The a2 Milk Company Limited logo

Capital Change Notice

Capital Change11 November 2020ATMConsumer Staples

Capital Change Notice

Updated as at 17 October 2019



Notice of issue of Ordinary Shares and Matching Rights under The a2 Milk Company Limited’s

(ATM) Share Match Plan


This notice is given under the NZX Listing Rule 3.13.1 and relates to the issue of fully paid Ordinary Shares

and Matching Rights under ATM's 2020 Share Match Plan and Share Gift Plan.


Section 1: Issuer information

Name of issuer The a2 Milk Company Limited

NZX ticker code ATM

Class of financial product

(1) Ordinary Shares

(2) Matching Rights

ISIN (If unknown, check on NZX website)

(1) NZATME0002S8

(2) NZATME0010S1

Currency NZD

Section 2: Capital change details

Number issued/acquired/redeemed

(1) 15,980 Ordinary Shares

(2) 8,836 Matching Rights

Nominal value (if any) Not applicable

Issue/acquisition/redemption price per security

(1) 7,144 Ordinary Shares have been

issued for nil consideration under the

Company’s Share Gift Plan.

(2) 8,836 Ordinary Shares issued under

ATM’s Share Match Plan for

NZ$14.5351 per Ordinary Share

(calculated by reference to the 5-day

volume weighted average price of the

ATM's shares traded on the ASX up to

and including 9 November 2020

(A$13.6390) converted to NZD using

the rate published by the Reserve Bank

of Australia for 10 November 2020

(AUD:NZD 1.0657).

(3) 8,836 Matching Rights issued under

ATM’s Share Match Plan for nil

consideration.

Nature of the payment (for example, cash or other

consideration)

(1) Ordinary Shares issued under ATM’s

Share Match Plan for cash

(2) Ordinary Shares issued under ATM’s

Share Gift Plan for nil consideration

(3) 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


(1) 0.0022% of the total number of

Ordinary Shares on issue at the date of

this notice


1

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



(2) 93.21% of the total number of Matching

Rights on issue at the date of this

notice

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)

Matching Rights

ATM issued the Ordinary Shares as

“acquired shares” under the ALL a2 Plan

2020 governed by The a2 Milk Company

Limited Employee Share Plan Rules.

For each acquired share, a participant will

receive a “matching right”, i.e. a right to one

additional Ordinary Share (subject to

customary adjustments).

Each matching right is conditional on the

participant continuing to hold the beneficial

interest in the acquired share up to

30 September 2022 and remaining an

eligible employee throughout the holding

period of 1 October 2020 to 30 September

2022.

As soon as practicable after the end of the

holding period, ATM must satisfy a vested

matching right by issuing an Ordinary Share

to the participant, causing an existing

Ordinary Share to be transferred to the

participant or paying the cash equivalent of

the then prevailing market value of an

Ordinary Share (as determined by ATM). No

consideration is payable by the participant

for the Matching Right.

If a participant ceases to be employed by

ATM or any of its subsidiaries before the end

of the holding period, he or she may only

retain the matching right if he or she is a

“good leaver” (i.e. cessation of employment

due to death, total and permanent disability,

redundancy, retirement or another

circumstance in which ATM determines that

the participant is a good leaver).

Reason for issue/acquisition/redemption and specific

authority for issue/acquisition/redemption/ (the reason for

change must be identified here)

Board resolutions

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) 742,606,937 Ordinary Shares

(2) 18,316 Matching Rights*

No Treasury Stock held

* Note:161 matching rights have lapsed/been

forfeited/vested for ‘good leavers’ since the Company’s

last notice.

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 and NZX Listing Rule 4.6.1

Terms or details of the issue, acquisition, or redemption

(for example: restrictions, escrow arrangements)

All Ordinary Shares issued (including any

issued on vesting of the Matching Rights)

rank equally with the existing Ordinary

Shares on issue of ATM


Capital Change Notice


Updated as at 17 October 2019


Date of issue/acquisition/redemption

2

11 November 2020 for the Ordinary Shares

and the Matching Rights

Section 3: Authority for this announcement and contact person

Name of person


authorised to make this announcement

Jaron McVicar, General Counsel and

Company Secretary

Contact person for this announcement Jaron McVicar

Contact phone number +61 2 9697 7000

Contact email address Jaron.McVicar@a2milk.com

Date of release through MAP


11 November 2020






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).

---

This appendix is not available as an online form
Please fill in and submit as a PDF announcement +Rule 2.7

+ See chapter 19 for defined terms

31 January 2020 Page 1

Appendix 2A

Application for quotation of +securities

Information or documents not available now must be given to ASX as soon as available. Information

and documents given to ASX become ASX’s property and may be made public.

If you are an entity incorporated outside Australia and you are seeking quotation of a new class of

+securities other than CDIs, you will need to obtain and provide an International Securities

Identification Number (ISIN) for that class. Further information on the requirement for the notification of

an ISIN is available from the Create Online Forms page. ASX is unable to create the new ISIN for non-

Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in

specific notes for certain questions. The balance of the information, where applicable, must be

provided as soon as reasonably practicable by the entity.

Part 1 – Entity and announcement details

Question

no

Question Answer

1.1 *Name of entity

We (the entity here named) apply for

+quotation of the following +securities and

agree to the matters set out in

Appendix 2A of the ASX Listing Rules.

1


The a2 Milk Company Limited

1.2 *Registration type and number

Please supply your ABN, ARSN, ARBN, ACN or

another registration type and number (if you supply

another registration type, please specify both the type

of registration and the registration number).

ARBN 158 331 965

1.3 *ASX issuer code A2M

1.4 *This announcement is

Tick whichever is applicable.

☒ A new announcement

☐ An update/amendment to a previous

announcement

☐ A cancellation of a previous

announcement

1.4a *Reason for update

Mandatory only if “Update” ticked in Q1.4 above. A

reason must be provided for an update.

n/a

1.4b *Date of previous announcement to this

update

Mandatory only if “Update” ticked in Q1.4 above.

n/a

1.4c *Reason for cancellation

Mandatory only if “Cancellation” ticked in Q1.4 above.

n/a

1.4d *Date of previous announcement to this

cancellation

Mandatory only if “Cancellation” ticked in Q1.4 above.

n/a

1.5 *Date of this announcement 11 November 2020


1

Appendix 2A of the Listing Rules includes a warranty that an offer of the securities for sale within 12 months after their issue

will not require disclosure under section 707(3) or 1012C(6) of the Corporations Act. If the securities to be quoted have been

issued by way of a pro rata offer, to give this warranty, you will generally need to have lodged a cleansing notice with ASX

under section 708AA(2)(f) or 1012DAA(2)(f) of the Corporations Act within 24 hours before the securities are offered (see

ASIC Regulatory Guide 189 Disclosure relief for rights issues). If in doubt, please consult your legal adviser.

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 2

Part 2 – Type of issue

Question

No.

Question Answer

2.1 *The +securities to be quoted are:

Select whichever item is applicable.

If you wish to apply for quotation of different types of

issues of securities, please complete a separate

Appendix 2A for each type of issue.

