Capital Change Notice
Capital Change Notice
Updated as at 17 October 2019
28 October 2021
Notice of issue of Ordinary Shares and Matching Rights
This notice is given under the NZX Listing Rule 3.13.1 and 3.15.2 and relates to the issue of fully
paid Ordinary Shares and Matching Rights under ATM's 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) 44,102 Ordinary Shares
(2) 6,038 Matching Rights
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per
security
(1) 29,778 Ordinary Shares issued to employees
for nil cash consideration under ATM’s Gift Plan
2021
(2) 8,286 Ordinary Shares issued for nil cash
consideration following the vesting and
automatic exercise of an equivalent number of
Matching Rights issued under ATM’s ALL a2
Plan 2019
(3) 6,038 Ordinary Shares issued as “acquired
shares” under ATM’s ALL a2 Plan 2020 for
NZ$7.4538 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 26 October 2021
(A$7.1138) converted to NZD using the rate
published by the Reserve Bank of Australia for
26 October 2021 (AUD:NZD 1.0478)
(4) 6,038 Matching Rights issued under ATM’s ALL
a2 Plan 2020 for nil cash consideration in
respect of the Ordinary Shares referred to in
(3).
Nature of the payment (for example, cash
or other consideration)
Ordinary Shares issued under (3) above are issued
to employees for cash consideration in accordance
with the terms of ATM’s Share Match Plan.
Amount paid up (if not in full) Not applicable
Capital Change Notice
Updated as at 17 October 2019
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) 0.005931% of the total number of Ordinary
Shares on issue at the date of this notice
(2) 30.75748% 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 referred to above
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, and subject to satisfaction of the relevant
criteria, 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 cash
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
(1) 743,656,528 Ordinary Shares
(2) 17,383 Matching Rights
No Treasury Stock held
1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.
Capital Change Notice
Updated as at 17 October 2019
held as Treasury Stock after the
issue/acquisition/redemption.
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 Resolutions 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
Date of issue/acquisition/redemption
2
28 October 2021
Section 3: Authority for this announcement and contact person
Name of person authorised to make this
announcement
Jaron McVicar, Chief Legal and Sustainability
Officer & 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
28 October 2021
Listing Rule 3.15.2 – Matching Rights
The following details are provided for the purposes of NZX Listing Rule 3.15.2:
(a) Number of Financial Products
converted and the number and class of
Quoted Financial Products into which
they have been converted:
8,286 Matching Rights converted into 8,286
Ordinary Shares
(b) Interest or dividend conditions
attaching to the Financial Products into
which they have been converted:
None
(c) Number of Financial Products of the
same class remaining to be converted:
17,383 Matching Rights
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).
---
Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
1 / 6
Announcement Summary
Entity name
THE A2 MILK COMPANY LIMITED
Date of this announcement
Thursday October 28, 2021
The +securities the subject of this notification are:
Total number of +securities to be issued/transferred
ASX +security
codeSecurity description
Total number of
+securities to be
issued/transferredIssue date
A2MAFMATCHING RIGHTS6,03828/10/2021
Refer to next page for full details of the announcement
+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX
Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
2 / 6
Part 1 - Entity and announcement details
1.1 Name of entity
THE A2 MILK COMPANY LIMITED
We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities.
1.2 Registered number type
ARBN
Registration number
158331965
1.3 ASX issuer code
A2M
1.4 The announcement is
1.5 Date of this announcement
28/10/2021
New announcement
Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
3 / 6
Part 2 - Issue details
2.1 The +securities the subject of this notification are:
2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and
which:
has an existing ASX security code ("existing class")
+Other securities issued under an +employee incentive scheme that are not intended to be quoted on ASX
Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
4 / 6
Part 3B - number and type of +securities the subject of this notification (existing class) where issue has not previously been notified to
ASX in an Appendix 3B
ASX +security code and description
A2MAF : MATCHING RIGHTS
Date the +securities the subject of this notification were issued
28/10/2021
Will these +securities rank equally in all respects from their issue date with the existing issued
+securities in that class
Were any of the +securities issued to +key management personnel (KMP) or an +associate?
Please provide a URL link for a document lodged with ASX detailing the terms of the +employee incentive scheme
or a summary of the terms
Under the ALL a2 Plan 2020, 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).
Any other information the entity wishes to provide about the +securities the subject of this notification
Issue details
Number of +securities
6,038
No
Yes
Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
5 / 6
Part 4 - +Securities on issue
Following the issue, conversion or payment up of the +securities the subject of this application, the +securities of
the entity will comprise:
(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one
application for quotation/issuance currently with ASX for processing.)
4.1 Quoted +Securities (Total number of each +class of +securities quoted)
ASX +security code and description
Total number of
+securities on issue
A2M : ORDINARY FULLY PAID743,612,426
4.2 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
A2MAF : MATCHING RIGHTS25,669
A2MAD : PERFORMANCE RIGHT4,831,641
A2MAE : TIME-BASED RIGHTS440,031
Notification of Issue, Conversion or Payment up of Unquoted Equity Securities
Notification of Issue, Conversion or Payment up of Unquoted
Equity Securities
6 / 6
Part 5 - Other Listing Rule requirements
5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue
did not need any security holder approval under Listing Rule 7.1?
5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under
listing rule 7.1?
5.2b Are any of the +securities being issued without +security holder approval using the
entity's 15% placement capacity under listing rule 7.1?
5.2c 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)?
