Capital Change notice

Capital Change Notice





Section 1: Issuer information
Name of issuer WasteCo Group Limited (WasteCo)
NZX ticker code WCO
Class of financial product Options to acquire ordinary shares
ISIN (If unknown, check on NZX website) NZSNKE0001S9
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed A total of 22,800,000 options to acquire
ordinary shares (Options), issued to
certain employees and non-executive
directors of WasteCo (Option Holders)
on the terms set out below.
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per security Options are issued for nil consideration.
Exercise price of NZD$0.05 payable on
exercise of the underlying Options.
Nature of the payment (for example, cash or other
consideration)
Cash consideration of NZ$0.05 per
Share is payable on exercise of the
Options.
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)
WasteCo currently has a total of
688,000,000 ordinary shares on issue.
This issue of Options represents 3.31%
of the total ordinary shares on issue
(being the percentage should all
Options vest and be exercised).
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)
Subject to the continuous employment
of the Option Holder with WasteCo or a
subsidiary, one third of the Options
available to the relevant Option Holder
will vest in the Option Holder on the
issue date, with the remaining two
tranches vesting on each anniversary
of the issue date.
If the Option Holder ceases to be
employed by or provide services to
WasteCo or a subsidiary (other than
due to death or permanent disability)
then all Options that have not vested,
and all Options that have vested by
have not been exercised, as at that
date will be cancelled without
compensation.
If the Option Holder ceases to be
employed by or provide services to
WasteCo or a subsidiary (by reason of

death or permanent disability, then all
Options that have not vested as at that
date will be cancelled without
compensation, but any Options that
have vested as at that date but have
not been exercised must be exercised
prior to the 30 days after that date, and
any Options not exercised in that
period will lapse.
Options must be exercised within 3
years of the relevant vesting date,
unless the option holder ceases to be
an employee of WasteCo or a
subsidiary as a result of death or
permanent disability in which case all
Options that have vested must be
exercised within 30 days of the date on
which the Options ceases to be
employed, as above.
Cash consideration payable on issue of
the resulting shares on exercise of the
Options as set out above.
Any shares issued on exercise of the
Options will rank pari passu with the
existing ordinary shares in WasteCo.
Reason for issue/acquisition/redemption and specific
authority for issue/acquisition/redemption/ (the reason
for change must be identified here)
Issue of options in connection with
WasteCo's employee option scheme.
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.
Total ordinary shares on issue:
688,000,000
Total options to acquire ordinary shares
on issue: 22,800,000
In the case of an acquisition of shares, whether those
shares are to be held as treasury stock
Not applicable
Specific authority for the issue, acquisition, or
redemption, including a reference to the rule pursuant
to which the issue, acquisition, or redemption is made
Board resolution dated 23 December
2022, ordinary resolution of
shareholders dated 5 December 2022
and Listing Rule 4.2.1
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
New ordinary shares issued upon
exercise of the Options will rank equally
in all respects with the ordinary shares
already on issue.
Date of issue/acquisition/redemption 23 December 2022
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this
announcement
Shane Edmond, Chair
Contact person for this announcement Shane Edmond
Contact phone number 021995519
Contact email address shane@wasteco.co.nz

Capital Change Notice


Date of release through MAP

23 December 2022