☐ Being issued as part of a transaction or

transactions previously announced to

the market in an Appendix 3B

☐ Being issued under a +dividend or

distribution plan

☐ Being issued as a result of options

being exercised or other +convertible

securities being converted

☐ Unquoted partly paid +securities that

have been paid up and are now quoted

fully paid +securities

☐ +Restricted securities where the escrow

period has expired or is about to expire

☐ +Securities previously issued under an

+employee incentive scheme where the

restrictions on transfer have ceased or

are about to cease

☒ +Securities issued under an +employee

incentive scheme that are not subject to

a restriction on transfer or that are to be

quoted notwithstanding there is a

restriction on transfer

☐ Other

2.2a.1

*Date of Appendix 3B notifying the market

of the proposed issue of +securities for

which quotation is now being sought

Answer this question if your response to Q2.1 is “Being

issued as part of a transaction or transactions

previously announced to the market in an Appendix

3B”

n/a

2.2a.2 *Are there any further issues of +securities

yet to take place to complete the

transaction(s) referred to in the

Appendix 3B?

Answer this question if your response to Q2.1 is “Being

issued as part of a transaction or transactions

previously announced to the market in an Appendix

3B”.

n/a

2.2a.2.1 *Please provide details of the further issues

of +securities yet to take place to complete

the transaction(s) referred to in the

Appendix 3B

Answer this question if your response to Q2.1 is “Being

issued as part of a transaction or transactions

previously announced to the market in an Appendix

3B” and your response to Q2.2a.2 is “Yes”.

Please provide details of the proposed dates and

number of securities for the further issues. This may

be the case, for example, if the Appendix 3B related to

an accelerated pro rata offer with an institutional

component being quoted on one date and a retail

component being quoted on a later date.

n/a

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 3

2.2b.1 *Date of Appendix 3A.1 lodged with ASX in

relation to the underlying +dividend or

distribution

Answer this question if your response to Q2.1 is “Being

issued under a dividend or distribution plan”.

n/a

2.2b.2 *Does the +dividend or distribution plan

meet the requirement of listing rule 7.2

exception 4 that it does not impose a limit

on participation?

Answer this question if your response to Q2.1 is “Being

issued under a dividend or distribution plan”.

Note: Exception 4 only applies where security holders

are able to elect to receive all of their dividend or

distribution as securities. For example, Exception 4

would not apply in the following circumstances: 1) The

entity has specified a dollar limit on the level of

participation e.g. security holders can only participate

to a maximum value of $x in respect of their

entitlement, or 2) The entity has specified a maximum

number of securities that can participate in the plan

e.g. security holders can only receive securities in lieu

of dividend payable for x number of securities.

n/a

2.2c.1 Please state the number and type of

options that were exercised or other

+convertible securities that were converted

(including their ASX security code)

Answer this question if your response to Q2.1 is “Being

issued as a result of options being exercised or other

convertible securities being converted”.

n/a

2.2c.2 And the date the options were exercised or

other +convertible securities were

converted

Answer this question if your response to Q2.1 is “Being

issued as a result of options being exercised or other

convertible securities being converted”.

Note: If this occurred over a range of dates, enter the

date the last of the options was exercised or

convertible securities was converted.

n/a

2.2d.1 Please state the number and type of partly

paid +securities (including their ASX

security code) that were fully paid up

Answer this question if your response to Q2.1 is

“Unquoted partly paid securities that have been paid

up and are now quoted fully paid securities”.

n/a

2.2d.2

And the date the

+

securities were fully paid

up

Answer this question if your response to Q2.1 is

“Unquoted partly paid securities that have been paid

up and are now quoted fully paid securities”.

Note: If this occurred over a range of dates, enter the

date the last of the securities was fully paid up.

n/a

2.2e.1 Please state the number and type of

+restricted securities (including their ASX

security code) where the escrow period has

expired or is about to expire

Answer this question if your response to Q2.1 is

“Restricted securities where the escrow period has

expired or is about to expire”.

n/a

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 4

2.2e.2 And the date the escrow restrictions have

ceased or will cease

Answer this question if your response to Q2.1 is

“Restricted securities where the escrow period has

expired or is about to expire”.

Note: If this occurred over a range of dates, enter the

date the last of the escrow restrictions has ceased or

will cease.

n/a

2.2f.1 Please state the number and type of

+securities (including their ASX security

code) previously issued under the

+employee incentive scheme where the

restrictions on transfer have ceased or are

about to cease

Answer this question if your response to Q2.1 is

“Securities previously issued under an employee

incentive scheme where the restrictions on transfer

have ceased or are about to cease”.

n/a

2.2f.2

And the date the restrictions on transfer

have ceased or will cease:

Answer this question if your response to Q2.1 is

“Securities previously issued under an employee

incentive scheme where the restrictions on transfer

have ceased or are about to cease”.

Note: If this occurred over a range of dates, enter the

date the last of the restrictions on transfer has ceased

or will cease.

n/a

2.2g.1 Please state the number and type of

+securities (including their ASX security

code) issued under an +employee incentive

scheme that are not subject to a restriction

on transfer or that are to be quoted

notwithstanding there is a restriction on

transfer

Answer this question if your response to Q2.1 is

“Securities issued under an employee incentive

scheme that are not subject to a restriction on transfer

or that are to be quoted notwithstanding there is a

restriction on transfer”.

15,980 fully paid ordinary shares (ASX:

A2M)

2.2g.2 *Please attach a document or provide

details of a URL link for a document lodged

with ASX detailing the terms of the

+employee incentive scheme or a summary

of the terms.

Answer this question if your response to Q2.1 is

“Securities issued under an employee incentive

scheme that are not subject to a restriction on transfer

or that are to be quoted notwithstanding there is a

restriction on transfer”.

Gift Plan 2020

The entity issued 7,144 ordinary shares

under the Share Gift Plan governed by The

a2 Milk Company Limited Employee Share

Plan Rules (Rules). Under the Share Gift

Plan 2020, eligible employees received a

gift issue of ordinary shares worth

approximately A$500.


ALL a2 Plan 2020

The entity issued 8,836 ordinary shares as

“acquired shares” under the ALL a2 Plan

2020 governed by the Rules.

Under the Plan, an eligible employee may

make annual or monthly contributions of up

to AUD 2,000 (or foreign currency

equivalent) to fund the acquisition of fully

paid ordinary shares.

For each acquired share, a participant will

receive a “matching right”, i.e. a right to one

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 5

additional share (subject to customary

adjustments).

Each matching right is conditional on the

participant continuing to hold the beneficial

interest in the acquired share up to

30 September 2022 and remaining an

eligible employee throughout the holding

period of 1 October 2020 to 30 September

2022.

As soon as practicable after the end of the

holding period, the entity must satisfy a

vested matching right by issuing a share to

the participant, causing an existing share to

be transferred to the participant or paying

the cash equivalent of the then prevailing

market value of a share (as determined by

the entity).

If a participant ceases to be employed by

the entity or any of its subsidiaries before

the end of the holding period, he or she

may only retain the matching right if a

“good leaver” (i.e. cessation of employment

due to death, total and permanent disability,

redundancy, retirement or another

circumstance in which the entity determines

that the participant is a good leaver).

2.2g.3

*Are any of these +securities being issued

to +key management personnel (KMP) or

an +associate

Answer this question if your response to Q2.1 is

“Securities issued under an employee incentive

scheme that are not subject to a restriction on transfer

or that are to be quoted notwithstanding there is a

restriction on transfer”.