N/A
No
No
No
---
Application for quotation of +securities
Application for quotation of +securities
1 / 10
Announcement Summary
Entity name
THE A2 MILK COMPANY LIMITED
Announcement Type
New announcement
Date of this announcement
Thursday October 28, 2021
The +securities to be quoted are:
Total number of +securities to be quoted
ASX +security
codeSecurity description
Number of +securities to
be quotedIssue date
A2MORDINARY FULLY PAID44,10228/10/2021
Refer to next page for full details of the announcement
+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
Application for quotation of +securities
Application for quotation of +securities
2 / 10
Part 1 - Entity and announcement details
1.1 Name of entity
THE A2 MILK COMPANY LIMITED
We (the entity named above) apply for +quotation of the following +securities and agree to the matters set out in Appendix
2A of the ASX Listing Rules.
1.2 Registered number type
ARBN
Registration number
158331965
1.3 ASX issuer code
A2M
1.4 The announcement is
1.5 Date of this announcement
28/10/2021
New announcement
Application for quotation of +securities
Application for quotation of +securities
3 / 10
Part 2 - Type of Issue
2.1 The +securities to be quoted are:
2.2 The +securities to be quoted are:
Additional +securities in a class that is already quoted on ASX ("existing class")
+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
Application for quotation of +securities
Application for quotation of +securities
4 / 10
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
Additional +securities to be quoted in an existing class issued under an +employee incentive scheme
FROM (Existing Class)
ASX +security code and description
A2MAF : MATCHING RIGHTS
TO (Existing Class)
ASX +security code and description
A2M : ORDINARY FULLY PAID
Please state the number of +securities issued under the +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
8,286
Please 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
Under the ALL a2 Plan 2019, 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 2021 and
remaining an eligible employee throughout the holding period of 1 October 2019 to 30 September 2021. 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).
Are any of these +securities being issued to +key management personnel (KMP) or an +associate
Issue date
28/10/2021
Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued
+securities in that class?
Yes
No
Application for quotation of +securities
Application for quotation of +securities
5 / 10
Issue details
Number of +securities to be quoted
8,286
Are the +securities being issued for a cash consideration?
Please describe the consideration being provided for the +securities
employee incentive
Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the
+securities to be quoted
6.846500
Any other information the entity wishes to provide about the +securities to be quoted
Additional +securities to be quoted in an existing class issued under an +employee incentive scheme
FROM (Existing Class)
ASX +security code and description
No security currently exists
FROM (Existing Class)
+Security description
Securities issued under the entity's 2021 Gift Plan
TO (Existing Class)
ASX +security code and description
A2M : ORDINARY FULLY PAID
Please state the number of +securities issued under the +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
29,778
No
Application for quotation of +securities
Application for quotation of +securities
6 / 10
Please 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
The entity issued 29,778 ordinary shares under the 2021 Gift Plan governed by The a2 Milk Company Limited Employee
Share Plan Rules, pursuant to which eligible employees received a gift issue of ordinary shares worth approximately
A$1000.
Are any of these +securities being issued to +key management personnel (KMP) or an +associate
Issue date
28/10/2021
Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued
+securities in that class?
Issue details
Number of +securities to be quoted
29,778
Are the +securities being issued for a cash consideration?
Please describe the consideration being provided for the +securities
employee incentive
Please provide an estimate (in AUD) of the value of the consideration being provided per +security for the
+securities to be quoted
6.879400
Any other information the entity wishes to provide about the +securities to be quoted
Additional +securities to be quoted in an existing class issued under an +employee incentive scheme
FROM (Existing Class)
ASX +security code and description
No security currently exists
No
Yes
No
Application for quotation of +securities
Application for quotation of +securities
7 / 10
FROM (Existing Class)
+Security description
Securities issued under the entity's 2020 ALL a2 Plan
TO (Existing Class)
ASX +security code and description
A2M : ORDINARY FULLY PAID
Please state the number of +securities issued under the +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
6,038
Please 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
Under the ALL a2 Plan 2020, 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).
Are any of these +securities being issued to +key management personnel (KMP) or an +associate
Issue date
28/10/2021
Will the +securities to be quoted rank equally in all respects from their issue date with the existing issued
+securities in that class?
Yes
No
Application for quotation of +securities
Application for quotation of +securities
8 / 10
Issue details
Number of +securities to be quoted
6,038
Are the +securities being issued for a cash consideration?
In what currency is the cash consideration being paid?
AUD - Australian Dollar
What is the issue price per +security?
AUD 7.11380000
Any other information the entity wishes to provide about the +securities to be quoted
YesYes
Application for quotation of +securities
Application for quotation of +securities
9 / 10
Part 4 - Issued capital following quotation
Following the quotation of the +securities the subject of this application, the issued capital of the entity will
comprise:
(A discrepancy in these figures compared to your own may be due to a matter of timing if there is more than one
application for quotation/issuance currently with ASX for processing.)
4.1 Quoted +securities (total number of each +class of +securities quoted on ASX following the +quotation of the
+securities subject of this application)
ASX +security code and description
Total number of
+securities on issue
A2M : ORDINARY FULLY PAID743,656,528
4.2 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
A2MAF : MATCHING RIGHTS11,345
A2MAD : PERFORMANCE RIGHT4,831,641
A2MAE : TIME-BASED RIGHTS440,031
Application for quotation of +securities
Application for quotation of +securities
10 / 10
Part 5 - Other Listing Rule requirements
5.1 Are the +securities being issued under an exception in Listing Rule 7.2 and therefore the
issue does not need any security holder approval under Listing Rule 7.1?
5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under
listing rule 7.1?
5.2b Are any of the +securities being issued without +security holder approval using the
entity's 15% placement capacity under listing rule 7.1?
5.2c 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)?
N/A
No
No
No
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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