Capital Change Notices

Capital Change Notice

Updated as at June 2023

Please do not amend or delete individual rows. As this template relates to prescribed content, changes to content
should only be made where it is clearly indicated that this is permitted, otherwise, if an Issuer considers a particular
element does not apply, mark the row as N/A, Any other changes to this prescribed form must first be approved by
NZX as required under NZX Listing Rule 3.26.1.

Section 1: Issuer information
Name of issuer Promisia Healthcare Limited
NZX ticker code PHL
Class of financial product Ordinary Shares
ISIN (If unknown, check on NZX website) N/A
Currency NZD
Section 2: Capital change details
Number issued 190,666,666 shares
Nominal value (if any) N/A
Issue price per security $0.001
Nature of the payment (for example, cash or other
consideration)
150,000,000 shares were paid
in cash.
40,666,666 shares were
satisfied with non-cash
consideration provided in the
form of services rendered by
the senior executive of PHL at
a value of $0.001 per share.
Amount paid up (if not in full) Fully paid
Percentage of total class of Financial Products issued
(calculated on the number of Financial Products of the Class,
excluding any Treasury Stock, in existence)
1

0.70%
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)
N/A
Reason for issue and specific authority for issue (the reason
for change must be identified here)
150,000,000 shares were
issued upon the payment of
unpaid shares issued under
PHL’s Employee Unpaid Share
Scheme.
40,666,666 shares were
issued upon the conversion of
restricted share units in PHL
issued under the 2023
Promisia Healthcare Limited
Senior Executive Restricted

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

Share Plan Rules (RSU Plan
Rules)
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.
21,475,641,820 shares
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
NZX Listing Rule 4.6.1 and in
accordance with the terms of
the individual’s letter of
invitation under the Employee
Unpaid Share Scheme and
RSU Plan Rules.
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
N/A
Date of issue
2
17/01/24
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement Francisco Rodriguez Ferrere
Contact person for this announcement Francisco Rodriguez Ferrere
Contact phone number 021 245 1801
Contact email address info@promisia.co.nz
Date of release through MAP

17/01/24




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).

---

Capital Change Notice

Updated as at June 2023

Please do not amend or delete individual rows. As this template relates to prescribed content, changes to content
should only be made where it is clearly indicated that this is permitted, otherwise, if an Issuer considers a particular
element does not apply, mark the row as N/A, Any other changes to this prescribed form must first be approved by
NZX as required under NZX Listing Rule 3.26.1.

Section 1: Issuer information
Name of issuer Promisia Healthcare Limited
NZX ticker code PHL
Class of financial product Unquoted Restricted Share
Units (RSU)
ISIN (If unknown, check on NZX website) N/A
Currency NZD
Section 2: Capital change details
Number redeemed 66,666,666 RSUs
Nominal value (if any) N/A
redemption price per security Redemption value of $0.001
Nature of the payment (for example, cash or other
consideration)
Non-cash consideration was
provided in the form of
services rendered by the
senior executive of PHL.
Amount paid up (if not in full) N/A
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

15.15%
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)
N/A
Reason for redemption and specific authority for redemption
(the reason for change must be identified here)
Conversion and of RSUs to
ordinary shares in accordance
with the 2023 Promisia
Healthcare Limited Senior
Executive Restricted Share
Plan Rules (RSU Plan Rules)
and letter of invitation (Letter
of Invitation)
Total number of Financial Products of the Class after the
redemption (excluding Treasury Stock) and the total number of
Financial Products of the Class held as Treasury Stock after
the redemption.
373,333,334 RSUs

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

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
In accordance with the RSU
Plan Rules and Letter of
Invitation.
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
RSUs redeemed are
cancelled.
Date of redemption
2
17/01/24
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement Francisco Rodriguez Ferrere
Contact person for this announcement Francisco Rodriguez Ferrere
Contact phone number 021 245 1801
Contact email address info@promisia.co.nz
Date of release through MAP

17/01/24




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).

---

Capital Change Notice

Updated as at June 2023

Please do not amend or delete individual rows. As this template relates to prescribed content, changes to content
should only be made where it is clearly indicated that this is permitted, otherwise, if an Issuer considers a particular
element does not apply, mark the row as N/A, Any other changes to this prescribed form must first be approved by
NZX as required under NZX Listing Rule 3.26.1.

Section 1: Issuer information
Name of issuer Promisia Healthcare Limited
NZX ticker code PHL
Class of financial product Unpaid Ordinary Shares
(unquoted)
ISIN (If unknown, check on NZX website) N/A
Currency NZD
Section 2: Capital change details
Number redeemed 1,050,000,000
Nominal value (if any) N/A
redemption price per security N/A
Nature of the payment (for example, cash or other
consideration)
N/A
Amount paid up (if not in full) Unpaid
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

91.30%
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)
N/A
Reason for redemption and specific authority for redemption
(the reason for change must be identified here)
900 million unpaid shares
lapsed and cancelled in
accordance with PHL’s
Employee Unpaid Share
Scheme.
150 million unpaid shares fully
paid and issued to the
Employee Unpaid Share
Scheme participant as fully
paid ordinary shares in PHL.
Total number of Financial Products of the Class after the
redemption (excluding Treasury Stock) and the total number of
Financial Products of the Class held as Treasury Stock after
the redemption.
100,000,000 unpaid shares

1
The percentage is to be calculated immediately before the issue, acquisition, redemption or Conversion.

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
In accordance with the terms
of the individual PHL
Employee’s letter of invitation
under the Employee Unpaid
Share Scheme.
Terms or details of the issue, acquisition, or redemption (for
example: restrictions, escrow arrangements)
N/A
Date of redemption
2
17/01/24
Section 3: Authority for this announcement and contact person
Name of person

authorised to make this announcement Francisco Rodriguez Ferrere
Contact person for this announcement Francisco Rodriguez Ferrere
Contact phone number 021 245 1801
Contact email address info@promisia.co.nz
Date of release through MAP

17/01/24




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).