No.

2.2g.3.a *Provide details of the recipients and the number of +securities issued to each of them.

Answer this question if your response to Q2.1 is “Securities issued under an employee incentive scheme that are

not subject to a restriction on transfer or that are to be quoted notwithstanding there is a restriction on transfer”

and your response to Q2.2g.3 is “Yes”. Repeat the detail in the table below for each KMP involved in the issue. If

the securities are being issued to the KMP, repeat the name of the KMP or insert “Same” in “Name of registered

holder”. If the securities are being issued to an associate of a KMP, insert the name of the associate in “Name of

registered holder”.

Name of KMP Name of registered holder Number of +securities



2.2h.1 *The purpose(s) for which the entity is

issuing the +securities is:

Answer this question if your response to Q2.1 is

“Other”.

You may select one or more of the items in the list.

☐ To raise additional working capital

☐ To fund the retirement of debt

☐ To pay for the acquisition of an asset

[provide details below]

☐ To pay for services rendered

[provide details below]

☐ Other [provide details below]

Additional details:

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 6

2.2h.2 *Please provide any further information

needed to understand the circumstances in

which you are applying to have these

+securities quoted on ASX, including (if

applicable) why the issue of the +securities

has not been previously announced to the

market in an Appendix 3B

You must answer this question if your response to

Q2.1 is “Other”. If there is no other information to

provide, please answer “Not applicable” or “N/A”.

n/a

2.2i *Are these +securities being offered under

a +disclosure document or +PDS?

Answer this question if your response to Q2.1 is any

option other than “Being issued as part of a transaction

or transactions previously announced to the market in

an Appendix 3B”.

No.

2.2i.1 *Date of +disclosure document or +PDS?

Answer this question if your response to Q2.1 is any

option other than “Being issued as part of a transaction

or transactions previously announced to the market in

an Appendix 3B” and your response to Q2.2i is “Yes”.

Under the Corporations Act, the entity must apply for

quotation of the securities within 7 days of the date of

the disclosure document or PDS.

n/a

2.3 *The +securities to be quoted are:

Tick whichever is applicable

☒ Additional +securities in a class that is

already quoted on ASX ("existing

class")

☐ New +securities in a class that is not yet

quoted on ASX ("new class")

Part 3A – number and type of +securities to be quoted (existing class or

new class) where issue has previously been notified to ASX in

an Appendix 3B

Answer the questions in this Part if your response to Q2.1 is “Being issued as part of a transaction or transactions previously

announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class” or “new class”.

Question

No.

Question Answer

3A.1 *ASX security code & description

3A.2 *Number of +securities to be quoted

Part 3B – number and type of +securities to be quoted (existing class)

where issue has not previously been notified to ASX in an

Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than “Being issued as part of a transaction or

transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “existing class”.

Question

No.

Question Answer

3B.1 *ASX security code & description Fully paid ordinary shares (ASX:A2M)

3B.2 *Number of +securities to be quoted 15,980

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 7

3B.3a *Will the +securities to be quoted rank

equally in all respects from their issue date

with the existing issued +securities in that

class?

Yes

3B.3b *Is the actual date from which the

+securities will rank equally (non-ranking

end date) known?

Answer this question if your response to Q3B.3a is

“No”.

n/a

3B.3c *Provide the actual non-ranking end date

Answer this question if your response to Q3B.3a is

“No” and your response to Q3B.3b is “Yes”.

n/a

3B.3d *Provide the estimated non-ranking end

period

Answer this question if your response to Q3B.3a is

“No” and your response to Q3B.3b is “No”.

n/a

3B.3e *Please state the extent to which the

+securities do not rank equally:

• in relation to the next dividend,

distribution or interest payment; or

• for any other reason

Answer this question if your response to Q3B.3a is

“No”.

For example, the securities may not rank at all, or may

rank proportionately based on the percentage of the

period in question they have been on issue, for the

next dividend, distribution or interest payment; or they

may not be entitled to participate in some other event,

such as an entitlement issue.

n/a

Part 3C – number and type of +securities to be quoted (new class) where

issue has not previously been notified to ASX in an

Appendix 3B

Answer the questions in this Part if your response to Q2.1 is anything other than “Being issued as part of a transaction or

transactions previously announced to the market in an Appendix 3B” and your response to Q2.3 is “new class”.

Question

No.

Question Answer

3C.1 *Security description

3C.2 *Security type

Select one item from the list that best describes the

securities the subject of this form. This will determine

more detailed questions to be asked about the security

later in this section. Select “ordinary fully or partly paid

shares/units” for stapled securities or CDIs. For

interest rate securities, please select the appropriate

choice from either “Convertible debt securities” or

“Non-convertible debt securities”. Select “Other” for

performance shares/units and performance

options/rights or if the selections available in the list do

not appropriately describe the security being issued.

☐ Ordinary fully or partly paid shares/units

☐ Options

☐ +Convertible debt securities

☐ Non-convertible +debt securities

☐ Redeemable preference shares/units

☐ Other

3C.3 ISIN code

Answer this question if you are an entity incorporated

outside Australia and you are seeking quotation of a

new class of securities other than CDIs. See also the

note at the top of this form.


3C.4 *Number of +securities to be quoted

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 8

3C.5a *Will all the +securities issued in this class

rank equally in all respects from the issue

date?


3C.5b

*Is the actual date from which the

+securities will rank equally (non-ranking

end date) known?

Answer this question if your response to Q3C.5a is

“No”.


3C.5c *Provide the actual non-ranking end date

Answer this question if your response to Q3C.5a is

“No” and your response to Q3C.5b is “Yes”.


3C.5d *Provide the estimated non-ranking end

period

Answer this question if your response to Q3C.5a is

“No” and your response to Q3C.5b is “No”.


3C.5e *Please state the extent to which the

+securities do not rank equally:

• in relation to the next dividend,

distribution or interest payment; or

• for any other reason

Answer this question if your response to Q3C.5a is

“No”.

For example, the securities may not rank at all, or may

rank proportionately based on the percentage of the

period in question they have been on issue, for the

next dividend, distribution or interest payment; or they

may not be entitled to participate in some other event,

such as an entitlement issue.


3C.6 Please attach a document or provide a URL

link for a document lodged with ASX setting

out the material terms of the +securities to

be quoted

You may cross-reference a disclosure document, PDS,

information memorandum, investor presentation or

other announcement with this information provided it

has been released to the ASX Market Announcements

Platform.


3C.7

*Have you received confirmation from ASX

that the terms of the +securities are

appropriate and equitable under listing rule

6.1?

Answer this question only if you are an ASX Listing.

(ASX Foreign Exempt Listings and ASX Debt Listings

do not have to answer this question).

If your response is “No” and the securities have any

unusual terms, you should approach ASX as soon as

possible for confirmation under listing rule 6.1 that the

terms are appropriate and equitable.

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 9

3C.8 *Provide a distribution schedule for the new +securities according to the categories set out

in the left hand column – including the number of recipients and the total percentage of the

new +securities held by the recipients in each category.

Number of +securities held Number of holders

Total percentage of

+securities held

1 – 1,000

1,001 – 5,000

5,001 – 10,000

10,001 – 100,000

100,001 and over

Answer this question only if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt Listings do not

have to answer this question) and the securities to be quoted have already been issued.

