Capital Change Notice

Capital Change Notice

Updated as at 17 October 2019


Notice of issue of ordinary shares under Oceania’s long term incentive scheme
This notice is given under NZX Listing Rules 3.13.1 and 3.15.2 and relates to the vesting of
performance share rights granted under Oceania’s long term incentive scheme (LTI Scheme)
2020 Grant, pursuant to which selected key executives were issued performance share rights
which entitle them to receive fully paid ordinary shares in Oceania should certain performance
hurdles and vesting criteria be met (Share Rights).
After the vesting of the Share Rights detailed in this notice, all remaining Share Rights issued
under the 2020 Grant of the LTI Scheme will lapse, and there will be no further Share Rights on
issue under the 2020 Grant of the LTI Scheme. Please see Appendix A for Share Rights on issue
under the LTI Scheme.

Section 1: Issuer information
Name of issuer Oceania Healthcare Limited
NZX ticker code OCA
Class of financial product Ordinary shares
ISIN (If unknown, check on NZX website) NZOCAE0002SO
Currency NZD
Section 2: Capital change details
Number issued 212,894
Nominal value (if any) N/A
Issue price per security $Nil
Nature of the payment (for example, cash or other
consideration)
N/A
Amount paid up (if not in full) N/A
Percentage of total class of Financial Products
issued (calculated on the number of Financial
Products of the Class, excluding any Treasury Stock,
in existence)
0.0294%
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)
Certain of the Share Rights issued under
the 2020 Grant pursuant to the LTI
Scheme have vested and been
exercised and have converted into
212,894 Ordinary Shares.

Each Share Right entitled the holder to
receive one Ordinary Share in OCA on
vesting and exercise, subject to
adjustment for satisfaction of tax
obligations of the participants. The
exercise price was nil.
The remaining Share Rights under the
LTI Scheme 2020 Grant have lapsed
and been cancelled.

Reason for issue and specific authority for issue (the
reason for change must be identified here)
Issue of ordinary shares under the LTI
Scheme 2020 Grant as a consequence
of the vesting and exercise of Share
Rights previously granted to retain and
incentivise selected key executives.
Total number of Financial Products of the Class after
the issue (excluding Treasury Stock) and the total
number of Financial Products of the Class held as
Treasury Stock after the issue.
724,101,018 ordinary shares after the
issue.
1,200,894 total Share Rights on issue.
Details of each tranche of Share Rights
on issue are set out in Appendix A to
this notice.
In the case of an acquisition of shares, whether
those shares are to be held as treasury stock
N/A
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 dated 15 September
2020 and 5 November 2020 and Listing
Rule 4.6.1
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
Terms of the LTI Scheme. The issued
shares rank equally with the other fully
paid ordinary shares on issue.
Date of issue 28/06/2023
Section 3: Authority for this announcement and contact person
Name of person authorised to make this
announcement
Anna Thorburn
Contact person for this announcement Anna Thorburn
Contact phone number 09 361 0350
Contact email address anna.thorburn@oceaniahealthcare.co.nz
Date of release through MAP 29/06/2023

Capital Change Notice

Updated as at 17 October 2019

APPENDIX A
SHARE RIGHTS ON ISSUE

Tranche Hurdle Number Commencement
Date
Measurement
Date
Vesting
Date
2022TSR2 TSR 475,446 1 April 2022 31 March
2024
31 March
2025
2022TSR3 TSR 475,448 1 April 2022
31 March
2025
31 March
2025
2021TSR3 TSR 125,000 1 April 2021
31 March
2024
31 March
2024
2021UEPS1 UEPS 125,000* 1 April 2021
31 March
2022
31 March
2024
2021UEPS3 UEPS 125,000 1 April 2023
31 March
2024
31 March
2024
Total: 1,200,894

*The performance hurdle has been met for the Share Rights in this tranche.