Capital Change Notice
Capital Change Notice
Updated as at June 2023
Notice of issue of Performance Rights
This notice is given under NZX Listing Rule 3.13.1 and relates to the issue of Performance Rights
under ATM’s Long Term Incentive Plan (LTI Plan).
Section 1: Issuer information
Name of issuer The a2 Milk Company Limited
NZX ticker code ATM
Class of financial product Performance Rights
ISIN (If unknown, check on NZX website) Not applicable – the rights will not be quoted
Currency NZD
Section 2: Capital change details
Number issued/acquired/redeemed 2,379,703 Performance Rights
Nominal value (if any) Not applicable
Issue/acquisition/redemption price per security Performance Rights issued under the LTI Plan
for nil consideration
Nature of the payment (for example, cash or
other consideration)
Not applicable
Amount paid up (if not in full) Not applicable
Percentage of total class of Financial Products
issued/acquired/redeemed/ (calculated on the
number of Financial Products of the Class,
excluding any Treasury Stock, in existence)
1
57% of the total number of Performance
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)
The Performance Rights have been issued to
employees of ATM pursuant to the terms and
conditions of ATM’s LTI Plan. Each
Performance Right represents, upon vesting
and automatic exercise, an entitlement to
acquire an Ordinary Share in ATM subject to
certain performance hurdles being satisfied
and the holder of the Performance Right
remaining employed by ATM on the relevant
vesting date.
The Performance Rights have a nil exercise
price and are due to vest on a date to be
determined by the Board following the release
of ATM’s full year audited results for FY26.
Refer to the Annexure for further details,
including performance hurdles.
Reason for issue/acquisition/redemption and
specific authority for
issue/acquisition/redemption/ (the reason for
change must be identified here)
Board resolutions approving the grant of
Performance Rights as part of the ongoing
long term incentive arrangements under the
LTI Plan.
1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.
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.
6,554,153 Performance Rights.
There is no Treasury Stock.
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 Listing Rule 4.6.
Terms or details of the issue, acquisition, or
redemption (for example: restrictions, escrow
arrangements)
Any Ordinary Shares issued on vesting and
exercise of Performance Rights will rank
equally with existing Ordinary Shares.
Date of issue/acquisition/redemption
2
1 November 2023
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
1 November 2023
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).
---
NZX Code: ATM
ASX Code: A2M
The a2 Milk Company Limited
www.thea2milkcompany.com | ARBN 158 331 986 – Incorporated in New Zealand
Annexure to NZX Capital Change Notice and ASX Appendix 3G
each released on 1 November 2023
The following are the performance hurdles for the 2,379,703 performance rights that have been issued
in respect of FY24 and are the subject of the ASX Appendix 3G / NZX Capital Change Notice filed on
the same day as this Annexure:
Performance Hurdle FY24 Rights
Minimum EPS CAGR 10%
Minimum Revenue CAGR (50% vesting) 4%
Revenue CAGR for 85% vesting 6%
Revenue CAGR for 100% vesting 8%
Both the minimum EPS CAGR and the minimum Revenue CAGR must be achieved for any vesting of
performance rights. The minimum vesting proportion is 50%; thereafter, vesting is on a straight-line
basis between each band.
EPS CAGR refers to a compound annual growth in normalised diluted earnings per ordinary share
over the applicable performance period.
Revenue CAGR refers to a compound annual growth in normalised total external revenue over the
applicable performance period.
EPS CAGR and Revenue CAGR are derived from the annual report of the Company in respect of the
relevant financial years and subject to adjustment to remove the impact of such items as the Board
may determine.
Authorised for release by:
Jaron McVicar
Chief Legal and Sustainability Officer & Company Secretary
The a2 Milk Company Limited
For further information, please contact:
Investors / Analysts
David Akers
Group Head of Investor Relations and Sustainability
M +61 412 944 577
david.akers@a2milk.com
Anna Guan
Investor Relations Manager
M +61 430 166 872
anna.guan@a2milk.com
Media
Rick Willis
M +61 411 839 344
rick@networkfour.com.au
Media – New Zealand
Barry Akers
M +64 21 571 234
akers@senescallakers.co.nz
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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