Note: if the securities to be quoted have not yet been issued, under listing rule 3.10.5, you will need to provide to

ASX a list of the 20 largest recipients of the new +securities, and the number and percentage of the new

+securities received by each of those recipients, and a distribution schedule for the securities when they are

issued.

3C.9a Ordinary fully or partly paid shares/units details

Answer the questions in this section if you selected this security type in your response to Question 3C.2.

*+Security currency

This is the currency in which the face amount of an

issue is denominated. It will also typically be the

currency in which distributions are declared.


*Will there be CDIs issued over the

+securities?


*CDI ratio

Answer this question if you answered “Yes” to the

previous question. This is the ratio at which CDIs can

be transmuted into the underlying security (e.g. 4:1

means 4 CDIs represent 1 underlying security

whereas 1:4 means 1 CDI represents 4 underlying

securities).


*Is it a partly paid class of +security?

*Paid up amount: unpaid amount

Answer this question if answered “Yes” to the

previous question.

The paid up amount represents the amount of

application money and/or calls which have been paid

on any security considered ‘partly paid’

The unpaid amount represents the unpaid or yet to

be called amount on any security considered ‘partly

paid’.

The amounts should be provided per the security

currency (e.g. if the security currency is AUD, then

the paid up and unpaid amount per security in AUD).


*Is it a stapled +security?

This is a security class that comprises a number of

ordinary shares and/or ordinary units issued by

separate entities that are stapled together for the

purposes of trading.


3C.9b Option details

Answer the questions in this section if you selected this security type in your response to Question 3C.2.

*+Security currency

This is the currency in which the exercise price is

payable.

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 10

*Exercise price

The price at which each option can be exercised and

convert into the underlying security.

The exercise price should be provided per the

security currency (i.e. if the security currency is AUD,

the exercise price should be expressed in AUD).


*Expiry date

The date on which the options expire or terminate.


*Details of the number and type of

+security (including its ASX security code

if the +security is quoted on ASX) that will

be issued if an option is exercised

For example, if the option can be exercised to receive

one fully paid ordinary share with ASX security code

ABC, please insert “One fully paid ordinary share

(ASX:ABC)”.


3C.9c Details of non-convertible +debt securities, +convertible debt securities, or

redeemable preference shares/units

Answer the questions in this section if you selected one of these security types in your response to Question

3C.2.

Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted

Debt and Hybrid Securities” for further information on certain terms used in this section

*Type of +security

Select one item from the list

☐ Simple corporate bond

☐ Non-convertible note or bond

☐ Convertible note or bond

☐ Preference share/unit

☐ Capital note

☐ Hybrid security

☐ Other

*+Security currency

This is the currency in which the face value of the

security is denominated. It will also typically be the

currency in which interest or distributions are paid.


Face value

This is the principal amount of each security.

The face value should be provided per the security

currency (i.e. if security currency is AUD, then the

face value per security in AUD).


*Interest rate type

Select one item from the list

Select the appropriate interest rate type per the terms

of the security. Definitions for each type are provided

in the Guide to the Naming Conventions and Security

Descriptions for ASX Quoted Debt and Hybrid

Securities

☐ Fixed rate

☐ Floating rate

☐ Indexed rate

☐ Variable rate

☐ Zero coupon/no interest

☐ Other

Frequency of coupon/interest payments

per year

Select one item from the list.

☐ Monthly

☐ Quarterly

☐ Semi-annual

☐ Annual

☐ No coupon/interest payments

☐ Other

First interest payment date

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 11

A response is not required if you have selected “No

coupon/interest payments” in response to the

question above on the frequency of coupon/interest

payments

Interest rate per annum

Answer this question if the interest rate type is fixed.


*Is the interest rate per annum estimated

at this time?

Answer this question if the interest rate type is fixed.


If the interest rate per annum is estimated,

then what is the date for this information to

be announced to the market (if known)

Answer this question if the interest rate type is fixed

and your response to the previous question is “Yes”.

Answer “Unknown” if the date is not known at this

time.


*Does the interest rate include a reference

rate, base rate or market rate (e.g. BBSW

or CPI)?

Answer this question if the interest rate type is

floating or indexed.


*What is the reference rate, base rate or

market rate?

Answer this question if the interest rate type is

floating or indexed and your response to the previous

question is “Yes”.


*Does the interest rate include a margin

above the reference rate, base rate or

market rate?

Answer this question if the interest rate type is

floating or indexed.


*What is the margin above the reference

rate, base rate or market rate (expressed

as a percent per annum)

Answer this question if the interest rate type is

floating or indexed and your response to the previous

question is “Yes”.



*S128F of the Income Tax Assessment

Act status applicable to the +security

Select one item from the list

For financial products which are likely to give rise to a

payment to which s128F of the Income Tax

Assessment Act applies, ASX requests issuers to

confirm the s128F status of the security:

• “s128F exempt” means interest payments are not

taxable to non-residents;

• “Not s128F exempt” means interest payments are

taxable to non-residents;

• “s128F exemption status unknown” means the

issuer is unable to advise the status;

• “Not applicable” means s128F is not applicable to

this security

☐ s128F exempt

☐ Not s128F exempt

☐ s128F exemption status unknown

☐ Not applicable

*Is the +security perpetual (i.e. no maturity

date)?


*Maturity date

Answer this question if the security is not perpetual

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 12

*Select other features applicable to the

+security

Up to 4 features can be selected. Further information

is available in the Guide to the Naming Conventions

and Security Descriptions for ASX Quoted Debt and

Hybrid Securities.

☐ Simple

☐ Subordinated

☐ Secured

☐ Converting

☐ Convertible

☐ Transformable

☐ Exchangeable

☐ Cumulative

☐ Non-Cumulative

☐ Redeemable

☐ Extendable

☐ Reset

☐ Step-Down

☐ Step-Up

☐ Stapled

☐ None of the above

*Is there a first trigger date on which a

right of conversion, redemption, call or put

can be exercised (whichever is first)?


*If yes, what is the first trigger date

Answer this question if your response to the previous

question is “Yes”.


Details of the number and type of +security

(including its ASX security code if the

+security is quoted on ASX) that will be

issued if the +securities to be quoted are

converted, transformed or exchanged

Answer this question if the security features include

“converting”, “convertible”, “transformable” or

“exchangeable”.

For example, if the security can be converted into

1,000 fully paid ordinary shares with ASX security

code ABC, please insert “1,000 fully paid ordinary

shares (ASX:ABC)”.


Part 4 – Issue details

Question

No.

Question Answer

4.1 *Have the +securities to be quoted been

issued yet?

Yes

4.1a *What was their date of issue?

Answer this question if your response to Q4.1 is

“Yes”.

11 November 2020

4.1b *What is their proposed date of issue?

Answer this question if your response to Q4.1 is “No”.

n/a

4.2 *Are the +securities to be quoted being

issued for a cash consideration?

If the securities are being issued for nil cash

consideration, answer this question “No”.

(1) No – Shares issued under the Share Gift

Plan are issued for nil consideration

(2) Yes – Shares issued under the ALL a2

Plan 2020 are issued for cash

consideration – see item 4.2b below

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 13

4.2a *In what currency is the cash consideration

being paid

For example, if the consideration is being paid in

Australian Dollars, state AUD.

