
share in Kiwi Property on
exercise for no cash payment.
The performance share rights
cannot be transferred.
(B) Restricted Share Rights
The number of restricted share
rights are determined for each
participant by dividing the
initial value of the grant by the
volume weighted average
price of Kiwi Property's shares
traded on the NZX Main Board
over the 10 trading days up to
and including the day of grant
of the participant's restricted
share rights.
The restricted share rights are
subject to a three year vesting
period from 1 April 2019
("Vesting Period"). Vesting is
subject to the participant
continuing its employment with

Capital Change Notice

Kiwi Property or a related
company of Kiwi Property for
the duration of the Vesting
Period. Upon vesting, each
restricted share right can be
converted into one ordinary
share in Kiwi Property on
exercise for no cash payment.
The restricted share rights
cannot be transferred.
Date of issue/acquisition/redemption
2
20/12/19
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement Campbell Hodgetts
Contact person for this announcement Campbell Hodgetts
Contact phone number +64 275 634985
Contact email address campbell.hodgetts@kp.co.nz
Date of release through MAP

20/12/2019




2
Continuous issuers using this form in reliance on Rule 3.13.2, please indicate the period during which the relevant
issue/acquisition/redemptions were made (for example, 1 January 2019 to 31 January 2019).