Answer this question if your response to Q4.2 is

“Yes”.

NZD

4.2b *What is the issue price per +security

Answer this question if your response to Q4.2 is “Yes”

and by reference to the issue currency provided in

your response to Q4.2a.

Note: you cannot enter a nil amount here. If the

securities are being issued for nil cash consideration,

answer Q4.2 as “No” and complete Q4.2c and Q4.2d.

(1) 7,144 ordinary shares issued under the

Share Gift Plan for nil consideration

(2) 8,836 ordinary shares issued under the

ALL a2 Plan 2020 for NZD14.5351 per

Ordinary Share (calculated by reference

to the 5-day volume weighted average

price of the Company's shares traded on

ASX up to and including 9 November

2020 (AUD13.6390) converted to NZD

using the rate published by the Reserve

Bank of Australia for 10 November 2020

(AUD:NZD 1.0657)).

4.2c

Please describe the consideration being

provided for the +securities to be quoted

Answer this question if your response to Q4.2 is “No”.

Employee incentive

4.2d Please provide an estimate (in AUD) of the

value of the consideration being provided

per +security for the +securities to be

quoted

Answer this question if your response to Q4.2 is “No”.

AUD13.6390 per Ordinary Share (calculated

by reference to the 5-day volume weighted

average price of the Company's shares

traded on ASX up to and including 9

November 2020.

4.3 Any other information the entity wishes to

provide about the issue

n/a

Part 5 – Issued capital following quotation

Following the quotation of the +securities the subject of this application, the issued capital of the entity

will comprise:

Note: the figures provided in the tables in sections 5.1 and 5.2 below are used to calculate the total market capitalisation of the

entity published by ASX from time to time. Please make sure you include in the relevant table each class of securities issued by

the entity.

If you have quoted CHESS Depository Interests (CDIs) issued over your securities, include them in the table in section 5.1 and

include in the table in section 5.2 any securities that do not have CDIs issued over them (and therefore are not quoted on ASX).

Restricted securities should only be included in the table in section 5.1 if you are applying to have them quoted because the

escrow period for the securities has expired or is about to expire. Otherwise include them in the table in section 5.2.

5.1 *Quoted +securities (total number of each +class of +securities quoted on ASX following

the +quotation of the +securities the subject of this application)

ASX security code and description Total number of +securities on issue

Fully paid ordinary shares (ASX:A2M) 742,606,937

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 14

5.2 *Unquoted +securities (total number of each +class of +securities issued but not quoted

on ASX):

ASX security code and description Total number of +securities on issue

A2MAB – options issued on 17-Aug-2015 with

an exercise price of NZ$0.63

800,000

A2MAD – performance rights 1,163,874

A2MAE – time-based rights 157,861

A2MAF – matching rights 18,316

Note 1: Each of the above securities represents an entitlement to receive one fully paid

ordinary share in the capital of The a2 Milk Company Limited (ASX:A2M) subject to

satisfaction of applicable exercise or vesting conditions.

Note 2: 161 matching rights have lapsed/been forfeited/vested for ‘good leavers’ since the

Company’s last Appendix 2A.

Part 6 – Other Listing Rule requirements

The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt

Listings do not need to complete this Part) and:

- your response to Q2.1 is “Being issued under a dividend/distribution plan” and the response to Q2.2b.2 is “No”; or

- your response to Q2.1 is “Other”.

Note that if your response to Q2.1 is “Being issued as part of a transaction or transactions previously announced to the market

in an Appendix 3B”, it is assumed that you will have provided the information referred to in this Part in the Appendix 3B.

Question

No.

Question Answer

6.1

*Has the entity obtained, or is it obtaining,

+security holder approval for the issue

under listing rule 7.1?

No

6.1a *Date of meeting or proposed meeting to

approve the issue under listing rule 7.1

Answer this question if the response to Q6.1 is “Yes”.

n/a

6.1b *Are any of the +securities being issued

without +security holder approval using the

entity’s 15% placement capacity under

listing rule 7.1?

Answer this question if the response to Q6.1 is “No”.

No

(The entity is exempt from rule 7.1 pursuant

to ASX waiver no. WLC150056-005 dated

31 March 2015.)

6.1b.1 *How many +securities are being issued

without +security holder approval using the

entity’s 15% placement capacity under

listing rule 7.1?

Answer this question if the response to Q6.1 is “No”

and the response to Q6.1b is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure B to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1 to

issue that number of securities.

n/a

6.1c *Are any of the +securities being issued

without +security holder approval using the

entity’s additional 10% placement capacity

under listing rule 7.1A (if applicable)?

Answer this question if the response to Q6.1 is “No”.

n/a

6.1c.1 *How many +securities are being issued

without +security holder approval using the

n/a

This appendix is not available as an online form Appendix 2A
Please fill in and submit as a PDF announcement Application for quotation of +securities

+ See chapter 19 for defined terms

31 January 2020 Page 15

entity’s additional 10% placement capacity

under listing rule 7.1A?

Answer this question if the response to Q6.1 is “No”

and the response to Q6.1c is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure C to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1A to

issue that number of securities.

Introduced 01/12/19, amended 31/01/20

---

This appendix is not available as an online form
Please fill in and submit as a PDF announcement +Rule 3.10.3A, 3.10.3B, 3.10.3C

+ See chapter 19 for defined terms

31 January 2020 Page 1

Appendix 3G

Notification of issue, conversion or payment up of equity

+securities

Information or documents not available now must be given to ASX as soon as available. Information

and documents given to ASX become ASX’s property and may be made public.

If you are an entity incorporated outside Australia and you are issuing a new class of +securities other

than CDIs, you will need to obtain and provide an International Securities Identification Number (ISIN)

for that class. Further information on the requirement for the notification of an ISIN is available from

the Create Online Forms page. ASX is unable to create the new ISIN for non-Australian issuers.

*Denotes minimum information required for first lodgement of this form, with exceptions provided in

specific notes for certain questions. The balance of the information, where applicable, must be

provided as soon as reasonably practicable by the entity.

Part 1 – Entity and announcement details

Question

no

Question Answer

1.1 *Name of entity

We (the entity here named) give notice of the issue,

conversion or payment up of the following unquoted

+securities.

The a2 Milk Company Limited

1.2 *Registration type and number

Please supply your ABN, ARSN, ARBN, ACN or

another registration type and number (if you supply

another registration type, please specify both the type

of registration and the registration number).

ARBN 158 331 965

1.3 *ASX issuer code A2M

1.4 *This announcement is

Tick whichever is applicable.

☒ A new announcement

☐ An update/amendment to a previous

announcement

☐ A cancellation of a previous

announcement

1.4a *Reason for update

Mandatory only if “Update” ticked in Q1.4 above. A

reason must be provided for an update.

n/a

1.4b *Date of previous announcement to this

update

Mandatory only if “Update” ticked in Q1.4 above.

n/a

1.4c *Reason for cancellation

Mandatory only if “Cancellation” ticked in Q1.4 above.

n/a

1.4d *Date of previous announcement to this

cancellation

Mandatory only if “Cancellation” ticked in Q1.4 above.

n/a

1.5 *Date of this announcement 11 November 2020

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 2

Part 2 – Type of issue

Question

No.

Question Answer

2.1 *The +securities the subject of this

notification are:

Select whichever item is applicable.

If you wish to notify ASX of different types of issues of

securities, please complete a separate Appendix 3G

for each type of issue.

☐ +Securities issued as a result of options

being exercised or other +convertible

+securities being converted and that are

not to be quoted on ASX

☐ Partly paid +securities that have been

fully paid up and that are not to be

quoted on ASX

☒ +Securities issued under an +employee

incentive scheme that are not being

immediately quoted on ASX

☐ Other [please specify]

If you have selected ‘other’ please provide the

circumstances of the issue here:

2.2a.1 Please state the number and type of

options that were exercised or other

+convertible securities that were converted

(including their ASX security code if

available)?

Answer this question if your response to Q2.1 is

“securities issued as a result of options being

exercised or other convertible securities being

converted and that are not to be quoted on ASX”.

n/a

2.2a.2 And the date the options were exercised or

other +convertible securities were

converted:

Answer this question if your response to Q2.1 is

“securities issued as a result of options being

exercised or other convertible securities being

converted and that are not to be quoted on ASX”.

Note: If this occurred over a range of dates, enter the

date the last of the options was exercised or

convertible securities was converted.

n/a

2.2b.1 Please state the number and type of partly

paid +securities that were fully paid up

(including their ASX security code if

available)?

Answer this question if your response to Q2.1 is

“partly paid securities that have been paid up and that

are not to be quoted on ASX”.

n/a

2.2b.2

And the date the

+

securities were fully paid

up:

Answer this question if your response to Q2.1 is

“partly paid securities that have been paid up and that

are not to be quoted on ASX”.

Note: If this occurred over a range of dates, enter the

date the last of the securities was fully paid up.

n/a

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 3

2.2c.1 Please state the number and type of

+securities (including their ASX security

code) issued under an +employee

incentive scheme that are not being

immediately quoted on ASX

Answer this question if your response to Q2.1 is

“securities issued under an employee incentive

scheme that are not being immediately quoted on

ASX”.

8,836 matching rights (A2MAF) issued

under the ALL a2 Plan 2020.


2.2c.2 *Please attach a document or provide

details of a URL link for a document lodged

with ASX detailing the terms of the

+employee incentive scheme or a

summary of the terms.

Answer this question if your response to Q2.1 is

“securities issued under an employee incentive

scheme that are not being immediately quoted on

ASX”.

The entity issued the securities as “matching

rights” under the ALL a2 Plan 2020 (Plan)

governed by The a2 Milk Company Limited

Employee Share Plan Rules.

Under the Plan, an eligible employee may

make annual or monthly contributions of up

to AUD 2,000 (or foreign currency

equivalent) to fund the acquisition of fully

paid ordinary shares.

For each “acquired share”, a participant will

receive a matching right, i.e. a right to one

additional share (subject to customary

adjustments).

Each matching right is conditional on the

participant continuing to hold the beneficial

interest in the acquired share up to

30 September 2022 and remaining an

eligible employee throughout the holding

period of 1 October 2020 to 30 September

2022.

As soon as practicable after the end of the

holding period, the entity must satisfy a

vested matching right by issuing a share to

the participant, causing an existing share to

be transferred to the participant or paying

the cash equivalent of the then prevailing

market value of a share (as determined by

the entity).

If a participant ceases to be employed by

the entity or any of its subsidiaries before

the end of the holding period, he or she may

only retain the matching right if a “good

leaver” (i.e. cessation of employment due to

death, total and permanent disability,

redundancy, retirement or another

circumstance in which the entity determines

that the participant is a good leaver).

2.2c.3 *Are any of these +securities being issued

to +key management personnel (KMP) or

an +associate

Answer this question if your response to Q2.1 is

“securities issued under an employee incentive

scheme that are not being immediately quoted on

ASX”.

No.

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 4

2.2c.3.a *Provide details of the recipients and the number of +securities issued to each of them.

Answer this question if your response to Q2.1 is “securities issued under an employee incentive scheme that are

not being immediately quoted on ASX” and your response to Q2.2c.3 is “Yes”. Repeat the detail in the table

below for each KMP involved in the issue. If the securities are being issued to the KMP, repeat the name of the

KMP or insert “Same” in “Name of registered holder”. If the securities are being issued to an associate of a KMP,

insert the name of the associate in “Name of registered holder”.


Name of KMP Name of registered holder Number of +securities



2.2d.1 *The purpose(s) for which the entity is

issuing the +securities is:

Answer this question if your response to Q2.1 is

“Other”.

You may select one or more of the items in the list.

☐ To raise additional working capital

☐ To fund the retirement of debt

☐ To pay for the acquisition of an asset

[provide details below]

☐ To pay for services rendered

[provide details below]

☐ Other [provide details below]

Additional details:

2.2d.2 Please provide any further information

needed to understand the circumstances in

which you are notifying the issue of these

+securities to ASX, including (if applicable)

why the issue of the +securities has not

been previously announced to the market

in an Appendix 3B

You must answer this question if your response to

Q2.1 is “Other”. If there is no other information to

provide, please answer “Not applicable” or “N/A”.

n/a

2.3 *The +securities being issued are:

Tick whichever is applicable

☒ Additional +securities in an existing

unquoted class that is already recorded

by ASX ("existing class")

☐ New +securities in an unquoted class

that is not yet recorded by ASX ("new

class")

Part 3A – number and type of +securities being issued (existing class)

Answer the questions in this part if your response to Q2.3 is “existing class”.

Question

No.

Question Answer

3A.1 *ASX security code & description A2MAF – Matching Rights issued under the

ALL a2 Plan 2020

3A.2 *Number of +securities being issued 8,836

3A.3a *Will the +securities being issued rank

equally in all respects from their issue date

with the existing issued +securities in that

class?

Yes

3A.3b *Is the actual date from which the

+securities will rank equally (non-ranking

end date) known?

Answer this question if your response to Q3A.3a is

“No”.

n/a

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 5

3A.3c *Provide the actual non-ranking end date

Answer this question if your response to Q3A.3a is

“No” and your response to Q3A.3b is “Yes”.

n/a

3A.3d

*Provide the estimated non-ranking end

period

Answer this question if your response to Q3A.3a is

“No” and your response to Q3A.3b is “No”.

n/a

3A.3e

*Please state the extent to which the

+securities do not rank equally:

• in relation to the next dividend,

distribution or interest payment; or

• for any other reason

Answer this question if your response to Q3A.3a is

“No”.

For example, the securities may not rank at all, or may

rank proportionately based on the percentage of the

period in question they have been on issue, for the

next dividend, distribution or interest payment; or they

may not be entitled to participate in some other event,

such as an entitlement issue.

n/a

Part 3B – number and type of +securities being issued (new class)

Answer the questions in this part if your response to Q2.3 is “new class”.

Question

No.

Question Answer

3B.1 *Security description

3B.2 *Security type

Select one item from the list that best describes the

securities the subject of this form. This will determine

more detailed questions to be asked about the security

later in this section. Select “ordinary fully or partly paid

shares/units” for stapled securities or CDIs. For interest

rate securities, please select the appropriate choice

from either “Convertible debt securities” or “Non-

convertible debt securities”. Select “Other” for

performance shares/units and performance

options/rights or if the selections available in the list do

not appropriately describe the security being issued.

☐ Ordinary fully or partly paid shares/units

☐ Options

☐ +Convertible debt securities

☐ Non-convertible +debt securities

☐ Redeemable preference shares/units

☐ Other

3B.3 ISIN code

Answer this question if you are an entity incorporated

outside Australia and you are issuing a new class of

securities other than CDIs. See also the note at the top

of this form.


3B.4 *Number of +securities being issued

3B.5a *Will all the +securities issued in this class

rank equally in all respects from the issue

date?


3B.5b

*Is the actual date from which the

+securities will rank equally (non-ranking

end date) known?

Answer this question if your response to Q3B.5a is

“No”.


3B.5c *Provide the actual non-ranking end date

Answer this question if your response to Q3B.5a is

“No” and your response to Q3B.5b is “Yes”.

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 6

3B.5d *Provide the estimated non-ranking end

period

Answer this question if your response to Q3B.5a is

“No” and your response to Q3B.5b is “No”.


3B.5e *Please state the extent to which the

+securities do not rank equally:

• in relation to the next dividend,

distribution or interest payment; or

• for any other reason

Answer this question if your response to Q3B.5a is

“No”.

For example, the securities may not rank at all, or may

rank proportionately based on the percentage of the

period in question they have been on issue, for the

next dividend, distribution or interest payment; or they

may not be entitled to participate in some other event,

such as an entitlement issue.


3B.6 Please attach a document or provide a URL

link for a document lodged with ASX setting

out the material terms of the +securities

being issued

You may cross reference a disclosure document, PDS,

information memorandum, investor presentation or

other announcement with this information provided it

has been released to the ASX Market Announcements

Platform.


3B.7 *Have you received confirmation from ASX

that the terms of the +securities are

appropriate and equitable under listing rule

6.1?

Answer this question only if you are an ASX Listing.

(ASX Foreign Exempt Listings and ASX Debt Listings

do not have to answer this question).

If your response is “No” and the securities have any

unusual terms, you should approach ASX as soon as

possible for confirmation under listing rule 6.1 that the

terms are appropriate and equitable.


3B.8a Ordinary fully or partly paid shares/units details

Answer the questions in this section if you selected this security type in your response to Question 3B.2.

*+Security currency

This is the currency in which the face amount of an

issue is denominated. It will also typically be the

currency in which distributions are declared.



*Will there be CDIs issued over the

+securities?


*CDI ratio

Answer this question if you answered “Yes” to the

previous question. This is the ratio at which CDIs can

be transmuted into the underlying security (e.g. 4:1

means 4 CDIs represent 1 underlying security

whereas 1:4 means 1 CDI represents 4 underlying

securities).


*Is it a partly paid class of +security?

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 7

*Paid up amount: unpaid amount

Answer this question if answered “Yes” to the

previous question.

The paid up amount represents the amount of

application money and/or calls which have been paid

on any security considered ‘partly paid’

The unpaid amount represents the unpaid or yet to be

called amount on any security considered ‘partly

paid’.

The amounts should be provided per the security

currency (e.g. if the security currency is AUD, then the

paid up and unpaid amount per security in AUD).


*Is it a stapled +security?

This is a security class that comprises a number of

ordinary shares and/or ordinary units issued by

separate entities that are stapled together for the

purposes of trading.


3B.8b Option details

Answer the questions in this section if you selected this security type in your response to Question 3B.2.

*+Security currency

This is the currency in which the exercise price is

payable.


*Exercise price

The price at which each option can be exercised and

convert into the underlying security. If there is no

exercise price please answer as $0.00.

The exercise price should be provided per the

security currency (i.e. if the security currency is AUD,

the exercise price should be expressed in AUD).


*Expiry date

The date on which the options expire or terminate.


*Details of the number and type of

+security (including its ASX security code if

the +security is quoted on or recorded by

ASX) that will be issued if an option is

exercised

For example, if the option can be exercised to receive

one fully paid ordinary share with ASX security code

ABC, please insert “One fully paid ordinary share

(ASX:ABC)“.


3B.8c

Details of non-convertible +debt securities, +convertible debt securities, or

redeemable preference shares/units

Answer the questions in this section if you selected one of these security types in your response to Question

3B.2.

Refer to Guidance Note 34 and the “Guide to the Naming Conventions and Security Descriptions for ASX Quoted

Debt and Hybrid Securities” for further information on certain terms used in this section

*Type of +security

Select one item from the list

☐ Simple corporate bond

☐ Non-convertible note or bond

☐ Convertible note or bond

☐ Preference share/unit

☐ Capital note

☐ Hybrid security

☐ Other

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 8

*+Security currency

This is the currency in which the face value of the

security is denominated. It will also typically be the

currency in which interest or distributions are paid.


Face value

This is the principal amount of each security.

The face value should be provided per the security

currency (i.e. if security currency is AUD, then the

face value per security in AUD).


*Interest rate type

Select one item from the list

Select the appropriate interest rate type per the terms

of the security. Definitions for each type are provided

in the Guide to the Naming Conventions and Security

Descriptions for ASX Quoted Debt and Hybrid

Securities

☐ Fixed rate

☐ Floating rate

☐ Indexed rate

☐ Variable rate

☐ Zero coupon/no interest

☐ Other

Frequency of coupon/interest payments

per year

Select one item from the list.

☐ Monthly

☐ Quarterly

☐ Semi-annual

☐ Annual

☐ No coupon/interest payments

☐ Other

First interest payment date

A response is not required if you have selected “No

coupon/interest payments” in response to the

question above on the frequency of coupon/interest

payments


Interest rate per annum

Answer this question if the interest rate type is fixed.


*Is the interest rate per annum estimated

at this time?

Answer this question if the interest rate type is fixed.


If the interest rate per annum is estimated,

then what is the date for this information to

be announced to the market (if known)

Answer this question if the interest rate type is fixed

and your response to the previous question is “Yes”.

Answer “Unknown” if the date is not known at this

time.


*Does the interest rate include a reference

rate, base rate or market rate (e.g. BBSW

or CPI)?

Answer this question if the interest rate type is floating

or indexed


*What is the reference rate, base rate or

market rate?

Answer this question if the interest rate type is floating

or indexed and your response to the previous

question is “Yes”.


*Does the interest rate include a margin

above the reference rate, base rate or

market rate?

Answer this question if the interest rate type is floating

or indexed.

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 9

*What is the margin above the reference

rate, base rate or market rate (expressed

as a percent per annum)

Answer this question if the interest rate type is floating

or indexed and your response to the previous

question is “Yes”.


*S128F of the Income Tax Assessment Act

status applicable to the +security

Select one item from the list

For financial products which are likely to give rise to a

payment to which s128F of the Income Tax

Assessment Act applies, ASX requests issuers to

confirm the s128F status of the security:

• “s128F exempt” means interest payments are not

taxable to non-residents;

• “Not s128F exempt” means interest payments are

taxable to non-residents;

• “s128F exemption status unknown” means the

issuer is unable to advise the status;

• “Not applicable” means s128F is not applicable to

this security

☐ s128F exempt

☐ Not s128F exempt

☐ s128F exemption status unknown

☐ Not applicable

*Is the +security perpetual (i.e. no maturity

date)?


*Maturity date

Answer this question if the security is not perpetual


*Select other features applicable to the

+security

Up to 4 features can be selected. Further information

is available in the Guide to the Naming Conventions

and Security Descriptions for ASX Quoted Debt and

Hybrid Securities.

☐ Simple

☐ Subordinated

☐ Secured

☐ Converting

☐ Convertible

☐ Transformable

☐ Exchangeable

☐ Cumulative

☐ Non-Cumulative

☐ Redeemable

☐ Extendable

☐ Reset

☐ Step-Down

☐ Step-Up

☐ Stapled

☐ None of the above

*Is there a first trigger date on which a right

of conversion, redemption, call or put can

be exercised (whichever is first)?


*If yes, what is the first trigger date

Answer this question if your response to the previous

question is “Yes”.

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 10

Details of the number and type of +security

(including its ASX security code if the

+security is quoted on ASX) that will be

issued if the securities to be quoted are

converted, transformed or exchanged

Answer this question if the security features include

“converting”, “convertible”, “transformable” or

“exchangeable”.

For example, if the security can be converted into

1,000 fully paid ordinary shares with ASX security

code ABC, please insert “1,000 fully paid ordinary

shares (ASX:ABC)“.


Part 4 – Issue details

Question

No.

Question Answer

4.1 *Have the +securities been issued yet? Yes

4.1a *What was their date of issue?

Answer this question if your response to Q4.1 is

“Yes”.

11 November 2020

4.1b *What is their proposed date of issue?

Answer this question if your response to Q4.1 is “No”.

n/a

4.2 *Are the +securities being issued for a

cash consideration?

If the securities are being issued for nil cash

consideration, answer this question “No”.

No.

4.2a *In what currency is the cash consideration

being paid

For example, if the consideration is being paid in

Australian Dollars, state AUD.

Answer this question if your response to Q4.2 is

“Yes”.

n/a

4.2b *What is the issue price per +security

Answer this question if your response to Q4.2 is “Yes”

and by reference to the issue currency provided in

your response to Q4.2a.

Note: you cannot enter a nil amount here. If the

securities are being issued for nil cash consideration,

answer Q4.2 as “No” and complete Q4.2c.

n/a

4.2c

Please describe the consideration being

provided for the +securities

Answer this question if your response to Q4.2 is “No”.

Employee incentive.

4.3 Any other information the entity wishes to

provide about the issue

n/a

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 11

Part 5 – Unquoted +securities on issue

Following the issue of the +securities the subject of this application, the unquoted issued +securities of

the entity will comprise:

Note: the figures provided in the table in section 5.1 below are used to calculate part of the total market capitalisation of the

entity published by ASX from time to time. Please make sure you include in the table each class of unquoted securities issued

by the entity.

Restricted securities should be included in table 5.1.

5.1


*ASX security code and description *Total number of +securities on issue

A2MAB – options issued on 17-Aug-2015 with

an exercise price of NZ$0.63

800,000

A2MAD – performance rights 1,163,874

A2MAE – time-based rights 157,861

A2MAF – matching rights (ALL a2 Plan) 18,316

Note 1: Each of the above securities represents an entitlement to receive one fully paid

ordinary share in the capital of The a2 Milk Company Limited (ASX:A2M) subject to

satisfaction of applicable exercise or vesting conditions.

Note 2: 161 matching rights have lapsed/been forfeited/vested for ‘good leavers’ since the

Company’s last Appendix 3G.

Part 6 – Other Listing Rule requirements

The questions in this Part should only be answered if you are an ASX Listing (ASX Foreign Exempt Listings and ASX Debt

Listings do not need to complete this Part) and:

- your response to Q2.1 is “+securities issued under an +employee incentive scheme that are not being immediately quoted

on ASX”; or

- your response to Q2.1 is “Other”

Question

No.

Question Answer

6.1

*Are the securities being issued under

Listing Rule 7.2 exception 13

1

and therefore

the issue does not need any security holder

approval under Listing Rule 7.1?

Answer this question if your response to Q2.1 is

“securities issued under an employee incentive

scheme that are not being immediately quoted on

ASX”.

No.


1

Exception 13 An issue of securities under an employee incentive scheme if within 3 years before the issue date:

(a) in the case of a scheme established before the entity was listed – a summary of the terms of the scheme and

the maximum number of equity securities proposed to be issued under the scheme were set out in the

prospectus, PDS or information memorandum lodged with ASX under rule 1.1 condition 3; or

(b) the holders of the entity’s ordinary securities have approved the issue of equity securities under the scheme as

an exception to this rule. The notice of meeting must have included:

• a summary of the terms of the scheme.

• the number of securities issued under the scheme since the entity was listed or the date of the last

approval under this rule;

• the maximum number of +equity securities proposed to be issued under the scheme following the

approval; and

• a voting exclusion statement.

Exception 13 is only available if and to the extent that the number of +equity securities issued under the scheme

does not exceed the maximum number set out in the entity’s prospectus, PDS or information memorandum (in the

case of (a) above) or in the notice of meeting (in the case of (b) above).

This appendix is not available as an online form Appendix 3G
Please fill in and submit as a PDF announcement Notification of issue, conversion or

payment up of equity +securities

+ See chapter 19 for defined terms

31 January 2020 Page 12

6.2 *Has the entity obtained, or is it obtaining,

+security holder approval for the issue

under listing rule 7.1?

Answer this question if the response to Q6.1 is “No”.

No.

6.2a

*Date of meeting or proposed meeting to

approve the issue under listing rule 7.1

Answer this question if the response to Q6.1 is “No”

and the response to Q6.2 is “Yes”.

n/a

6.2b

*Are any of the +securities being issued

without +security holder approval using the

entity’s 15% placement capacity under

listing rule 7.1?

Answer this question if the response to Q6.1 is “No”

and the response to Q6.2 is “No”.

No.

(The entity is exempt from rule 7.1 pursuant

to ASX waiver no. WLC150056-005 dated

31 March 2015.)

6.2b.1 *How many +securities are being issued

without +security holder approval using the

entity’s 15% placement capacity under

listing rule 7.1?

Answer this question if the response to Q6.1 is “No”,

the response to Q6.2 is “No” and the response to

Q6.2b is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure B to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1 to issue

that number of securities.

n/a

6.2c *Are any of the +securities being issued

without +security holder approval using the

entity’s additional 10% placement capacity

under listing rule 7.1A (if applicable)?

Answer this question if the response to Q6.1 is “No”

and the response to Q6.2 is “No”.

n/a

6.2c.1 *How many +securities are being issued

without +security holder approval using the

entity’s additional 10% placement capacity

under listing rule 7.1A?

Answer this question if the response to Q6.1 is “No”,

the response to Q6.2 is “No” and the response to

Q6.2c is “Yes”.

Please complete and separately send by email to your

ASX listings adviser a work sheet in the form of

Annexure C to Guidance Note 21 confirming the entity

has the available capacity under listing rule 7.1A to

issue that number of securities.

n/a

Introduced 01/12/19; amended 31/01/20


Exception 13 ceases to be available if there is a material change to the terms of the scheme from those set out in the

entity’s prospectus, PDS or information memorandum (in the case of (a) above) or in the notice of meeting (in the

case of (b) above).

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.

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